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REG - Intnl.Distrbtn.Svcs. - Full Year Results 2023-24

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RNS Number : 9157P  International Distribution Svcs PLC  24 May 2024

International Distribution Services plc

(Incorporated in England and Wales)

Company Number: 8680755

LSE Share Code: IDS

ISIN: GB00BDVZYZ77

LEI: 213800TCZZU84G8Z2M70

 

24 May 2024

 

INTERNATIONAL DISTRIBUTION SERVICES plc (IDS or IDS plc) RESULTS FOR THE 53
WEEKS ENDED 31 MARCH 2024

 

Good performance against a challenging macroeconomic backdrop: Royal Mail
returned to revenue growth in the second half; GLS continuing to build on its
track record of growth and strategic delivery.

IDS overview:

·    Revenue £12,679 million, up £635 million year-on-year, driven by
GLS and strong H2 in Royal Mail.

·    Reported operating profit of £26 million (2022-23: loss of £742
million); adjusted operating loss(1) reduced to £28 million (2022-23: loss of
£71 million).

·    Adjusted operating profit(1) in GLS of £320 million and adjusted
loss of £348 million in Royal Mail;

·    Excluding voluntary redundancy charges, Royal Mail adjusted operating
loss(1) was £336 million, broadly offset by GLS adjusted operating profit(1),
as expected.

·    Strong balance sheet retained with ample liquidity:

·    Dividend: final dividend proposed of 2.0p for 2023-24, funded by GLS,
as previously indicated;

Royal Mail: crossed an inflection point, although headwinds remain

·    Strong letter revenue growth and parcels recovery in second half

·    Royal Mail close to breakeven in H2 at the adjusted operating
level(1), excluding voluntary redundancy charges.

·    Operational turnaround accelerating at pace:

·    Quality of service on positive trajectory across both commercial and
Universal Service Obligation (USO) products, although still below USO targets,
with more to do.

·   Modernisation agenda progressing: significant expansion of out-of-home
footprint with new partnerships and plans to increase parcel drop off
locations by more than 50% to 21,000; optimising and automating parcel hubs;
delivering CWU agreement and productivity improvements; reducing CO(2)
emissions.

·    No timetable as yet for reform of Universal Service: Royal Mail's
proposal would:

·    Ensure a more efficient and financially sustainable Universal
Service;

·    Maintain the one-price-goes-anywhere service for the entire UK;

·    Continue with six-days a week delivery for First Class letters;

·    Ofcom should act without delay.

·    Emma Gilthorpe joined on 1 May as Royal Mail Chief Executive Officer
(CEO).

GLS: revenue growth and adjusted operating profit at upper end of guidance;
continuing to invest to deliver on strategic priorities

·    Good revenue growth of 4.6% year-on-year driven by B2C and
cross-border.

·    Investing to support strategic ambitions: expanding network capacity,
launching two new hubs and investing in automation; parcel lockers grew by
53%.

·    Adjusted operating profit lower year-on-year, as expected, due to
inflationary pressures not fully offset by pricing and efficiency measures,
and impact of strategic investments.

 

 

                                           53 weeks ended  52 weeks ended

 Reported measures (£m)(1)                 March 2024      March 2023
 Revenue(2)                                12,679          12,044

 ·   Royal Mail                            7,834           7,411

 ·   GLS                                   4,865           4,650
 Operating profit/(loss)(3)                26              (742)
 Basic earnings/(loss) per share (pence)   5.6             (91.3)
                                           53 weeks ended  52 weeks ended

 Adjusted measures (£m)(1)                 March 2024      March 2023
 Operating (loss)                          (28)            (71)

 ·   Royal Mail                            (348)           (419)

 ·      GLS                                320             348
 Operating margin (%)                      (0.2)%          (0.6)%
 Loss before tax                           (75)            (110)
 Basic loss per share (pence)              (14.6)          (20.5)
 In year trading cash outflow              (73)            (34)
 Pre-IFRS 16 in-year trading cash outflow  (279)           (213)
 Net debt                                  (1,716)         (1,500)
 Net debt (pre-IFRS 16)                    (328)           (181)

Footnotes:

1.         Reported results are prepared in accordance with UK adopted
International Financial Reporting Standards (IFRS). In addition, the Group's
performance is explained through the use of alternative performance measures
(APMs) that are not defined under IFRS. A full list of the Group's APMs are
set out in the section titled 'Presentation of results and alternative
performance measures' and reconciliations to the closest measure prescribed
under IFRS.

2.         Includes intragroup revenue, which represents trading
between Royal Mail and GLS, principally a result of Parcelforce Worldwide
operating as GLS' partner in the UK. This was £20 million in 2023-24 and £17
million in the prior year.

3.         2022-23 reported operating loss has been re-presented to
£742 million from £748 million. This is due to gains on disposal of fixed
assets now being recognised in operating profit.

 

Martin Seidenberg, Chief Executive Officer of IDS commented:

"IDS delivered a good performance during the year in a challenging
macroeconomic environment.

"I would like to thank all my colleagues across both Royal Mail and GLS who
have worked hard over the past year to serve our customers and play their part
in the progress we have made.

"In the last six months we have set Royal Mail on the right trajectory. We
made good progress delivering our modernisation agenda and returned to growth
in the second half. We have improved quality, won back customers lost during
industrial action, controlled costs and delivered Christmas for our customers.
Positive momentum is building, although there is hard work in front of us to
get back to profitability.

"GLS delivered a strong financial performance, with volume growth of 5% and
revenue growth in almost all markets. Operating margin is lower than prior
year due to prolonged investment into growth, and cost pressures, both of
which we see continuing.

"The transformation of Royal Mail must be supported by Universal Service
reform. Our proposal to Ofcom would deliver a more efficient, more reliable
and more financially sustainable service, whilst protecting what matters most
to customers. The need for reform is urgent and these changes, which do not
require legislative change, should be enacted quickly by Ofcom. They just need
to get on with it."

 

Results presentation

A results webcast for analysts and institutional investors is available now at
https://www.i
(http://www.internationaldistributionsservices.com/en/investors/financial-results-presentations)
nternationaldistributionservices.com/en/investors/financial-results-presentations.
(http://www.internationaldistributionsservices.com/en/investors/financial-results-presentations)

 

Enquiries:

Investor Relations

John Crosse

Email: investorrelations@ids-plc.com (mailto:investorrelations@ids-plc.com)

 

Media Relations

Jenny Hall

Phone: 07776 993 036

Email: jenny.hall@royalmail.com (mailto:jenny.hall@royalmail.com)

Greg Sage

Phone: 07483 421 374

Email: greg.sage@royalmail.com (mailto:greg.sage@royalmail.com)

Royal Mail press office: press.office@royalmail.com
(mailto:press.office@royalmail.com)

 

Company Secretary

Mark Amsden

Email: cosec@ids-plc.com (mailto:cosec@ids-plc.com)

 

IDS today confirms it has changed its name from International Distributions
Services plc to International Distribution Services plc. Whilst this was
initially the preferred name for the Company when the name was changed from
Royal Mail plc in October 2022, the Companies House registration system did
not allow the use of the name at that time.

Shareholders should note that their shareholdings will be unaffected by the
change of name. Existing share certificates should be retained as they will
remain valid for all purposes and no new share certificates will be issued.

Our TIDM, ISIN, SEDOL, CUSIPs and Legal Entity Identifier (LEI) remain
unchanged.

The person responsible for arranging the release of this announcement on
behalf of IDS plc is Mark Amsden, Company Secretary.

Chair's statement

The past year has been one of transition, but the Group has made good
progress. Following a long period of industrial action we have stabilised
Royal Mail. This has allowed us to improve the businesses' operational
performance and make good progress on its modernisation agenda. At GLS, whilst
both short-term macroeconomic headwinds and strategic investments impacted
profitability, the business delivered good volume and revenue growth in almost
all markets, and continued delivery of its strategic agenda.

We are a people-driven business and our colleagues across the Group have
contributed to our performance and the progress we have made. On behalf of the
Board, I would like to thank them for their continued hard work and
dedication.

At the time of writing, the Board has received a revised possible offer of 370
pence per IDS share from EP Group for the entire issued share capital of IDS.
The proposal follows significant negotiation including a number of earlier
proposals from EP Group (the first of which was made on 9 April 2024 at a
price of 320 pence per share in cash).

Both Royal Mail and GLS perform critical functions in the markets where they
operate, and the Board is particularly mindful of Royal Mail's unique heritage
and responsibilities as the designated Universal Service Provider in the
United Kingdom and a key part of national infrastructure. In assessing the
proposal, the Board has also been very mindful of the impact on Royal Mail and
GLS and their respective stakeholders and employees, as well as broader public
interest factors. The Board has sought, and EP Group has agreed to offer as
part of the proposal, a set of contractual undertakings to protect key public
interest factors and recognise Royal Mail's status as a key part of national
infrastructure.

The Board is minded to recommend the revised offer of 370 pence to IDS
shareholders, should an offer be made at that level, subject to satisfactory
resolution of the final terms and arrangements. However, there can be no
certainty that any offer will be made.

The plans now being executed under the leadership of Martin Seidenberg since
he became Chief Executive Officer of IDS in August 2023 are delivering clear
operational and financial improvements. Royal Mail has crossed an inflection
point, and GLS is continuing to build on its proven track record of delivering
top line growth, strong margins and good cash flow generation, enabled by its
flexible operating model, broad customer base and geographic diversity.

Over the past eight months, Royal Mail's trajectory has seen a fundamental
step change, with the operational turnaround accelerating at pace. GLS has
consistently been one of the most profitable players within the parcel
delivery segment with its asset light business model, broad customer base and
geographic diversity enabling a resilient performance in a challenging market.
It continues to invest to support significant network expansion and to drive
innovation, launching new digital services and transforming the last mile.

Universal Service reform

Royal Mail continues to make progress on its transformation and the business
is now back to growth. However, urgent reform of the Universal Service is
essential to ensure longer-term financial sustainability.

Royal Mail has developed a clear and detailed proposal for reform of the
Universal Service based on extensive modelling and analysis of customer needs.
These changes should be enacted quickly by Ofcom through changes to postal
regulations and conditions and do not require legislation change through
Parliament. We urge Ofcom to act without delay. Royal Mail's proposal would
deliver a more efficient, more reliable and more financially sustainable
service. It would reduce the net cost of the Universal Service by up to £300
million per year, whilst protecting what matters most to customers resulting
in a better, sustainable outcome for our customers, our people, and our
shareholders. Once reform is agreed, deployment would take 18-24 months.
However, at the current time there is no clarity on the form or timing of any
change to the Universal Service. The longer the wait for change to be agreed
the smaller the reduction in costs will be, given continued falling letter
volumes, against an ongoing need for investment and transformation in Royal
Mail.

Royal Mail is also calling on Ofcom to modernise the Universal Service, for
example by adding tracking to Universal Service parcels, to reflect customer
demand.

The proposal we submitted to Ofcom in April 2024 is available at
www.internationaldistributionservices.com/en/about-us/regulation/the-future-of-letter-deliveries
(http://www.internationaldistributionservices.com/en/about-us/regulation/the-future-of-letter-deliveries)
.

Financial performance

Despite a challenging macroeconomic backdrop, the Group delivered a robust
performance. Group revenue grew by £635 million year-on-year to £12,679
million, with revenue and parcel volume growth in both businesses. Group
reported operating profit was £26 million (2022-23: £742 million loss), due
to a significant reduction in the loss at Royal Mail as the prior year
included an impairment charge of £539 million on the carrying value of Royal
Mail. Adjusted operating loss was £28 million (2022-23: £71 million loss),
driven by revenue growth and reduced losses in Royal Mail. Group adjusted
basic loss per share was 14.6 pence (2022-23: 20.5 pence loss per share). On a
reported basis, Group earnings per share was 5.6 pence (2022-23: 91.3 pence
loss per share).

Sustainability

Our businesses made good progress in their respective decarbonisation
strategies, although emissions increased by 2% compared to the prior year,
mainly due to volume growth in GLS. On a per revenue basis, CO(2)e emissions
fell by 5%. In July 2023, Royal Mail reached the milestone of 5,000 electric
vans across its delivery and collection fleet and operates the largest
electric vehicle (EV) delivery fleet in the country*. GLS is also continuing
to expand its low- and zero-emission fleet, which grew by around 48%
year-on-year, adding more e-vans, light vehicles and alternative-fuel vehicles
to its delivery network.

Both Royal Mail and GLS are deploying hydrotreated vegetable oil (HVO)
biofuel, which has the potential to reduce emissions by up to 90% compared to
diesel. In Germany, our first hydrogen truck is now in operation.

In September 2023, we announced that Royal Mail's Net-Zero and near-term
targets had been validated by the Science Based Targets initiative (SBTi) and
in December 2023, GLS submitted its Net-Zero targets for SBTi validation. We
have also continued to implement the Task Force on Climate-related Financial
Disclosure recommendations.

Capital allocation and dividend

The maintenance of a conservative balance sheet has always been at the heart
of the Group's capital allocation policy and the Board considers the Group's
net debt position as robust (pre-IFRS 16) at £328 million as at 31 March 2024
(£181 million at 26 March 2023, £142 million at 24 September 2023).

As previously indicated at the Group's half year results, the Board has
proposed a final dividend payment of 2 pence per share in respect of 2023-24,
funded by GLS. This final dividend payment is subject to shareholders approval
at the Annual General Meeting scheduled to take place on 25 September 2024.
The dividend will be paid on 30 September 2024 to shareholders on the register
at 23 August 2024.

The Board is also proposing a special dividend of 8 pence per share,
conditional upon completion of the transaction with EP Group.

The Group had available liquidity of around £2.1 billion at the end of March
2024, including £927 million of cash and cash equivalents (excluding £47
million GLS client cash), £216 million of current asset investments, along
with undrawn bank syndicate loan facility of £925 million.

Board changes

During the year we introduced a new management structure and on 20 July 2023
Martin Seidenberg was appointed to the newly created role of Group Chief
Executive Officer to lead the Group and set its strategic direction. Martin
joined GLS in 2015 as CEO of GLS Germany and was subsequently appointed CEO of
GLS in June 2020. He joined the Board in April 2021. He has extensive
international logistics experience and proven track record of delivering
change and growth.

On 18 January 2024 Michael Snape joined the Board as Group Chief Financial
Officer (CFO) and Executive Director with immediate effect. Michael was
previously CFO of Boots, No7 Beauty Company and International for Walgreens
Boots Alliance. Prior to Boots Michael was International CFO for Tesco,
responsible for its operations outside the UK and Ireland. Michael brings
extensive turnaround experience and excellent financial leadership.

Michael succeeded Mick Jeavons who stepped down as Group CFO and Executive
Director on 18 January 2024. During his 30-year career with the Group Mick
held various senior roles and his counsel, knowledge and experience have been
invaluable. On behalf of the Board, I would like to thank him for his
outstanding contribution through some turbulent times and wish him every
success for the future.

In June 2023 Ingrid Ebner joined the Board as a Non-Executive Director and
member of the Nomination Committee.

Summary

The Group has made good progress this year and delivered operational and
financial improvements, against a difficult macroenvironment. Royal Mail has
crossed an inflection point, although headwinds remain. GLS delivered revenue
growth and adjusted operating profit at the upper end of guidance and made
further progress on delivering its strategic priorities. However, there is
more to do, with further investment required at GLS and the ongoing
transformation of Royal Mail.

Keith Williams, Non-Executive Chair

*Based on internal analysis of publicly available competitor fleet data.

Chief Executive's Review

During the year we have focused on a number of strategic initiatives to
improve the customer experience and drive growth.

Strategic update

Royal Mail

Royal Mail is now back on the right trajectory. The business has been
stabilised and we have delivered improvements in quality, productivity and
automation. Royal Mail returned to growth, with a close to breakeven
performance at the adjusted operating profit level, excluding voluntary
redundancy charges, in the second half of the year.

Longer-term strategic plans are being developed, including a network strategy
to define our future footprint, leveraging both Royal Mail and Parcelforce's
networks, and we have also made progress on our channel strategy and new
growth initiatives, where we have already begun implementing a more
diversified out-of-home offering.

On 2 April 2024 we announced the appointment of Emma Gilthorpe as CEO of the
Royal Mail business. Emma, who was previously Chief Operating Officer at
Heathrow airport, has a customer and employee-centric approach and an
impressive track record of delivering major strategic change programmes whilst
driving performance improvements. Emma joined the business on 1 May 2024 and
is currently working closely with me as part of an intensive induction process
before taking over responsibility for the business in the summer.

Stabilisation and quality of service

When I began as Group CEO, my immediate priority was to take short-term
actions to stabilise the business as it came out of the longest industrial
action in our history. I am pleased to report that we have achieved that, by
refocusing our investment approach, instilling a new rigorous approach to cash
management and cost control including capex reductions, whilst protecting
investment in our key transformation projects. We also implemented targeted
price increases. The business is now on a sounder footing, which has enabled
us to move forward with the transformation agenda.

I also committed to improve quality, to deliver the service our customers
rightly expect and help win back business lost during the industrial action
last year. To achieve that, I implemented the following initiatives:

·      Reinforced operational management at both regional and local
levels.

·      Established a quality control centre to drive real time
operational performance analysis and enable proactive intervention as
required.

·      Maximised the use of our Parcel Hubs, where we can process
parcels much faster and ensure higher quality of service in the middle mile.
Our Midlands Super Hub near Daventry increased its throughput to a record
total of 950,000 parcels in a 21-hour shift.

·      Reduced our reliance on agency, recruiting more people on new
terms and conditions and reducing sick absence.

·      Launched a quality incentive for our people over Christmas, based
on local and national quality targets, providing additional support for the
units where quality was most impacted.

As a result, quality of service has improved across both commercial and USO
products, with a 3.9% increase in First Class mail arriving within one working
day between Q2 and Q4. Across the year, the business delivered an average of
74.5% of First Class mail within one working day, with more than 91% delivered
within two working days (in Q4, this was more than 93%). 92.4% of Second Class
mail arrived within three working days. We reported our best Christmas
performance in four years with more than 99% of items posted before the last
recommended posting dates arriving by Christmas Eve. We have also put in place
a solution for NHS mail which has improved service levels. Our approach is
working. We are on the right trajectory, but there is more to do.

Delivering our transformation

We have continued to drive our modernisation agenda forward and have a clear
plan for improvement. The Business Recovery Transformation and Growth
Agreement with CWU provides a solid foundation for future growth and we have
made good progress on implementation during the year. Changes introduced
include:

·      Seasonal hours, requiring employees to work a longer week during
peak and a shorter working week in the summer of 2024, were introduced for the
first time during December 2023.

·      New attendance and sick pay arrangements, with frontline absence
rates declining steadily since their introduction in Autumn 2023.

·      To support performance and efficiency we are regularly
communicating key performance metrics to our posties using our 'MyPerformance'
app which was launched in October 2023. Feedback is currently provided on 3
KPIs, with 5 more on trial, which is already delivering improved first-time
delivery rates and safety metrics.

·      Reducing reliance on agency staff, recruiting more than 9,000
full-time employees (FTEs) on new terms and conditions with greater
flexibility e.g. weekend working and supporting quality improvement.

·      Enabling later start times to ensure more next day delivery,
improve reliability, reduce cost and lessen impact on the environment, with
the removal of around 50% of domestic flights from Royal Mail's transport
network.

As the agreement has been implemented, we have adapted some of the programmes
to deliver the associated benefits through a slightly different route - for
example, on indoor methods we have switched to an alternative approach focused
on improving upstream sortation.

The transformation will take time and there's still hard work ahead, but Royal
Mail is making good progress and heading in the right direction.

Efficiency and productivity

Automation levels hit 81% in March 2024, up from 76% in March 2023. This will
enable us to push higher volumes of larger parcels more efficiently through
the Royal Mail network and as a result, reduce costs and improve quality. We
are also moving to a closer integration of the Royal Mail and Parcelforce
networks to optimise parcel delivery through the most efficient route.

Productivity, across both processing and delivery, has improved. In Q4,
productivity was 4.3% higher year-on-year, enabled by increased automation and
improved ways of working. This is particularly pleasing given workload has
increased, with bigger parcels now being transported through the network. We
maintained the reduction of 10,000 FTEs, the position we entered the year, and
were able to make further reductions with March 2024 frontline FTEs over 1,000
lower vs. March 2023.

We are currently mapping out our future network, and developing a plan to
address our core challenge to move to a network setup that can efficiently
deliver parcels of all shapes and sizes, whilst also delivering letters in the
most efficient and cost effective way.

Expanding customer choice and convenience

Our modernisation agenda is wider than just the CWU agreement. We have
developed a new out-of-home growth plan, focused on making our service more
convenient for our customers, and have already launched two significant
partnerships to broaden our final mile offering and give customers more
options to drop off and collect parcels. We have plans to increase the number
of parcel drop off locations by more than 50% to 21,000 through:

·      5,000 new Collect+ locations for customers to drop off parcels
rolling out in 2024-25.

·      Launch of Royal Mail locker network in partnership with Quadient,
with 200+ rolled out, ramping up to 1,500 by end of 24/25 and an initial
target of 3,000 locations.

·      Launching pilot Royal Mail Parcel Shop, with the potential to
expand further.

Summary

Royal Mail is now back to growth and the business has delivered improvements
in quality, productivity, and automation. We have also made good progress on
implementing the CWU agreement.

We continue to push for USO reform, submitting our proposal to Ofcom which
would ensure a more efficient, reliable and financially sustainable Universal
Service. These changes should be enacted quickly by Ofcom through changes to
postal regulations and conditions and do not require legislation change
through Parliament.

We have also set in motion a broader strategic programme including our growth,
network and channel strategy, where we have already begun implementing a more
diversified out-of-home offering.

We are on the right track, having made a significant step in the right
direction in 2023-24 and I look forward to building on our progress with Emma,
the new Royal Mail CEO. However, headwinds remain with a tough macro and
competitive environment, no change to the Universal Service as yet agreed,
continued declines in letter volume and further investment required to deliver
our multi-year transformation.

GLS

GLS has a distinctive and proven business model and made good progress
executing on its strategy, which is focused on:

·      Strengthening its top position in the cross-border deferred
parcel segment.

·      Strongly positioning business in the 2C parcel market, whilst
securing its leading position in the 2B segment.

·      Inspiring the market through innovative digital and sustainable
customer-focused solutions.

During the year GLS continued to upgrade its network to support growth and to
transform the last mile, reinforcing its position in the 2C parcel market. It
has also deployed a number of new innovative digital solutions and expanded
its international business and network to support cross-border volumes.

Upgrading the network

We have continued to invest in GLS to drive productivity and growth. The new
Madrid hub commenced full scale operation in March 2023 and has already
contributed to double digit volume and revenue growth in Spain. During peak,
on its busiest day, GLS Spain handled over 900,000 parcels.

Across the whole GLS group, the business processed 6.2 million parcels on the
Monday after Black Friday.

New depots were also established in Rome and Nancy, and after the successful
launch of the new Madrid hub last year, this year, new automated hubs will
open in Paris and Berlin in time for the peak season. In Germany, the new
Berlin hub will be GLS' largest depot and regional hub, with a network
capacity of up to 200,000 parcels per day. It will play a key role in serving
the greater Berlin area and serve as an international gateway to Eastern
Europe. The new Paris hub will have the capacity to handle around 200,000
parcels per day.

GLS is also deploying new technologies in robotics. Following successful
testing of automated guided vehicles in Germany, there are now plans to expand
into five additional depots across the country, with the potential to expand
into France, Spain and Italy.

The business is also increasing automation, and deploying artificial
intelligence (AI) across its network, developing package detection technology
to reduce damage caused during sortation, and technology to improve the
efficiency of feeding parcels into sorters.

Altogether, our investments in hubs, automation and robotics will increase
GLS' per day capacity by around 750,000.

Transforming the last mile

During the year GLS expanded its locker network by 53%. Parcel locker
expansion in Eastern Europe is progressing well, where lockers grew almost
90%, and as part of the rollout smart lockers are being deployed, which have
lower capex requirements, higher partner uptake and faster utilisation,
allowing for rapid scalability.

In the Netherlands, GLS' partnership with PostNL has gone live giving
immediate access to 1,000 lockers, which will grow to 1,400 lockers, adding to
the more than 700 existing parcel shops.

GLS France has also partnered with Quadient to gain access to its open locker
network and through its partnership with Matkahuolto, GLS Finland expanded its
pick-up and drop-off points to 1,300.

As previously announced, we also acquired the leading parcel shop chain
ProntoPacco in Italy during the year.

GLS Spain launched an automated kiosk returns pilot, that allows customers to
quickly and easily return their packages without queuing.

Introducing innovative digital solutions

During the year GLS launched a number of new innovative digital solutions
across the entire customer journey. In Eastern Europe, the utilisation of
digital messaging solutions that offer cost efficiency and enhanced features
such as pictures and QR codes is being expanded to enrich customer experiences
and meet growing demand.

GLS continued to roll out its driver optimisation software to enhance delivery
productivity. As part of our mission to provide more customer centric tracking
solutions, we expanded our real time tracking solution, Bettermile, to nine
countries.

GLS is also working to cater to the rapidly expanding C2C (Consumer to
Consumer) market by offering convenient self-service solutions. These
solutions empower senders with insights into volumes, returns, label
generation, and more. Additionally, consignees have access to redirection
options and out-of-home services, facilitating parcel returns, collection, and
sending through self-service channels.

Building a global service offering

Growth in cross-border volumes outpaced domestic during the year,
demonstrating the strength of our international network. GLS increased key
customer volumes, growing its Asia-Europe cross-border segment by introducing
local sales teams in Asia and switching to a global management model for
international key accounts.

In January 2024 the business introduced a new transatlantic service in Europe,
leveraging its growing North American presence, which is already ramping
rapidly and is expected to be a key pillar of our cross-border growth. The
cross-border market between North America and Europe remains a significant
potential growth area for GLS, with higher-than-average margins per parcel.

Additionally, GLS successfully entered the Serbian market, and after its first
full operational year, it is ahead of plan.

Summary

Global economic conditions continue to remain fragile with a slower macro
recovery now expected, compared to previous forecasts. However, GLS will
continue to invest in its strategic priorities, upgrading the network,
transforming the last mile and building a global service offering, whilst
advancing to a sustainable future.

Operational performance

 

Volume and revenue(1)

 Revenue (£m)                                          53 weeks March 2024  52 weeks March 2024 ex. 53(rd) week in Royal Mail   52 weeks     Change(1,2)

                                                                                                                               March 2023   52 wks 2024 ex. 53(rd) wk in Royal Mail vs 52 wks 2023
 Group(3)                                              12,679               12,539                                             12,044       4.1%
 Royal Mail                                            7,834                7,694                                              7,411        3.8%
 Total Parcels                                         4,108                4,040                                              3,910        3.3%
     Domestic Parcels (excluding international)(4)     3,382                3,327                                              3,226        3.1%
     International Parcels(5)                          726                  713                                                684          4.2%
 Letters                                               3,726                3,654                                              3,501        4.4%
 GLS                                                   4,865                4,865                                              4,650        4.6%

 

 Volume (m units)                                      53 weeks March 2024  52 weeks March 2024 ex. 53(rd) week in Royal Mail  52 weeks     Change(1,2)

                                                                                                                               March 2023   52 wks 2024 ex. 53(rd) wk in Royal Mail vs 52 wks 2023
 Royal Mail
 Total Parcels                                         1,295                1,273                                              1,205        6%
     Domestic Parcels (excluding international)(4)     1,120                1,101                                              1,064        3%
     International Parcels(5)                          175                  172                                                141          22%
 Addressed letters (excluding elections)               6,736                6,617                                              7,280        (9)%
 GLS                                                   905                  905                                                862          5%

 

1.         Reported results are prepared in accordance with UK adopted
International Financial Reporting Standards (IFRS). The 52 week 2023-24
results are derived by removing the 53(rd) week revenue and incremental costs
in relation to Royal Mail, see the Group's APMs in the section titled
'Presentation of results and alternative performance measures' for further
details on this adjustment. Percentage changes are on a 52 week basis. The GLS
financial year is 12 months to 31 March 2023 and 2024, so no adjustment is
made for GLS' results. The 52 week results are in line with how the Chief
Operating Decision Maker as defined by IFRS 8 reviews performance.

2.         All percentage changes reflect the movement between figures
as presented, unless otherwise stated.

3.         Royal Mail and GLS revenue does not equal Group revenue due
to the elimination of intragroup trading.

4.         Domestic Parcels excludes import and export for both Royal
Mail and Parcelforce Worldwide.

5.         International includes import and export for Royal Mail and
Parcelforce Worldwide.

Royal Mail

In the following commentary all percentage changes are based on a
comparison(1) of 52 weeks March 2024, excluding the 53(rd) week in Royal Mail,
and 52 weeks March 2023.

Revenue increased 3.8%, reflecting growth in both parcel and letter revenue.

Domestic parcel volumes (ex. international) increased by 3%, with domestic
parcel revenue up 3.1% year-on-year. We made good progress in winning back
customers lost due to industrial action last year. Price increases were
partially offset by negative mix. Growth was particularly strong in the second
half, as we lapped 15 days of industrial action.

International parcel volumes, including import and export parcels for Royal
Mail and Parcelforce Worldwide, showed strong growth of 22%, driven by strong
import volumes. International parcel revenue grew by 4.2% year-on-year,
reflecting higher import volumes at a lower average unit revenue.

Total letter revenue grew by 4.4% year-on-year, benefitting from price rises,
necessary given the inflationary environment and costs of delivering the USO
against the backdrop of declining letter volumes, and positive mix effects,
partially offset by volume decline. Addressed letter volumes (excluding
elections) fell by 9% year-on-year, reflecting the trend of long-term
structural decline. Stamped letter revenue rose significantly, with a
particularly strong performance over the Christmas period, which was heavily
impacted by strike action in the prior year. Advertising mail volumes declined
by 11%, a result of the macroenvironment, whilst business mail volumes
remained relatively robust, with the decline in volume more than offset by
price increases, leading to revenue growth of 7.2%.

Whilst quality of service improved, there is more to do. Across the year, the
business delivered an average of 74.5% of First Class mail within one working
day (Ofcom target 93%) and 92.4% of Second Class mail arrived within three
working days (Ofcom target 98.5%).

Reported operating loss reduced to £254 million (2022-23: £1,039 million
loss) and adjusted operating loss reduced to £348 million (2022-23: £419
million loss), broadly in line with expectations. The business was close to
breakeven in H2 at the adjusted operating level, excluding voluntary
redundancy charges. In-year trading cash outflow was £246 million (2022-23:
£306 million outflow). Gross capital expenditure decreased by £79 million to
£176 million, due to a new cash management approach and prioritisation of
investment projects.

Further detail on performance is included in the Financial Review.

GLS

GLS delivered a good financial performance, in line with the upper end of
guidance, against challenging macroeconomic conditions, with above market
revenue growth.

Revenue grew 4.6% to £4,865 million, 4.7% growth in Euro terms, driven by
good volume growth, partly mitigated by lower freight revenues and mix.
Excluding acquisitions, revenue was up 3.7% in Sterling terms. Revenue growth
was achieved in almost all markets, with six markets delivering double digit
growth. However, US and Canada, which together accounted for 11.3% of total
GLS revenue, both saw revenue declines, due to the weaker macroenvironment and
lower freight revenue.

Parcel volumes increased by 5%, with B2C growth of 10%, with 11 markets
delivering double digit growth. Cross-border grew by 8%. B2C volume share was
58%, three percentage points above the prior year.

Reported operating profit was £280 million (2022-23: £297 million) and
adjusted operating profit was £320 million (2022-23: £348 million) or €371
million (2022-23: €403 million), reflecting inflationary pressures,
including a higher minimum wage in some markets and the impact of strategic
investments. Adjusted operating profit margin declined by 90 basis points to
6.6%.

Foreign exchange movements had a net nil impact on operating profit.

We continued to invest in growth and automation to generate efficiency
savings, with gross capital expenditure of £204 million (2022-23: £152
million). In-year trading cash inflow pre-IFRS 16 remained robust, at £92
million, which compared with £197 million inflow in the prior year. In-year
trading cash inflow was £173 million (2022-23: £272 million inflow).

Performance in selected markets is highlighted below, with revenue growth and
cost development detailed in Euro terms, unless stated otherwise. Operating
profit is before specific items. Further detail is included in the Financial
Review.

GLS Spain revenue grew by 18.4% driven by double-digit volume growth and
improved pricing. Overall operating profit increased compared with the prior
year.

GLS France revenue grew by 5.0%, driven by higher volumes and slightly better
pricing. Whilst there was a small operating loss due to inflationary effects
on the cost base which were not fully recovered through better pricing, the
business remains on a good trajectory and the new Paris hub will become
operational for peak, demonstrating our confidence in the business.

In Germany, organic revenue growth was 4.4% driven by improved pricing, with
volumes flat. Overall operating profit was in line with the prior year,
excluding acquisitions, which represented a strong performance compared with
competitors.

In the US, revenue declined by 4.2% in USD terms driven by lower freight
revenues, not fully offset by strong parcel volume growth of 12%, driven by
B2C. Operating losses reduced by around one third compared with the prior
year, due to lower costs driven by operational efficiencies. Measures focused
on further improving unit operational costs and the quality of revenue,
including yield management activities, are continuing.

GLS Canada organic revenues declined by 5.5% in CAD terms due to lower freight
revenue, a result of the weaker macro environment, and lower fuel surcharges.
The prior year also saw unusually strong growth. This led to a decline in
operating profit in CAD terms, which was exacerbated in Euro terms due to the
weakening of the CAD, although Canada remains a higher margin business for
GLS.

Further detail on performance is included in the Financial Review.

Calling for Universal Service reform

In their call for input Ofcom concluded that reform of the Universal Service
is necessary, given letter volumes have declined from a peak of 20 billion a
year in 2004-05 to 6.7 billion in 2023-24. Ofcom calculates that providing the
current Universal Service to the UK has a net cost to Royal Mail of £325
million to £675 million every year. If we want to save the Universal Service,
we have to change the Universal Service.

Our proposal, based on extensive consultation and detailed modelling, would
ensure a more efficient, reliable and financially sustainable Universal
Service, which is good for the business and its shareholders, protecting tens
of thousands of jobs and the best terms and conditions in the industry, whilst
safeguarding what matters most to customers, a one-price-goes-anywhere
Universal Service.

If fully and swiftly implemented by April 2025 at the latest, our proposal
would reduce the net cost of the Universal Service by up to £300 million per
year through a net reduction in daily delivery routes of 7,000-9,000 over the
course of around 18-24 months. Royal Mail is confident it can manage this
primarily through natural turnover, and the implementation of these proposals
is expected to result in fewer than 1,000 voluntary redundancies.

Our proposal also closely aligns to changes successfully made in comparable
countries - in Europe and around the world - over recent years. These changes
should be enacted quickly by Ofcom through changes to postal regulations and
conditions and do not require legislation change through Parliament. Royal
Mail is urgently calling for Ofcom to act faster on implementing change, with
the introduction of new regulations by April 2025 at the latest. However, at
the current time there is no clarity on the form or timing of any change to
the Universal Service and the longer the wait for change to be agreed, the
smaller the reduction in costs will be.

A summary of our response to Ofcom's call for input and details of our
proposal are available at
www.internationaldistributionservices.com/en/about-us/regulation/the-futureof-
(http://www.internationaldistributionservices.com/en/about-us/regulation/the-futureof-)
letter-deliveries.

Sustainability

Royal Mail's Net-Zero and near-term targets have now been validated by the
Science Based Targets initiative (SBTi) as being in line with the latest
climate science to limit global warming to 1.5°C above pre-industrial levels.
The targets are part of Royal Mail's Steps to Zero strategy to achieve
Net-Zero by 2040. During the year, flights to Jersey and the Isle of Man were
removed from Royal Mail's delivery network to streamline services and further
reduce carbon emissions. In the coming year, increased flexibility of delivery
window times, will enable the removal of a further 18 flight routes, which
when fully realised, will equate to a saving of c.30,000 tCO(2)e per year or
over 50% of Royal Mail's base year domestic air freight emissions.

In July 2023, Royal Mail reached the milestone of 5,000 electric vans across
its delivery and collection fleet. The business operates the largest EV
delivery fleet in the country, and has started to deploy HVO biofuel at six
refueling sites for heavy good vehicles. The use of HVO has the potential to
reduce emissions by up to 90% compared to diesel.

Overall, during the year Royal Mail reduced its emissions by 8%.

GLS is continuing to expand its low- and zero-emission fleet by adding more
e-vans, light vehicles and alternative-fuel vehicles to its delivery network.
The low and zero-emissions fleet grew by around 48% year-on-year, to more
than 4,900 and now makes up around 11% of the total fleet. Across the GLS
network there are now more than 3,600 charging points, with 1,400 points
installed during the year, an increase of more than 63%.

Various electric truck trials are ongoing in Belgium, France, Spain, Germany,
Poland, Denmark, the Netherlands and the Czech Republic. In Germany, the first
hydrogen truck is being used for linehaul operations and for pick-up and
delivery in the Cologne-Bonn area.

In Italy, a Volvo FH electric truck now connects the Riano Hub with the San
Lorenzo facility, which has a zero-emission only fleet of vehicles. In
addition, the Liquefied Natural Gas (LNG) truck fleet in Italy is ramping-up
the use of biogas. In Canada, a first class 8 electric truck is now being used
for pick-up and delivery in Montreal and is intended to be used in the future
for line hauls between Quebec City and Montreal.

In several countries, GLS is investigating using HVO as an alternative fuel
for line haul transportation.

GLS is also in the process of applying for SBTi validation of its near-term
and longer-term emissions reduction targets.

Our Principal Risks and Uncertainties

Detailed below are the principal risks we consider could threaten our business
model, the execution of our strategy, and the preservation and creation of
sustainable value for shareholders and other stakeholders. How we seek to
mitigate these risks and the material changes in risk score year-on-year are
also explained below.

 

 Risk                                                                            Status                                                                           Current and planned mitigations
 1. Economic and political environment - High risk
 Macro-economic conditions and/or the political environment across our markets   Stable risk                                                                      ·  Ongoing monitoring of the economic and wider external environment across
 may adversely affect the Group's ability to control costs and maintain and
                                                                                all markets.
 grow revenue due to reducing volumes or by driving customers to adopt cheaper   The Group's performance is closely aligned to economic growth in the markets

 products or formats for sending letters and parcels.                            in which it operates. The current geopolitical outlook is uncertain and          ·  Implementing transformation and efficiency programmes to stabilise the
                                                                                 economic growth remains subdued in the UK and EU, with high interest rates       Royal Mail business and build resilience into its operating model (see Risk
                                                                                 weakening households' disposable income.                                         2).

                                                                                 Whilst inflationary pressures are subsiding, inflation remains high. Conflicts   ·  Ongoing monitoring of the political landscape across all markets and
                                                                                 across the globe could escalate which could negatively impact the stability      regular engagement with politicians and policy makers, as appropriate.
                                                                                 and security of international transport routes crucial to the Group's

                                                                                 business.                                                                        ·  Monitoring government policy and developments in GLS markets relating to

                                                                                treatment of sub-contractors and implementing appropriate compliance measures,
                                                                                 Improving but low levels of consumer and business confidence are expected to     digital tools and adapting to local market circumstances.
                                                                                 impact discretionary spend, creating further unfavourable macro-economic
                                                                                 headwinds over the course of 2024-25.

                                                                                 Future political developments in the UK, including a general election in
                                                                                 2024-25, could affect the fiscal, monetary and regulatory risk landscape.
                                                                                 Prolonged fiscal tightening across our markets, including national minimum
                                                                                 wage and tax policy revisions, could increase our costs or further affect
                                                                                 consumer confidence, which could impact parcel and letter volumes.

                                                                                 Across Europe (notably Belgium, Germany and Italy) the use and tax treatment
                                                                                 of subcontractors is coming under increasing scrutiny. This could force GLS to
                                                                                 change its operating model in affected countries and, as a result, put
                                                                                 pressure on margin.

 

 Risk                                                                             Status                                                                           Current and planned mitigations
 2. Failure to reduce our operational cost base - High risk
 We must become more efficient and agile to compete effectively in the parcel     Stable risk                                                                      Effective implementation of the Business Recovery, Transformation and
 and letter markets.

                                                                                Royal Mail has a significant fixed cost base, with high operational gearing.     Growth Agreement (the Agreement), is key to the delivery of operational
 We must also reduce our operational cost base and manage wider cost pressures    While the business' delivery network provides a strong competitive position,     efficiencies in Royal Mail and governance processes are in place to oversee
 to achieve margin expansion and deliver productivity benefits across the Royal   particularly in the combined delivery of letters and small parcels, it is not    its timely implementation. There are also a number of initiatives in place to
 Mail business.                                                                   currently optimised for the increased demand for flexible acceptance times and   drive efficiency whilst remaining focused on high quality of service. These

                                                                                larger parcels. In addition, the high fixed labour cost structure makes it       include:
 Failure to reduce operational costs and, at the same time, deliver               difficult to flex the cost base according to sales volumes.

 high-quality services could result in a loss of customers, market share and
                                                                                ·  Measures to improve operational productivity, performance and right- size
 revenue.                                                                         Whilst some transformation benefits to right-size the operation have been        the business through a programme of operational revisions.
                                                                                  re-phased to 2024-25 and, despite challenging macro-economic factors and the

                                                                                  drag from the protracted dispute with the CWU leading into 2023-24, we have      ·  Improved automation through parcel hubs and mail centres to increase
                                                                                  stabilised our operational cost base. This has been achieved by improved         throughput and reduce costs per parcel.
                                                                                  day-to-day cash management measures and prioritising high-return investments.

                                                                                  We are also seeing improvement in levels of employee absence.                    ·  Trialling frameworks to deliver operational improvements at a greater

                                                                                pace, such as letter sortation methods within delivery offices.
                                                                                  Whilst GLS' cost structure is more flexible, we need to ensure that the

                                                                                  business' networks and processes continue to be optimised to withstand           ·  Use of digital tools to align scheduled and actual hours to match
                                                                                  inflationary cost pressures and support sustainable growth.                      variation in workload throughout the year and scan-in scan-out technology
                                                                                                                                                                   across the delivery network.

                                                                                                                                                                   ·  Improving network efficiency including introducing later start times and
                                                                                                                                                                   longer spans, and a strategic review of the parcels network including
                                                                                                                                                                   optimising synergies with Parcelforce Worldwide.

                                                                                                                                                                   Implementation of actions in GLS to improve margin including:

                                                                                                                                                                   ·  Productivity and efficiency improvements to optimise our operations and
                                                                                                                                                                   control costs.

                                                                                                                                                                   ·  Increased automation in hubs, depots and digitisation in the final mile.

                                                                                                                                                                   ·  Targeted in-country actions and productivity initiatives including
                                                                                                                                                                   cross-border synergies.

 

 Risk                                                                             Status                                                                           Current and planned mitigations
 3. Industrial relations (previously 'Industrial action') - High risk
 There is extensive trade union representation across our UK workforce, with      Stable risk                                                                      ·  Joint implementation of the Agreement.
 strong and active trade unions.

                                                                                In July 2023, following a lengthy dispute, Royal Mail and the CWU reached        ·  Rollout of a modern and collaborative framework to allow quicker
 One or more material disagreements or disputes could result in widespread        agreement on the terms of the Agreement. This is an important enabler in the     decisions, trials and change implementation.
 localised or national industrial action.                                         turnaround of the Royal Mail business.

                                                                                ·  Externally facilitated ways of working sessions to review the Royal Mail/
 Industrial action would cause material disruption to our UK business and would   Management continues to engage with trade unions on the Agreement, strategic     CWU relationship supported by appropriate expertise where required.
 result in an immediate and potentially ongoing significant loss of Group         transformation and Universal Service reform.

 revenue. It may also affect Royal Mail's ability to restore Quality of Service
                                                                                ·  Developed operational contingency plans in the event of local and/or
 (QoS) levels and meet targets prescribed by Ofcom, which may lead to                                                                                              national industrial action.
 enforcement action, fines and loss of customers.

 There is a further risk that Royal Mail will not successfully deliver the
 Agreement, strategic transformation and Universal Service reform unless
 management and the trade unions work effectively together.
 4. Major breach of information security, data protection regulation and/or
 cyber attack - High risk
 Due to the nature of our business, we collect, process and store confidential    Stable risk                                                                      ·  Ongoing investment in cyber-resilience including enhancing our
 business, operational and personal information. As a result, we are subject to
                                                                                cyber-control capabilities across our technology estate to protect our
 a range of laws, regulations and contractual obligations around the governance   Given the evolving nature, sophistication and prevalence of cyber threats and    customers, employees, services and assets.
 and protection of various classes of data to protect our customers, employees,   an increasing reliance on technology and data for operational and strategic

 shareholders and suppliers.                                                      purposes, this continues to be a principal risk.                                 ·  Strengthening our ability to quickly detect and respond to threats before

                                                                                they become incidents, including ransomware.
 In common with all major organisations, we are the potential target of cyber     We recognise that in a business with around 154,000 staff who use data and

 attacks that could threaten the confidentiality, integrity and availability of   devices to deliver our services and process large quantities of documentation,   ·  Improving assurance of organisational and technical measures, including
 data and systems, and trigger material service and/or operational                there is a possibility of human error in the protection of data.                 disaster recovery and assessment of third-party supplier controls.
 interruption.

                                                                                We continue to invest in our cyber-capabilities and have made progress in        ·  Promoting good behaviours and stressing the importance of maintaining
 Also, a major breach of information security, data protection laws and           deploying a number of controls across our technology estate, via our ongoing     vigilance through regular communication, training and awareness across our
 regulations and/or a cyber attack could adversely impact our reputation,         multi-year programme that targets the highest priority areas.                    workforce.
 resulting in financial loss, regulatory action, business disruption and loss

 of stakeholder confidence.                                                                                                                                        ·  Encouraging an open and prompt reporting culture so that appropriate
                                                                                                                                                                   remedial action can be taken as soon as possible.

                                                                                                                                                                   ·  Operate data privacy and protection policies and a compliance framework,
                                                                                                                                                                   which includes assessment and monitoring of data risks and controls across all
                                                                                                                                                                   our operations.

 

 Risk                                                                                                                               Status                                                                           Current and planned mitigations
 5. Customer expectations and our ability to grow revenue (previously 'Customer
 expectations and responsiveness to market changes') - High risk
 Failure to deliver against existing and changing customer needs and                                                                Stable risk                                                                      Royal Mail is focused on:
 expectations, including improvements to quality of service, could impact the

 demand for our products and services.                                                                                              Societal expectations continue to change rapidly and demand is continuing to     ·  Restoring quality of service.

                                                                                                                                  grow for high-quality, convenient and sustainable deliveries that are

 Our success at scaling and growing new areas of business is dependent on                                                           competitively priced. In response we are becoming more agile and customer        ·  Implementing strategic pricing and surcharge actions.
 identifying profitable and sustainable areas of growth and embedding                                                               centric.

 appropriate structures to support transformation.
                                                                                ·  Expanding channel mix and service offerings such as out-of-home, parcel
                                                                                                                                    The impact of industrial action in Royal Mail in 2022-23 (see Risk 3) and        shops, Collect+ and rollout of locker banks.
                                                                                                                                    headwinds created by the economic environment (see Risk 1) have impacted

                                                                                                                                    consumer confidence and spending, which places pressure on parcels and letters   ·  Driving agility in new product development and simple digital services.
                                                                                                                                    revenue in Royal Mail.

                                                                                ·  Growing doorstep services such as Parcel Collect.
                                                                                                                                    In Royal Mail, we have introduced targeted pricing and surcharges measures

                                                                                                                                    together with a programme to win back lost customers and increase throughput     ·  Increasing tracked services and near-universal barcoding of products.
                                                                                                                                    in our Midlands Parcel Hub, which opened during the second quarter of 2023-24.

                                                                                ·  Increasing Sunday deliveries.
                                                                                                                                    We are moving fast with our out-of-home delivery plans, including the trial

                                                                                                                                    and roll out of parcel lockers in conjunction with partners and continue to      GLS is focused on:
                                                                                                                                    target large retail networks in the UK to expand our parcel shop offering.

                                                                                ·  Scaling out-of-home delivery offerings and locker banks.
                                                                                                                                    GLS has focussed on the expansion of its global out-of-home network and parcel

                                                                                                                                    locker strategy, launched a number of customer-focussed digital solutions and    ·  Driving digital services in the final mile.
                                                                                                                                    continues to grow its cross-border segment and exploring new markets.

                                                                                                                                                                                                                     ·  Securing strategic acquisitions and organic growth opportunities to scale
                                                                                                                                                                                                                     the business.

                                                                                                                                                                                                                     ·  Expanding delivery network capacity.
 Risk                                                                             Status                                                                                                                                                                               Current and planned mitigations
 6. Financial sustainability of the Universal Service (previously 'Failure to
 secure Universal Service reform') - High risk
 Without urgent reform, the continuing structural decline in addressed letter     Increasing risk                                                                                                                                                                      ·  Continued engagement with Ofcom, the Government, our unions, people and
 volumes and increased competition in the parcels market pose significant risks
                                                                                                                                                                                    other stakeholders on the case for change.
 to the financial sustainability of the Universal Service. A modern and           According to Ofcom, a financially sustainable Universal Service should be able

 sustainable postal service is crucial for the customers we serve, our people     to achieve an EBIT margin of 5-10%. Since privatisation in 2013, the Universal                                                                                                       ·  Ran an extensive customer engagement programme and international
 and our company.                                                                 Service network has only achieved this twice. Letter volumes have continued to                                                                                                       benchmarking to assess the alternative possible options available for a more
                                                                                  decline since their peak in 2004-05. It is not sustainable to maintain the                                                                                                           modern and sustainable Universal Service.
                                                                                  costs of a network built for 20 billion letters when we are now only

                                                                                  delivering 6.7 billion. Reforming the Universal Service is essential if Royal                                                                                                        ·  Undertook a consultation and detailed modelling exercise on potential
                                                                                  Mail is to have a sustainable future.                                                                                                                                                reform options which informed our response to Ofcom's call for input.

                                                                                  In January 2024, Ofcom published a call for input, setting out evidence and                                                                                                          ·  Executing the Royal Mail transformation plan to underpin the
                                                                                  options for how the Universal Service might need to evolve to more closely                                                                                                           sustainability of the Universal Service.
                                                                                  meet consumer needs. Ofcom's report demonstrates that reform is urgently
                                                                                  needed to protect the future of the Universal Service.

                                                                                  We have been calling on Government and Ofcom to tackle this issue for several
                                                                                  years, and the lack of action means that we are now facing a much more serious
                                                                                  situation. Whilst other countries have grasped the opportunity to change, the
                                                                                  UK is being left behind.

                                                                                  Ofcom's call for input closed on 3 April 2024. A summary of Royal Mail's
                                                                                  response is available at www. www.internationaldistributionservices.com/
                                                                                  (file:///C:/Users/john.crosse/AppData/Local/Microsoft/Windows/INetCache/Content.Outlook/18NM5NWQ/www.internationaldistributionservices.com/)
                                                                                  en/about-us/regulation/the-future-of-letter-deliveries. We are calling on
                                                                                  Ofcom to open a consultation in the Summer, and for any changes to the
                                                                                  Universal Service to be live from April 2025.

 

 Risk                                                                             Status                                                                           Current and planned mitigations
 7. Talent: workforce for the future - Moderate risk
 Our performance, operating results and future growth depend on our ability to    Stable risk                                                                      Royal Mail:
 attract and retain talent with the appropriate skills and expertise.

                                                                                Due to challenges in the business environment over the last 18 months, we have   ·  Launched an Employee Value Proposition and developed an employer brand.
 In Royal Mail, transformation and structural market change are creating the      seen an increase in retention risk across Royal Mail's senior management

 need for new and different skills. There is a risk that we do not develop the    population. We are also experiencing higher than targeted levels of new joiner   ·  Developing a future leader framework that will provide an understanding
 capability of our frontline managers or attract and retain senior leaders with   attrition in our frontline workforce.                                            of leadership capabilities at all levels.
 the right capabilities and behaviours. In light of an ageing workforce,

 socio-economic factors and demographic change there is also a risk that we do    Following the end of the industrial dispute we are better placed in the market   ·  Offer a number of development programmes including the Future Manager
 not maintain a robust pipeline to fulfil frontline roles.                        and are finding more success in attracting high-calibre talent.                  Development Programme for frontline managers.

 In GLS, there is a risk we do not attract talent with new skills and retain      In GLS, we have made good progress with the establishment of a corporate HR      ·  Operate a performance management framework.
 high-quality talent to deliver GLS' strategy.                                    Centre and actions to attract high-calibre talent to drive the digital and

                                                                                  innovation agenda.                                                               ·  Implementing a range of initiatives to improve diversity, equity and
                                                                                                                                                                   inclusion across teams.

                                                                                                                                                                   ·  Established the Operations Frontline Talent Steering Committee to
                                                                                                                                                                   accelerate and bring together related workstreams.

                                                                                                                                                                   ·  Introduced a new onboarding tool and updating induction and supporting
                                                                                                                                                                   materials.

                                                                                                                                                                   ·  Creating a 'Talent Ecosystem' to enable internal mobility, provide
                                                                                                                                                                   opportunities for career progression and improve succession planning.

                                                                                                                                                                   GLS:

                                                                                                                                                                   ·  Established mechanisms to share expertise and best practice across the
                                                                                                                                                                   business.

                                                                                                                                                                   ·  Embedded a leadership and development framework including succession
                                                                                                                                                                   planning and a high potential programme.

                                                                                                                                                                   ·  Improving employer branding, including integration and communication of
                                                                                                                                                                   GLS values.

                                                                                                                                                                   ·  Developing and tracking people-related metrics and key performance
                                                                                                                                                                   indicators to measure success.

 

 Risk                                                                            Status                                                                          Current and planned mitigations
 8. Climate change and environmental management - Moderate risk
 Climate change is a global threat and, in common with all major organisations,  Stable risk                                                                     ·  Developed ESG ambitions and principles that are aligned to the ESG issues
 it poses a number of risks and opportunities.
                                                                               that matter most to our businesses and stakeholders.

                                                                               Demonstrating leadership on environmental issues, including the impact of our

 We have identified priority physical and transition risks that could impact     activities, is the right thing to do. It is also essential if we are to         ·  Executing environmental strategies across Royal Mail and GLS, including
 our businesses.                                                                 achieve competitive advantage, create value and deliver our strategy.           accelerated ambitions for decarbonisation to reach Net-Zero emissions before

                                                                               2050 in support of the Paris Agreement.
 Transition risks: As our customers and stakeholders seek to adapt to climate    Our environmental strategies will help us reduce our environmental footprint

 change, demand is increasing for more sustainable products and services. The    and play our part in the transition to a low-carbon future while offering       ·  Investing in low- and zero-emission vehicles and technology and equipment
 cost of operations could increase as we adapt to government and regulatory      greener solutions to our customers.                                             to support energy and fuel efficiency across our property estate.
 changes (including potential carbon taxes) to progress towards Net-Zero

 emissions and air quality targets for towns and cities.                         We are committed to implementing the Task Force on Climate-related Financial    ·  Improving network efficiency, including looking to rationalise Royal

                                                                               Disclosures (TCFD) recommendations and have made progress during the year on    Mail's property estate and opening new GLS EcoHubs, which have renewable
 Physical risks: An increase in the frequency of extreme weather events may      our ongoing TCFD implementation project.                                        energy generation and sustainable infrastructure.
 result in disruption to operations and impact our ability to meet customer

 expectations, Royal Mail's obligations under the Universal Service or other                                                                                     ·  Engaging our people and suppliers in our efforts to become more efficient
 contractual requirements. We may also see cost inflation as a result of                                                                                         and reduce our use of natural resources.
 resource scarcity, increased operational costs and required investment to

 protect the business and our people from extreme weather events.                                                                                                ·  Monitoring the impact of extreme weather events on operations and across

                                                                                                                                                               our property estate to determine suitable preventive and precautionary
 We must also ensure that we comply with an expanding framework of                                                                                               measures.
 environmental legislation and regulation, and prepare for emerging

 requirements to avert the risk of reputational damage, increased costs and                                                                                      ·  Reducing water consumption and reducing the amount of waste we generate.
 potential fines.

                                                                                                                                                                 ·  Monitoring compliance with existing environmental legislation and
                                                                                                                                                                 preparing for future regulatory changes including the Corporate Sustainability
                                                                                                                                                                 Reporting Directive.

 

 Risk                                                                             Status                                                                           Current and planned mitigations
 9. Actual or suspected breaches of material law and/or regulation - Moderate
 risk
 Failure to comply with relevant material laws and regulations that apply to      Stable risk                                                                      ·  Assess risks and obtain advice from specialist lawyers and
 our business, including competition, anti-bribery, regulatory conditions
                                                                                compliance/regulatory professionals on a regular basis.
 imposed by Ofcom (including QoS targets), trade sanctions, taxation and          There continues to be a focus on controls in relation to material laws and

 corporate governance. Actual or suspected breaches could result in financial     regulations with which the Group must comply.                                    ·  Horizon scan to prepare for legislative changes and develop policies and
 loss, fines, regulatory enforcement action, criminal charges, debarment and/or
                                                                                processes to address them.
 reputational damage impacting our ability to operate and grow.                   Competition law:

                                                                                ·  Monitor compliance and assurance provision.
 Failure to comply with material laws and regulations related to the following    Royal Mail's appeal against the Competition Appeal Tribunal's judgment to

 matters are covered by the specified other risks GDPR (Risk 4), health and       uphold Ofcom's decision to fine it £50 million has now concluded. The fine       ·  Foster a culture where colleagues can speak up so we can promptly address
 safety (Risk 11) and environmental legislation (Risk 8).                         and interest (c.£52 million) were paid to Ofcom on 10 August 2022.               any issues and stop them happening again.

                                                                                  The stay on Whistl's related damages claim has been lifted. There have been      ·  Engage with Ofcom in relation to USO QoS monitoring and restoration
                                                                                  two case management conferences (in December 2023 and April 2024) at which a     activity.
                                                                                  trial date has been set for November 2025, plus significant milestones leading
                                                                                  to the trial. Royal Mail believes Whistl's claim is without merit and will
                                                                                  defend it robustly.

                                                                                  Regulatory conditions imposed by Ofcom:

                                                                                  In November 2023, following an investigation, Ofcom concluded that Royal Mail
                                                                                  was in breach of its First and Second Class mail Universal Service QoS targets
                                                                                  for the 2022-23 regulatory period. It fined Royal Mail £5.6 million (£8
                                                                                  million discounted for mitigations).

                                                                                  Our current year Universal Service QoS for First and Second Class mail has
                                                                                  been below the targets set by Ofcom who are expected to open an investigation.
                                                                                  We are focused on improving service levels and we regularly engage with Ofcom
                                                                                  on QoS.

 10. Business continuity and operational resilience - Moderate risk
 We may fail to successfully respond to, recover from, or reduce the impact of    Stable risk                                                                      ·  Ongoing strategic threat assessment and horizon scanning to promptly
 a major threat or disruptive incident that could cause widespread operational
                                                                                identify and assess emerging and current risks and develop prompt remediation
 disruption and financial loss to the Group, our customers and our supply         Royal Mail is classified as a critical part of national infrastructure and       strategies.
 chain. This could also impact on the ability of Royal Mail to meet its           also has a responsibility to provide sustained and continued postal services

 regulatory obligations.                                                          under the USO.                                                                   ·  Regularly review crisis management governance including lessons learned

                                                                                following disruptive events.
 Key threats include utility interruption and IT outages. Key threats related     Royal Mail has experienced several disruptive events in recent years,

 to the following matters are covered by the specified other risks: cyber         including the COVID pandemic, national industrial action and a cyber attack,     ·  Delivered a refreshed training plan covering crisis and continuity
 attacks (see Risk 4), industrial relations (see Risk 3) and extreme weather      and our crisis management response process has been shown to be effective.       planning.
 (see Risk 8).

                                                                                  We continually focus on improving our business resilience and continuity         ·  Deploy a cross-functional strategic crisis and resilience governance
                                                                                  action plans and our capability to remediate current and future threats.         structure and response teams to ensure an integrated resilience approach.

                                                                                  GLS has a growing geographical footprint and has an interconnected               ·  Develop business impact assessments to map systems and interdependencies
                                                                                  international network across Europe and North America. Whilst there is           of critical products and services and alignment of disaster-recovery plans.
                                                                                  commonality in the threats and risk the Royal Mail business faces, the

                                                                                  multi-country nature of GLS means there is natural mitigation which lowers the   ·  Develop and implement tactical arrangements to support operational
                                                                                  impact to the Group in the event of operational disruption in a specific         contingency plans and incident management.
                                                                                  market.

 

 Risk                                                                             Status                                                                           Current and planned mitigations
 11. Health, safety and wellbeing - Moderate risk
 A health and safety incident or global health crisis could result in the         Stable risk                                                                      IDS:
 serious injury, ill health or death of our people, third parties (including

 contractors) or members of the public. An incident, near miss or health and      The health, safety and wellbeing of our people, customers and members of the     ·  Implement policies, directives, procedures and systems, supported by
 safety breach may lead to criminal prosecution or fines by the enforcing         public is of paramount importance.                                               tailored training and awareness to embed a compliance culture and improve
 authority or civil action by the injured party, resulting in large financial
                                                                                employee engagement.
 losses and/or reputational damage.                                               We have many employees, including seasonal staff and subcontracted/agency

                                                                                workers. We also operate one of the largest commercial fleets in the UK,         ·  Senior leaders promote safe behaviours and reinforce compliance to
 Failure to manage the health, safety and wellbeing of our people could lead to   manage a significant real estate footprint and interact extensively with         standards through participation in regular communications and campaigns.
 reputational damage, loss of employee goodwill and financial losses through      members of the public. A large proportion of our people spend most of their

 increased sickness absence, lower productivity, and failure to deliver the       time working outdoors on foot or driving, where the environment is               ·  Board and ESG Committee oversee performance metrics.
 USO, civil action or criminal prosecution.                                       unpredictable and can be more difficult to control.

                                                                                ·  Operate Group-wide measures to protect and support our employees in line
                                                                                  Key health and safety risks include outdoor accidents such as road traffic       with guidance and provision of wellbeing programmes.
                                                                                  collisions as well as other accidents (such as dog attacks), and indoor

                                                                                  accidents in depots.                                                             ·  Monitor and review measures in place to assist in risk control and

                                                                                accident prevention, including undertaking appropriate investigation following
                                                                                  Royal Mail has a large number of properties that are required to be maintained   incidents and near misses.
                                                                                  and kept safe for our employees and customers. In common with other businesses

                                                                                  with a large property estate, we survey sites to ensure risk assessments are     Royal Mail:
                                                                                  kept up to date, any new risks are understood and remedial work is undertaken

                                                                                  as required.                                                                     ·  Launched a refreshed programme of focused site audit activity to provide

                                                                                a more comprehensive baseline of compliance with our internal Safety, Health
                                                                                  Whilst health and safety risks can be assessed and controlled, the risk of       and Environment Management System.
                                                                                  harm to people cannot be eradicated.

                                                                                ·  Continue to streamline and simplify the various health and safety systems
                                                                                                                                                                   in place to enhance their effectiveness.

                                                                                                                                                                   ·  Undertake property surveys across the estate.

                                                                                                                                                                   ·  Developed a Road Safety Plan aimed at reducing the number of road traffic
                                                                                                                                                                   collisions.

                                                                                                                                                                   GLS:

                                                                                                                                                                   ·   Expanded global OHS training and awareness programme.

                                                                                                                                                                   ·   Operate health and safety audit programmes in all markets.

                                                                                                                                                                   ·   Undertake regular improvement visits with selected countries.

                                                                                                                                                                   ·   Host annual health and safety focused conference.

 

 Risk                                                                             Status                                                                          Current and planned mitigations
 12. Failure to manage liquidity and capital structure (previously 'Failure to
 manage liquidity') - Low risk for IDS plc but material risk for the Royal Mail
 business
 There is a risk that the Group fails to secure ongoing access to finance.        Stable risk                                                                     IDS plc:

 Uncertainty in the macro-economic environment, a prolonged period of high        IDS plc management has taken effective action to preserve Group liquidity,      ·  Ongoing monitoring of Royal Mail's and GLS' performance, liquidity and
 inflation and the impact of industrial action have adversely affected Royal      including bond refinancing in the second quarter to provide additional cash     covenant headroom.
 Mail's business performance. These have driven operating losses and trading      headroom. The Group also has access to a £925 million bank syndicate loan

 cash outflows in that subsidiary.                                                facility that is available until September 2026.                                ·  Access to Group resources by Royal Mail and GLS subject to satisfactory

                                                                               progress against business plan and/or short-term working capital requirements.
 As a result, there is a risk that Royal Mail fails to secure ongoing access to   Royal Mail has implemented measures to manage its cash position during the

 finance and/or is unable to manage working capital and cash to support the       year through working capital management and prioritising capital expenditure.   ·  Ongoing review of capital allocation and priorities.
 ongoing running of, and investment in, the Royal Mail business.                  Royal Mail's generation of positive trading cashflows is key to preserving

                                                                                  liquidity. The Board will keep under review whether it is appropriate to        Royal Mail:
                                                                                  cross-subsidise Royal Mail. In the meantime Royal Mail takes all reasonable

                                                                                  steps to finance the necessary transformation and turnaround from its own       ·  Delivery of Royal Mail turnaround plan and effective implementation of
                                                                                  resources.                                                                      efficiency programmes.

                                                                                                                                                                  ·  Measures to conserve cash and prioritisation of capital expenditure.

                                                                                                                                                                  ·  Raising capital through asset-backed funding arrangements such as sale
                                                                                                                                                                  and leaseback options.

                                                                                                                                                                  ·  Exploring alternative means of raising capital including asset disposals.

 

Financial Review

Results on a 53 and 52 week basis

The Group and Royal Mail reported results are for the 53 week period to 31
March 2024. The 52 week 2023-24 results are derived by removing the 53(rd)
week revenue and incremental costs in relation to Royal Mail, see the Groups
APMs in the section entitled 'Presentation of results and Alternative
Performance Measures'.  Percentage changes are on a 52 week basis. The GLS
financial year is 12 months to 31 March 2023 and 2024, so no adjustment is
made for GLS' results. The 52 week results are in line with how the Chief
Operating Decision Maker as defined by IFRS 8 reviews performance. All
comparisons between 2023-24 and 2022-23 income statements to adjusted
operating profit/(loss) in relation to the Royal Mail segment are on a 52 week
basis unless otherwise stated. The GLS financial year is 12 months to 31 March
2024. Further details on the calculation of the 52 week results can be found
in the section entitled 'Presentation of results and Alternative Performance
Measures'.

 Summary results (£m)                                 Reported                Specific                        Adjusted(1)      Reported           Specific items and   Adjusted(1)

                                                       53 weeks March 2024     items and other adjustments    53 weeks March    52 weeks March    other adjustments     52 weeks March

                                                                                                               2024             2023                                    2023
 Revenue                                              12,679                  -                               12,679           12,044             -                    12,044
 Royal Mail                                           7,834                   -                               7,834            7,411              -                    7,411
 GLS                                                  4,865                   -                               4,865            4,650              -                    4,650
 Intragroup revenue(2)                                (20)                    -                               (20)             (17)               -                    (17)
 Operating costs                                      (12,545)                162                             (12,707)         (12,248)           (133)                (12,115)
 Royal Mail                                           (8,020)                 162                             (8,182)          (7,963)            (133)                (7,830)
 GLS                                                  (4,545)                 -                               (4,545)          (4,302)            -                    (4,302)
 Intragroup costs(2)                                  20                      -                               20               17                 -                    17
 Profit on disposal of property, plant and equipment  15                      15                              -                6                  6                    -
 Operating profit/(loss) before specific items        149                     177                             (28)             (198)              (127)                (71)
 Operating specific items                             (123)                   (123)                           -                (544)              (544)                -
 Operating profit/(loss)(3)                           26                      54                              (28)             (742)              (671)                (71)
 Operating profit/(loss) margin                       0.2%                    -                               (0.2)%           (6.2)%             -                    (0.6)%
 Royal Mail                                           (254)                   94                              (348)            (1,039)            (620)                (419)
 Royal Mail Operating (loss) margin                   (3.2)%                                                  (4.4)%           (14.0)%            -                    (5.7)%
 GLS                                                  280                     (40)                            320              297                (51)                 348
 GLS Operating profit margin                          5.8%                                                    6.6%             6.4%               -                    7.5%

 Net finance costs                                    (47)                    -                               (47)             (39)               -                    (39)
 Net pension interest (non-operating specific item)   135                     135                             -                105                105                  -
 Profit/(loss) before tax                             114                     189                             (75)             (676)              (566)                (110)
 Tax (charge)/credit                                  (60)                    5                               (65)             (197)              (111)                (86)
 Profit/(loss) after tax                              54                      194                             (140)            (873)              (677)                (196)
 Earnings/(loss) per share (basic) - pence            5.6                     n/a                             (14.6)           (91.3)             n/a                  (20.5)
 In-year trading cash flow                            (73)                    -                               (73)             (34)               -                    (34)
 Royal Mail                                           (246)                   -                               (246)            (306)              -                    (306)
 GLS                                                  173                     -                               173              272                -                    272
 Pre-IFRS 16 in-year trading cash flow⁴                                                                       (279)                                                    (213)
 Royal Mail                                                                                                   (371)                                                    (410)
 GLS                                                                                                          92                                                       197
 Gross capital expenditure                            (380)                   -                               (380)            (407)              -                    (407)
 Royal Mail                                           (176)                   -                               (176)            (255)               -                   (255)
 GLS                                                  (204)                   -                               (204)            (152)              -                    (152)
 Net debt                                             (1,716)                 -                               (1,716)          (1,500)            -                    (1,500)

1.       Reported results are prepared in accordance with UK adopted
International Financial Reporting Standards (IFRS). In addition, the Group's
performance is explained through the use of alternative performance measures
(APMs) that are not defined under IFRS. A full list of the Group's APMs are
set out in the section titled 'Presentation of results and alternative
performance measures' and reconciliations to the closest measure prescribed
under IFRS.

2.       Intragroup revenue and costs represent trading between Royal
Mail and GLS, principally a result of Parcelforce Worldwide operating as GLS'
partner in the UK.

3.       2022-23 reported operating loss has been re-presented to £742
million from £748 million. This is due to profit on disposal of fixed assets
now being recognised in operating profit.

4.       Pre-IFRS 16 in-year trading cash flow is a non-GAAP measure.

 

Group results

Reported Group revenue was £12,679 million (2022-23: £12,044 million) and
reported Group operating costs were £12,545 million (2022-23: £12,248
million).

Reported operating profit before specific items improved by £347 million to
£149 million (2022-23: £198 million loss). Operating specific items were a
cost of £123 million (2022-23: £544 million). The operating specific costs
in the prior year were driven by an impairment charge in relation to Royal
Mail of £539 million. In the current year a further impairment charge of £48
million has been recognised, mainly as a result of a deterioration in the
property market, resulting in lower property disposal proceeds used in the
impairment cashflows compared to prior year. Further details are included in
Notes 1 and 4 to the Consolidated Financial Statements.

Reported Group operating profit was £26 million (2022-23: £742 million loss)
and the operating profit margin was 0.2% (2022-23: 6.2% loss margin). Adjusted
Group operating loss was £28 million (2022-23: £71 million loss). Adjusted
Group operating loss margin was 0.2%, a slight improvement on the prior year
(2022-23: 0.6% operating loss margin). The improvement was driven by a
reduction in the losses within Royal Mail which more than offset a decrease in
profit within GLS. Royal Mail's margin improved from a 5.7% adjusted loss
margin to a 4.4% adjusted loss margin driven by the increase in revenue. GLS
experienced a fall of 90 bps to 6.6% in adjusted operating margin, due to the
impact of strategic investments and inflationary cost pressures which were not
able to be offset by pricing and efficiency measures.

Non-operating specific items were a credit of £135 million (2022-23: credit
of £105 million) and relate to net pension interest.

Reported profit before tax was £114 million (2022-23: £676 million loss)
which comprised a £143 million loss in Royal Mail (2022-23: £951 million
loss) and a profit of £257 million in GLS (2022-23: £275 million profit).
Basic reported earnings per share increased to 5.6 pence per share (2022-23:
91.3 pence loss per share).

 Revenue (£m) (1,5)   53 weeks March 2024  52 weeks March 2024 ex. 53(rd) week in Royal Mail   52 weeks March 2023   % change 52 wks 2024 ex. 53(rd) wk in Royal Mail vs 52 wks 2023
 Group                12,679               12,539                                             12,044                 4.1%
 Royal Mail           7,834                7,694                                              7,411                  3.8%
 GLS                  4,865                4,865                                              4,650                  4.6%
 Intragroup revenue   (20)                 (20)                                               (17)                   17.6%

 

 Adjusted Operating Costs (£m) (1,5)                   53 weeks March 2024  52 weeks March 2024 ex. 53(rd) week in Royal Mail   52 weeks March 2023   % change 52 wks 2024 ex. 53(rd) wk in Royal Mail vs 52 wks 2023
 People costs                                          (6,793)              (6,719)                                            (6,440)                4.3%
      People costs excluding voluntary redundancy      (6,781)              (6,707)                                            (6,407)                4.7%
      Voluntary redundancy costs                       (12)                 (12)                                               (33)                   (63.6)%
 Non-people costs                                      (5,914)              (5,886)                                            (5,675)                3.7%
 Total                                                 (12,707)             (12,605)                                           (12,115)               4.0%

1.       Reported results are prepared in accordance with UK adopted
International Financial Reporting Standards (IFRS). In addition, the Group's
performance is explained through the use of alternative performance measures
(APMs) that are not defined under IFRS. A full list of the Group's APMs are
set out in the section titled 'Presentation of results and alternative
performance measures' and reconciliations to the closest measure prescribed
under IFRS.

5.       The 52 week 2023-24 results are derived by removing the 53(rd)
week revenue and incremental costs in relation to Royal Mail, see the Groups
APM's set out in the section titled 'Presentation of results and alternative
performance measures' for further details on this adjustment. Percentage
changes are on a 52 week basis. The GLS financial year is 12 months to 31
March 2023 and 2024, so no adjustment is made for GLS' results. The 52 week
results are in line with how the Chief Operating Decision Maker as defined by
IFRS 8 reviews performance.

 

Year-on-year Group revenue grew 4.1%. Growth was seen in both businesses,
despite the difficult macroeconomic environment, with Royal Mail increasing by
3.8% and GLS by 4.6%. In Royal Mail revenue was aided by price increases
during the year and parcel volumes benefited from the successful win back of
customers following the industrial action in the prior year. In GLS revenue
was driven by volume growth with an increase achieved in almost all markets,
with the most notable exception of Canada and the US where there is more
exposure to the freight segment.

Adjusted Group operating costs increased by 4.0%, with people costs up by 4.3%
and non-people costs growing 3.7%. People costs increased as a result of wage
inflation, with a 6% pay award within operational costs in Royal Mail as part
of the Business Recovery, Transformation and Growth Agreement with the CWU.
This was only partly offset by productivity improvements which resulted in a
reduction in overall frontline FTEs. In GLS people costs were influenced by
wage inflation across all countries. Group non-people costs were impacted by
higher inflation in Royal Mail, which saw particular increases in fuel and
fleet maintenance costs, whilst in GLS costs rose due to increased
subcontractor rates as a result of wage inflation. More detail can be found in
the "People costs" and "Non-people costs" sections within the segmental
analysis of this Financial Review.

Segment - Royal Mail

Reported operating loss was £254 million (2022-23: £1,039 million). Royal
Mail adjusted operating loss was £348 million (2022-23: £419 million).
Revenue grew year-on-year as the business successfully won back volume
following industrial action in 2022-23 and implemented price increases during
the year. This was partly offset by cost increases from higher pay and
workload and focus on improving quality of service.

Revenue

 Revenue (£m)(5)                                       53 weeks     52 weeks March 2024 ex. 53(rd) week   52 weeks March 2023   % change 52 wks 2024 ex. 53(rd) wk vs 52 wks 2023

                                                       March 2024
 Royal Mail                                            7,834        7,694                                7,411                  3.8%
 Total Parcels                                         4,108        4,040                                3,910                  3.3%
     Domestic Parcels (excluding international)(6)     3,382        3,327                                3,226                  3.1%
     International Parcels(7)                          726          713                                  684                    4.2%
 Letters                                               3,726        3,654                                3,501                  4.4%
 Volume (m units)(5)                                   53 weeks     52 weeks March 2024 ex. 53(rd) week  52 weeks               % change 52 wks 2024 ex. 53(rd) wk vs 52 wks 2023

                                                       March 2024                                        March 2023
 Royal Mail
 Total Parcels                                         1,295        1,273                                1,205                  6%
     Domestic Parcels (excluding international)(6)     1,120        1,101                                1,064                  3%
     International Parcels(7)                          175          172                                  141                    22%
 Addressed letters (excluding elections)               6,736        6,617                                7,280                  (9)%

 

5.       The 52 week 2023-24 results are derived by removing the 53(rd)
week revenue and incremental costs in relation to Royal Mail, see the Groups
APM's set out in the section titled 'Presentation of results and alternative
performance measures' for further details on this adjustment. Percentage
changes are on a 52 week basis. The GLS financial year is 12 months to 31
March 2023 and 2024, so no adjustment is made for GLS' results. The 52 week
results are in line with how the Chief Operating Decision Maker as defined by
IFRS 8 reviews performance.

6.       Domestic Parcels excludes import and export for both Royal Mail
and Parcelforce Worldwide.

7.      International includes import and export for Royal Mail and
Parcelforce Worldwide.

 

In the following commentary all percentage changes in volume and revenue are
based on a comparison of 52 weeks March 2024, excluding the 53(rd) week, vs.
52 weeks March 2023.

Total revenue increased 3.8% versus the prior year. Revenue benefitted from
the win back of customers following disruption in the previous year from 18
days of industrial action as well as pricing actions taken in the year.
Revenue growth has been achieved despite a backdrop of economic uncertainty
from the cost-of-living crisis, higher inflation and struggling UK retail
performance.

Parcels

Total parcel revenue increased 3.3% year-on-year.

Domestic parcel revenues were up 3.1% year-on-year, with volumes up 3%. Royal
Mail's premium products, Tracked 24(®)/48(®) and Tracked Returns(®),
experienced strong volume increases of 22% year-on-year.

Within domestic parcels, account parcel revenues increased by 5.9% on the
prior year. Volume and revenue benefitted from the successful win back of
customer volumes that were lost as a result of industrial action in the prior
year. In addition to this, strong growth has been achieved through new volume
from existing and new customers. During the year revenue has also been
supported by pricing increases and surcharges for green and peak period
deliveries.

Consumer and small business parcels revenue saw a slight decline on prior year
although we have seen a shift from Post Office Ltd to online channels.

Total international parcel volumes were up 22% and revenues were up 4.2% as a
result of recovery following the 2023 cyber incident in previous year and
growth in Chinese import volumes.

Letters

Total letter revenue grew 4.4%, as the benefit from price increases more than
offset a decline in volume.

 

In 2023-24, the volume decline of addressed letters (excluding elections)
continued in line with recent trends, falling 9%, meaning addressed letters
volumes have fallen 32% since 2019-20. The decline in volume was particularly
significant in international import and export letters and in advertising
mail. The 11% downturn in advertising mail volumes reflects both the impact of
higher print and production costs as well as more general economic
uncertainty.

 

Stamped Letter revenues rose 14.2% as a result of two tariff increases during
the year, with volumes rising 1% versus 2022-23. December is a pivotal month
for stamp sales, and in 2022-23 sales were badly affected by industrial action
which necessitated the final posting dates for Christmas being brought
forward. December 2023 saw a significant recovery from this position, in the
absence of industrial action.

 

Business mail volumes declined 7% on 2022-23. However, price increases
introduced during the year led to year-on-year revenue growth of 7.2%.

 

Adjusted operating costs(1,5)

 (£m)                                                  53 weeks March 2024   52 weeks March 2024 ex. 53(rd) week                         % change 52 wks 2024 ex. 53(rd) wk vs 52 wks 2023

                                                                                                                   52 weeks March 2023
 People costs                                          (5,683)               (5,610)                               (5,409)               3.7%
      People costs excluding voluntary redundancy      (5,671)               (5,598)                               (5,376)               4.1%
      Voluntary redundancy costs                       (12)                  (12)                                  (33)                  (63.6)%
 Non-people costs                                      (2,499)               (2,470)                               (2,421)               2.0%
      Distribution and conveyance costs                (922)                 (906)                                 (891)                 1.7%
      Infrastructure costs                             (874)                 (869)                                 (868)                 0.1%
      Other operating costs                            (703)                 (695)                                 (662)                 5.0%
 Total                                                 (8,182)               (8,080)                               (7,830)               3.2%

 

1.       Reported results are prepared in accordance with UK adopted
International Financial Reporting Standards (IFRS). In addition, the Group's
performance is explained through the use of alternative performance measures
(APMs) that are not defined under IFRS. A full list of the Group's APMs are
set out in the section titled 'Presentation of results and alternative
performance measures' and reconciliations to the closest measure prescribed
under IFRS.

5.      The 52 week 2023-24 results are derived by removing the 53(rd)
week revenue and incremental costs in relation to Royal Mail, see the Groups
APM's set out in the

section titled 'Presentation of results and alternative performance measures'
for further details on this adjustment. Percentage changes are on a 52 week
basis. The GLS financial year is 12 months to 31 March 2023 and 2024, so no
adjustment is made for GLS' results. The 52 week results are in line with how
the Chief Operating Decision Maker as defined by IFRS 8 reviews performance.

 

Total adjusted operating costs increased 3.2% year-on-year.

People costs

Total people costs increased by 3.7%.

Within people costs, operational people costs (excluding voluntary redundancy)
increased by £141 million (3.0%) on a 52 week basis. The Business Recovery,
Transformation and Growth Agreement, agreed with the CWU included a 6% pay
award from 1 April 2023 which was only partly offset in the year by savings
delivered as a result of productivity improvements. Frontline FTEs were 110.1
thousand at the end of 2023-24, over 1,000 lower than 2022-23. Operational
people costs were also impacted by the changing volume mix towards parcels,
with parcel volumes representing 13% of total Royal Mail volume versus 11% in
2022-23. Parcels, especially the high growth premium products, are more
complex and costly to deliver than letters. As a result of this, as well as
the impact of industrial action in 2022-23, total workload (a measure of the
effort involved in processing and delivering mail) increased by 5.0% versus
the previous year. Operational people costs include investment made to improve
quality, including a £13 million peak incentive programme at Christmas.

Within people costs, non-operational people costs (excluding voluntary
redundancy) increased by £81 million (10.9%) on a 52 week basis, primarily
due to the inclusion of a bonus to eligible employees for 2023-24 versus no
payment in 2022-23. Voluntary redundancy costs reduced by £21 million versus
2022-23.

Non-people costs

Non-people costs increased by 2.0% year-on-year.

Within non-people costs, distribution and conveyance costs increased by 1.7%
driven by fuel inflation and the increasing cost of maintaining Royal Mail's
fleet of vehicles. This was partly offset by a reduction in distribution costs
related to international export volume.

Infrastructure costs were broadly flat year-on-year. The impact of utility
inflation was largely offset by other cost savings.

Other operating costs increased 5.0% year-on-year. This was partly driven by
the 2023 cyber incident and higher compensation expenditure as a result of
quality of service issues, exacerbated by the industrial action in 2022-23.

 

Segment - GLS⁸

 Summary results(1) (£m)                     12 months 31 March 2024  12 months 31 March 2023  % change
 Volume (m)                                  905                      862                      5%
 Revenue                                     4,865                    4,650                    4.6%
 Operating costs                             (4,545)                  (4,302)                  5.6%
 Operating profit before specific items(1)   320                      348                      (8.0%)

 (€m)
 Revenue                                     5,635                    5,384                    4.7%
 Operating costs                             (5,264)                  (4,981)                  5.7%
 Operating profit before specific items(1)   371                      403                      (7.9%)

1.       Reported results are prepared in accordance with UK adopted
International Financial Reporting Standards (IFRS). In addition, the Group's
performance is explained through the use of alternative performance measures
(APMs) that are not defined under IFRS. A full list of the Group's APMs are
set out in the section titled 'Presentation of results and alternative
performance measures' and reconciliations to the closest measure prescribed
under IFRS.

8.       The results for 2023-24 include the contribution from the
acquisition of Altimax Courier Ltd, Versandmanufaktur GmbH, ProntoPacco and
franchisees in Italy. Organic revenue growth was 3.8% in Euro terms. Operating
profit before specific items and excluding acquisitions effects declined by
8.1% in Euro terms.

 

In Sterling terms, reported operating profit was £280 million (2022-23: £297
million).

Adjusted operating profit was £320 million (2022-23: £348 million), a
reduction of 8.0%. The net impact of foreign exchange movements on operating
profit was £nil (revenue adversely impacted by £2 million and costs
positively impacted by £2 million). Adjusted operating margin declined by 90
basis points to 6.6% due to operational cost pressures resulting from
inflationary effects which were not able to be offset through pricing and
efficiency measures and the impact of strategic investments.

Revenue

Revenue increased by 4.6% in Sterling terms (4.7% in Euro terms). Excluding
acquisitions, revenue was up 3.7% in Sterling terms, driven by higher parcel
volumes but partly offset by lower freight revenues and product mix effects
resulting in a higher proportion of lower weight B2C shipments. Revenue growth
was achieved in most markets with the most notable exception of Canada and the
US which are more exposed to the freight segment. GLS' European markets
represented 88.7% of total revenue (2022-23: 87.3%), with the North American
market contributing 11.3% (2022-23: 12.7%).

Overall volumes increased by 5% driven by a 10% increase in B2C volumes whilst
B2B volumes were down 3%. Cross-border volumes grew by 8%. B2C volume share at
58% was three percentage points above the prior year.

 

Operating costs

 (£m)                                        Reported                  Reported                    % change

                                             12 months 31 March 2024    12 months 31 March 2023
 People costs                                (1,110)                   (1,031)                     7.7%
 Non-people costs                            (3,435)                   (3,271)                     5.0%
      Distribution and conveyance costs      (2,988)                   (2,847)                     5.0%
      Infrastructure costs                   (334)                     (310)                       7.7%
      Other operating costs                  (113)                     (114)                       (0.9%)
 Total                                       (4,545)                   (4,302)                     5.6%

 

Total reported operating costs in Sterling terms increased by 5.6%. The
reported increase in costs in Euro terms is presented below:

 (€m)                                        12 months 31 March 2024  12 months 31  % change

                                                                      March 2023
 People costs                                (1,286)                  (1,194)       7.7%
 Non-people costs                            (3,978)                  (3,787)       5.0%
      Distribution and conveyance costs      (3,459)                  (3,296)       4.9%
      Infrastructure costs                   (387)                    (359)         7.8%
      Other operating costs                  (132)                    (132)         0.0%
 Total                                       (5,264)                  (4,981)       5.7%

 

People costs

In Euro terms people costs increased by 7.7%, (6.5% excluding acquisitions).
Wage inflation in all markets contributed to the increase, including the
effect from a further step-up in minimum wages in Germany, labour reforms in
Spain and above average inflation rates in Eastern Europe markets.

Non-people costs

Non-people costs increased by 5.0%, (4.2% excluding acquisitions).
Distribution and conveyance costs were up 4.9%, (4.2% higher excluding
acquisitions), driven by higher subcontractor rates resulting from wage
inflation partly mitigated by lower fuel costs, which in particular benefitted
line-haul rates. Infrastructure costs increased by 7.8% (6.3% excluding
acquisitions) with other operating costs flat. The increase in infrastructure
costs was principally due to higher depreciation resulting from increased
investment in strategic initiatives.

Country overview

The following individual market summaries detail revenue growth in local
currency terms.

In Germany, the largest GLS market by revenue, organic revenue growth was 4.4%
driven by improved pricing with volumes flat. Price increases implemented in
response to the increased German minimum wage were partly mitigated by lower
fuel surcharges due to the lower average diesel price during the year. Overall
operating profit was in line with the prior year excluding acquisitions, which
represented a strong performance compared with other competitors and the
challenging market conditions. Effective 1 April 2023 the acquisition of the
e-fulfilment business Versandmanufaktur GmbH was completed at an initial
purchase price of €11 million of which €3 million of the purchase is
deferred. The deferred amount is principally contingent on the expected
achievement of the EBITDA target for the year 2025-26. Versandmanufaktur GmbH
is being integrated into the GLS Germany operations and will complement its
product portfolio.

GLS Italy revenue grew by 5.2% with good volume growth partly mitigated by
softer pricing including mix effects from an increasing proportion of B2C
volumes. Operating profit declined due to operational costs increases
resulting from inflationary effects and initiatives to strengthen the
subcontractor base. In May 2023, the acquisition of the parcel shop broker
ProntoPacco was completed at an initial purchase price of €10 million of
which 50% is deferred. The deferred amount is principally contingent on the
expected achievement of EBITDA targets in the next 3 years. The acquisition
solidifies GLS Italy's presence in the out-of-home delivery segment.

Revenue in GLS Spain grew by 18.4% driven by double-digit volume growth and
improved pricing. Volume growth benefited from new key accounts particularly
in the B2C segment. Higher minimum wages due to Spanish labour reforms and
additional costs during the ramp-up phase of the new Madrid hub resulted in an
increase in the cost base. Nevertheless, operating profit improved compared
with the prior year with a strong foundation to further grow the business in
coming years.

GLS France revenue grew by 5.0%, due to a combination of higher volumes and
slightly better pricing despite a negative impact from lower fuel surcharges.
Volumes benefited from significant growth in cross-border, with domestic
volumes also increasing. A small operating loss was incurred due to
inflationary effects on the cost base which were not fully recovered through
better pricing. A new automated Paris hub will become operational in Autumn
2024 providing additional capacity to support volume growth. This demonstrates
our confidence in the longer-term outlook for France.

In the US, revenue declined by 4.2% in USD terms driven by lower freight
revenues which could not be compensated by strong B2C volume growth. Despite
the lower revenues, losses were reduced by around a third due to lower costs,
as a result of a combination of headcount reductions and operational
efficiency improvements. Measures focused on further improving unit
operational costs and the quality of revenue, including yield management
activities, are continuing.

GLS Canada organic revenues declined by 5.5% in CAD terms due to a combination
of lower freight revenues and lower fuel surcharges. The weak economic
environment is placing pressure on freight volumes and led to a decline in
operating profit in CAD terms, which was exacerbated in Euro terms due to the
6% weakening of the CAD. The unwinding of exceptional tailwinds which
benefited 2022-23 performance also impacted year-on-year development. On 1
June 2023 the acquisition of the parcel business Altimax Courier Ltd was
completed at an initial purchase price of CAD 30 million of which CAD 5
million is deferred. The deferred contingent consideration comprises around
CAD 2 million related to the achievement of expected EBITDA targets in three
years after the acquisition date. The remaining balance is for indemnity
holdbacks payable within 18 months of the acquisition date. The acquisition of
Altimax increases GLS' footprint in the Atlantic coast region of Canada and
will be integrated with existing Canadian operations. The integration of the
Rosenau business situated in western Canada continues to progress.

Revenue growth in GLS' other developed European markets was 2.4%, driven by
higher volumes. Operating profit was slightly below the prior year.

Other developing markets, where GLS has a high exposure to B2C, continued to
grow despite the impact from the ongoing war in Ukraine and weak economic
conditions. Revenues were up 8.5% in the period, with the strongest growth
coming in Poland. Investment in strategic initiatives such as the roll-out of
parcel lockers, 2-person handling services (Hungary) and the greenfield
start-up in Serbia with initial start-up losses, resulted in an overall
decline in operating profit compared with the prior year.

Other Group financial performance measures

Adjustments and specific items(1)

                                                                 53 weeks March 2024   52 weeks

                                                                                        March 2023
 Exclude adjustments to reported operating profit/(loss) (£m):
 Pension (charge)/credit adjustments (within people costs)       (41)                  133
 Depreciation/amortisation adjustment for impaired assets        (121)                 -
 Profit on disposal of property, plant and equipment             (15)                  (6)
 Total adjustments to reported operating (loss)/profit           (177)                 127
 Add back operating specific items (£m):
 Regulatory and Legal                                            57                    33
 GLS amortisation                                                21                    19
 Impairment                                                      48                    539
 Damages award                                                   -                     (35)
 Legacy/other items                                              (3)                   (12)
 Total operating specific items                                  123                   544

 Non-operating specific item - net pension interest              135                   105

 Total tax credit/(charge) on specific items                     5                     (111)

 

1.         Reported results are prepared in accordance with UK adopted
International Financial Reporting Standards (IFRS). In addition, the Group's
performance is explained through the use of alternative performance measures
(APMs) that are not defined under IFRS. A full list of the Group's APMs are
set out in the section titled 'Presentation of results and alternative
performance measures' and reconciliations to the closest measure prescribed
under IFRS.

 

The pension charge adjustment of £41 million comprises:

 

·        £130 million credit (2022-23: £nil) in relation to a refund
of cash held in escrow by the Trustee of the Royal Mail

Pension Plan ('RMPP'). This was subsequently used to provide a one-off payment
to UK employees following ratification of the Business Recovery,
Transformation and Growth Agreement;

·        £1 million credit (2022-23: £133 million credit) relating
to the difference between the IAS 19 income statement

pension charge rate of 14.8% (2022-23: 22.9%) for the Defined Benefit Cash
Balance Section ('DBCBS') and the cash funding contribution rate agreed with
the Trustee of 15.6% (2022-23 15.6%); and

·        £172 million charge (2022-23: £nil) relating to a change to
the rate of annual increases applied to the DBCBS (previously

a specific constructive obligation of CPI+2% now considered to be a
non-specific obligation of CPI+1.2%). This change has been recognised as a
past service credit in the income statement in line with IAS 19.

 

In the prior year a £539 million impairment charge was recognised to write
down the value of the Royal Mail excluding Parcelforce Worldwide cash
generating unit (CGU). In the current year a further impairment charge of £48
million has been recognised mainly as a result of a deterioration in the
property market resulting in lower property disposal proceeds used in the
impairment cashflows compared to the prior year. The impairment charge in the
prior year has resulted in a lower depreciation/amortisation charge in 2023-24
in infrastructure costs, and an adjustment of £121 million has been made to
the adjusted results to reflect the depreciation/amortisation on a
pre-impairment basis in line with how Management reviews the underlying
performance of the business.

 

The profit on disposal of property, plant and equipment mainly comprises £12
million relating to the sale of Plot C2 of the Nine Elms, London site.

 

Regulatory and legal charges of £57 million represent the best estimate of
costs to settle present obligations for Royal Mail and GLS, in relation to
regulated quality of service in Royal Mail, legal claims and tax-related
disputes in GLS Italy. In the prior year £33 million was in respect of a GLS
Italy VAT settlement.

 

The damages award in the prior year related to a claim by Royal Mail against
DAF trucks Ltd in December 2016 in respect of vehicles sold to Royal Mail
between 1997 and 2011.

 

Legacy/other items mainly relate to £10 million credit for court awarded
compensation resulting from the virtually certain recovery of assets,
following an investigation in 2016 and 2017 into an under declaration of mail
fraud, offset by specific asset write-offs. The prior year credit of £12
million largely comprised a £10 million release of the industrial diseases
provision.

 

The tax credit of £5 million (2022-23: £111 million charge) consists mainly
of a credit in relation to the GLS amortisation of intangible assets in
acquisitions. The prior year charge consists of £115 million charge in
relation to the derecognition of the UK net deferred tax asset and a net
credit of £4 million in relation to the tax effect of certain specific items
and the pension charge adjustment.

 

Net finance costs

Net finance costs of £47 million (2022-23: £39 million) comprise interest on
leases of £43 million (2022-23: £32 million), interest on bonds (including
the cross-currency swaps and the two new bonds issued in September 2023) of
£44 million (2022-23: £24 million), fees on the bank syndicate loan facility
and the €500 million backstop facility of £6 million (2022-23: £2
million), and other net interest payable of £5 million (2022-23: £2
million). This was offset by interest income of £51 million (2022-23: £21
million) which increased as a result of higher interest rates and from the
net proceeds of the two bond issues in September 2023.

The blended interest rate on gross debt, including leases for 2024-25, is
approximately 4%. The impact of retranslating the €500 million 2028 and
€550 million 2026 bonds is accounted for in equity. The remaining €364.5
million 2024 bond is naturally hedged for foreign currency risk by the
Euro-denominated current asset and cash equivalent investments held by the
Group from the proceeds of the €500 million 2028 bond.

Taxation

The Group recognised a reported tax charge of £60 million (2022-23: £197
million) which consists of a tax credit of £8 million (2022-23: £119 million
charge) in Royal Mail and a tax charge of £68 million (2022-23: £78 million)
in GLS.

The GLS reported effective tax rate of 26.5% (2022-23: 28.4%) is higher than
the GLS weighted average effective tax rate of 21.3% (2022-23: 21.0%) mainly
due to the provision in respect of the tax-related disputes in GLS Italy for
which there is no tax credit and the effect of losses in certain territories
for which no deferred tax credit is recognised.

The GLS adjusted effective tax rate of 24.6% (2022-23: 25.2%) is lower than
the reported effective tax rate as it does not include the effect of the
provision in respect of the tax-related disputes in GLS Italy which is treated
as a specific item.

The Royal Mail reported tax credit of £8 million (2022-23: £119 million
charge) mainly relates to an amount over provided in prior years. Due to the
uncertainty of generating future taxable profits, Royal Mail continues to not
recognise a tax credit for its losses and other temporary differences.

Earnings per share

Reported basic earnings per share was a profit of 5.6 pence per share
(2022-23: 91.3 pence loss per share) and adjusted basic earnings per share was
a loss of 14.6 pence per share (2022-23: 20.5 pence loss per share).

In-year trading cash flow(1)

                                                    53 weeks ending March 2024        52 weeks ending March 2023
 (£m)                                               Royal Mail  GLS        Group      Royal Mail  GLS        Group
 Adjusted operating (loss)/profit                   (348)       320        (28)       (419)       348        (71)
 Depreciation and amortisation                      417         185        602        433         169        602
 Adjusted EBITDA                                    69          505        574        14          517        531
 Trading working capital movements                  (143)       (24)       (167)      (70)        18         (52)
 Share-based awards (LTIP and DSBP) charge          4           -          4          2           -          2
 Gross capital expenditure                          (176)       (204)      (380)      (255)       (152)      (407)
 Estate Upgrade Programme(9)                        (5)         -          (5)        (14)        -          (14)
 Net finance costs paid                             (8)         (24)       (32)       (22)        (19)       (41)
 Income tax received/(paid)                         13          (80)       (67)       39          (92)       (53)
 In-year trading cash flow                          (246)       173        (73)       (306)       272        (34)
 Capital element of operating lease repayments(10)  (125)       (81)       (206)      (104)       (75)       (179)
 Pre-IFRS 16 in-year trading cash flow              (371)       92         (279)      (410)       197        (213)

1.           Reported results are prepared in accordance with UK
adopted International Financial Reporting Standards (IFRS). In addition, the
Group's performance is explained through the use of alternative performance
measures (APMs) that are not defined under IFRS. A full list of the Group's
APMs are set out in the section titled 'Presentation of results and
alternative performance measures' and reconciliations to the closest measure
prescribed under IFRS.

9.           Capital expenditure on the properties in this programme
is funded via the disposal of other properties. The disposal proceeds are
recognised outside of in-year trading cash flow.

10.         The capital element of lease payments of £216 million
(2022-23: £202 million) shown in the statutory cash flow is made up of the
capital element of operating lease payments of £206 million (2022-23: £179
million) and the capital element of finance lease payments of £10 million
(2022-23: £23 million).

In-year trading cash flow

Group in-year trading cash outflow was £73 million, compared with £34
million outflow in the prior period. This increased outflow was predominantly
driven by an increase in working capital, partially offset by an improvement
in Group EBITDA, and a reduction in capital expenditure in Royal Mail.

Royal Mail in-year trading cash flow improved by £60 million year-on year.
This was driven by higher EBITDA and lower capital expenditure, offset by an
increase in trading working capital. Royal Mail trading working capital
movements declined by £73 million year-on-year, primarily driven the timing
of payroll and VAT payments as a result of the 53(rd) week.

Royal Mail capital expenditure was £176 million (2022-23: £255 million), of
which £97 million (2022-23: £127 million) was transformational spend.
Transformational spend predominantly relates to our investment in parcel hubs
and automation. Royal Mail maintenance spend was £79 million (2022-23: £128
million).

Royal Mail income tax received of £13 million (2022-23: £39 million) was
mainly in relation to tax losses carried back to previous years. GLS paid
income tax of £80 million (2022-23: £92 million), this was £12 million
lower than the prior year mainly due to lower profits.

GLS in-year trading cash flow decreased by £99 million year-on-year due to
lower EBITDA, an outflow in trading working capital and higher capital
expenditure, partially offset by lower income tax payments.

The Group capital element of operating lease repayments of £206 million
(2022-23: £179 million) reflects the net impact on in-year trading cash flow
as a result of adopting IFRS 16. The increase is due to new leases in the
current and prior year. Adjusting for the capital element of operating lease
repayments, pre-IFRS 16 in-year trading cash flow would have been £279
million outflow (2022-23: £213 million outflow).

Net debt¹

A reconciliation of net debt is set out below.

 (£m)                                                                       53 weeks     52 weeks

                                                                            March 2024   March 2023
 Net debt brought forward at
 27 March 2023 and 28 March 2022                                            (1,500)      (985)
 Free cash flow                                                             (14)         (89)
 In-year trading cash flow                                                  (73)         (34)
 Cash cost of operating specific items                                      (11)         (53)
 Proceeds from disposal of property, plant and equipment (excluding Estate  18           3
 Upgrade Programme(11)
 and London Development Portfolio)
 Proceeds from disposal of property relating to the Estate Upgrade          -            8
 Programme(11)
 Acquisition of business interests                                          (35)         (7)
 Cash flows relating to
 London Development Portfolio                                               87           (6)
 Purchase of escrow investments                                             (16)         (13)
 Reclassification to liabilities held for sale                              18           -
 Movement in GLS client cash(12)                                            12           (2)
 New or increased lease obligations (non-cash)                              (236)        (204)
 New asset finance (non-cash)                                               (10)         (27)
 Foreign currency exchange impact                                           31           (53)
 Amortisation of Bond discount (finance costs payable)                      (1)          -
 Dividends paid to equity holders of the Parent Company                     -            (127)
 Net debt carried forward                                                   (1,716)      (1,500)
 Operating leases(13)                                                       1,388        1,319
 Pre-IFRS 16 net debt(14)                                                   (328)        (181)

1.           Reported results are prepared in accordance with UK
adopted International Financial Reporting Standards (IFRS). In addition, the
Group's performance is explained through the use of alternative performance
measures (APMs) that are not defined under IFRS. A full list of the Group's
APMs are set out in the section titled 'Presentation of results and
alternative performance measures' and reconciliations to the closest measure
prescribed under IFRS.

11.         Capital expenditure on the properties in this programme is
funded via the disposal of other properties, the capital expenditure is
presented within in-year trading cash flow.

12.         GLS client cash movements are presented as part of the
working capital movements line in the statutory cashflow. The movement in the
period excluding foreign currency exchange impacts is £12 million inflow
(2022-23: £2 million outflow). The foreign currency movement on GLS client
cash in the period was a loss of £1 million (2022-23: £2 million gain) which
is included in the £31 million foreign currency exchange inflow line in the
table (2022-23: £53 million outflow).

13.         This amount represents leases that would not have been
recognised on the Balance Sheet prior to the adoption of IFRS 16.

14.         This measure is considered as the Group's banking
covenants are calculated on a pre-IFRS 16 basis.

 

The cash cost of operating specific items was an outflow of £11 million
(2022-23: £53 million outflow) consisting mainly of the Ofcom regulatory
fine payment of £6 million and Industrial Diseases claims of £6 million
offset by a £1 million receipt of court awarded compensation. The prior year
consisted mainly of Ofcom regulatory fine payment of £52 million, Industrial
Diseases claims of £3 million, £33 million relating to GLS settlement of VAT
adjustments in Italy covering 2016-2021 and a £35 million receipt of damages
awarded following settlement of a court case.

Acquisition of business interests of £35 million outflow (2022-23: £7
million outflow) relates mainly to the acquisition of Altimax (£15 million),
other smaller GLS acquisitions (£12 million) and payment of deferred
consideration on prior year acquisitions (£9 million) less cash acquired on
acquisition (£1 million). The prior year outflow relates mainly to the
acquisition of Tousfacteurs by GLS.

The net cash inflows relating to the London Development Portfolio were £87
million (2022-23: £6 million outflow). Further details are provided in the
London Development Portfolio section below.

The amount of GLS client cash held at 31 March 2024 was £47 million (2022-23:
£36 million). There was a revaluation movement of £1 million within the
year.

New or increased lease obligations of £236 million (2022-23: £204 million)
relate to additional lease commitments that were entered into or acquired
during the year. Property lease additions, modifications and acquisitions
totalled £194 million (2022-23: £139 million).

New asset finance of £10 million (2022-23: £27 million) represents
borrowings to fund the purchase of tangible fixed assets in GLS.

Net Debt (£m)

                                           2023-24      2023-24  2023-24            2023-24

                                           Royal Mail   GLS      Corporate Centre   Group
 Bonds                                     -            -        (1,454)            (1,454)
 Asset finance                             -            (29)     -                  (29)
 Financial leases                          (25)         (10)     -                  (35)
 Cash and cash equivalent investments(15)  202          359      366                927
 Current asset investments                 -            -        216                216
 Client cash                               -            47       -                  47
 Inter-business loans                      (603)        (186)    789                -
 Net Debt pre-IFRS 16                      (426)        181      (83)               (328)
 Operating leases                          (908)        (480)    -                  (1,388)
 Net debt                                  (1,334)      (299)    (83)               (1,716)

15.         Cash and cash equivalents includes bank overdrafts of £56
million at 26 March 2024 that are part of a cash pool for the UK companies
which generally has a net £nil balance across the Group and forms an integral
part of the Group's cash management.

Approach to capital management

The Group capital allocation framework until now has been to: invest in our
business to support growth, maintain our investment grade rating, pay a
sustainable dividend and retain flexibility for selective acquisitions. Due to
the high operational leverage in our business, we continue to keep low levels
of financial leverage. The net debt position (pre-IFRS 16) at 31 March 2024
was £328 million (2022-23: £181 million). GLS is cash generative and we
believe Royal Mail has the potential to be an independently cash generative
business. In line with this framework, the Group's key 2023-24 capital
management objectives are detailed below together with a progress update.

 Objectives                                                              Enablers                                                                        2023-24 update
 Meet the Group's obligations as they fall due.                          Maintaining sufficient cash reserves and committed facilities to:               At 31 March 2024, the Group had available resources of £2,068 million

                                                                               (2022-23: £1,698 million) made up of cash and cash equivalents of £927
                                                                         ·      Meet all obligations, including pensions.                                million (2022-23: £773 million), current asset investments of £216 million

                                                                               (2022-23: £nil) and undrawn committed bank syndicate loan facility of £925
                                                                         ·      Manage future risks, including the principal risks.                      million (2022-23: £925 million).

                                                                                                                                                         At 31 March 2024, the Group met the loan covenants (which were amended on 24
                                                                                                                                                         March 2023 to replace Group EBITDA in the calculations with GLS EBITDA) and
                                                                                                                                                         other obligations for its bank syndicate loan facility and bonds.

                                                                                                                                                         On 14 September 2023, the Group issued two further bonds and partially repaid
                                                                                                                                                         the 2024 bond, the remaining €364.5 million of which matures in July 2024.

                                                                                                                                                         As set out in the Viability Statement, the Directors have a reasonable
                                                                                                                                                         expectation that the Group will continue to meet its obligations as they fall
                                                                                                                                                         due.
 Support a progressive dividend policy.                                  Generate sufficient in-year trading cash flow to cover the ordinary dividend.   The Group reported £73 million of in-year trading cash outflow (2022-23: £34
                                                                         Maintain sufficient distributable reserves to sustain the Group's dividend      million outflow). A final dividend of 2.0p for 2023-24 has been proposed,
                                                                         policy.                                                                         funded by GLS (2022-23: £nil).

                                                                                                                                                         Capital managed by the Group, excluding the pension scheme surplus net of
                                                                                                                                                         withholding tax, is £1,851 million at 31 March 2024 (2022-23: £1,957
                                                                                                                                                         million).

                                                                                                                                                         The Group had retained earnings of £3,540 million at 31 March 2024 (2022-23:
                                                                                                                                                         £3,761 million). The Group considers it has a maximum level of distributable
                                                                                                                                                         reserves of around c. £2 billion (2022-23: £2 billion), which excludes the
                                                                                                                                                         impact of the pension surplus on retained earnings.
 Reduce the cost of capital for the Group.                               Target investment grade standard credit metrics i.e. no lower than BBB- under   During the year, the Group maintained a credit rating of BBB with Standard
                                                                         Standard & Poor's rating methodology.                                           & Poor's, the outlook was also maintained as negative.
 Retain sufficient flexibility to invest in the future of the business.  Funded by retained cash flows and manageable levels of debt consistent with     During the year, the Group made total gross capital investments of £380
                                                                         our target credit rating.                                                       million (2022-23: £407 million) and acquisition of business interests of £35

                                                                               million (2022-23: £7 million) while retaining sufficient capital headroom.
                                                                                                                                                         The gross capital investments of Royal Mail were £176 million (2022-23: £255
                                                                                                                                                         million).

                                                                                                                                                         The gross capital investments of GLS were £204 million (2022-23: £152
                                                                                                                                                         million).
 Maintain suitable financial leverage                                    Retain sufficient leverage, commensurate with the Board's assessment of         During the year, the Group made no dividend payments (2022-23 £127 million).
                                                                         the risk environment

                                                                                                                                                         The net debt position (pre-IFRS 16) at 31 March 2024 was £328 million
                                                                                                                                                         (2022-23: £181 million).

 

Financial risks and related hedging

The Group is exposed to commodity price and currency risk.

Royal Mail operates a three-year layered rolling hedging strategy for fuel and
energy. Royal Mail has hedges in place for 84% of total underlying commodity
costs for 2024-25; as a result, a further 10% increase in underlying commodity
costs would reduce operating profit by just £2 million. However, a 10%
increase in fuel duty/other additional costs would reduce operating profit by
£13 million.

Without hedging, diesel and jet fuel costs for 2024-25 would be around £2
million higher, while gas and electricity costs would be around £20 million
lower, based upon closing commodity prices at 31 March 2024.

Additionally, within fuel costs, Royal Mail has a forecast unhedged exposure
to c.27 million litres of HVO in 2024-25, £49 million at current prices.
Hedges are being considered for this exposure.

GLS generally out sources its collection, delivery and line-haul activities to
subcontractors, and therefore is not significantly directly exposed to higher
fuel costs. Nevertheless, there is an indirect exposure, as increasing fuel
costs for subcontractors lead to higher rates for their services as they seek
to pass on the higher fuel costs incurred. This indirect exposure is mitigated
to a degree by fuel surcharges paid by customers in a number of GLS
markets. The Group is exposed to foreign currency exchange risk in relation
to interest payments on the Euro bonds, certain obligations under Euro
denominated finance leases, trading with overseas postal administrations and
various purchase contracts denominated in foreign currency. GLS' functional
currency is largely the Euro, which results in translational foreign currency
exchange risk to revenue, costs and operating profit. The €550 million bond,
issued in October 2019 and maturing in 2026, is fully hedged by a
cross-currency interest rate swap with no residual exposure to foreign
currency or interest rate risk.

The average exchange rate between Sterling and the Euro was £1:€1.16
(2022-23: £1:€1.16). This resulted in net nil impact on GLS' reported
operating profit before tax in 2023-24 (2022-23: £5 million increase). The
net impact on Group operating profit before tax was £nil (2022-23: £5
million increase).

The Group manages its interest rate risk through a combination of fixed rate
loans and leasing, floating rate loans/facilities and floating rate financial
investments. At 31 March 2024, all the gross debt (excluding bank overdrafts
which were part of a cash pool) of £2,906 million (2022-23: £2,309 million)
was at fixed rates.

London Development Portfolio

In total we have invested £6 million in the period (2022-23: £6 million) on
works to separate the retained operational sites from the development
plots at Mount Pleasant and infrastructure works at Nine Elms.

1) Mount Pleasant

This site was sold to Taylor Wimpey in 2017 subject to completion of
separation works. These works were completed in 2021, with £180 million
received as at 31 March 2024 with the remainder of the cash due to be received
through a final stage payment in 2024-25 of £9.5 million.

2) Nine Elms

This 13.9-acre site with planning consent to develop 1,911 residential units,
was split into various plots and sold. As at 31 March 2024 the sale proceeds
received are £271 million.

Further investment by Royal Mail will be required in relation to
infrastructure obligations.

Pensions

Royal Mail makes contributions to two main schemes in the UK; the Royal Mail
Defined Contribution Plan (RMDCP) and the Defined Benefit Cash Balance Section
(DBCBS) of the Royal Mail Pension Plan.

The Group also operates two additional UK defined benefit schemes which are
closed to future accrual, the legacy section of the RMPP and the Royal Mail
Senior Executives Pension Plan (RMSEPP).

The buy-out of the RMSEPP was completed in June 2022, when the bulk annuity
policies held were exchanged for individual policies between the insurers and
all remaining members.

The Group's obligations under the RMSEPP have now been fully extinguished and
the Plan was wound up in April 2024. The residual assets were returned to the
Group after the remaining closure expenses and the deduction of withholding
tax.

Royal Mail also aims to introduce a new pension scheme, the Royal Mail
Collective Pension Plan (RMCPP) which will replace the existing DBCBS and the
RMDCP for future accrual. The new pension scheme will comprise a Defined
Benefit Lump Sum Section (DBLS), similar to the existing DBCBS, and a
Collective Defined Contribution (CDC) Section. The Trustee's application to
the Pensions Regulator for authorisation has been approved so the RMCPP scheme
is expected to launch in FY 2024-25.

The CDC Section will be accounted for as a defined contribution scheme and the
DBLS as a defined benefit scheme with the accounting treatment expected to be
similar to the DBCBS. The new arrangements will have fixed employer
contributions of 13.6%, plus an additional 1.0% for employees who choose to
save for an additional lump sum payment. Standard employee contributions will
be 6.0%.

Cash pension costs

The Group's cash pension costs in respect of all UK pension schemes were £347
million (2022-23: £376 million) in the year, excluding Pension
Salary Exchange (PSE). This represents the pension funding costs as
prescribed in the schedule of contributions relating to the reporting period,
rather than the cash payments made in the period. In addition, the Group paid
£19 million into the pensions escrow account in respect of the DBCBS employer
contributions for February 2024. Due to the timing of payments, the £22
million employer contributions for March 2024 have been paid into the escrow
account in April 2024.

When the design of the RMCPP was agreed in 2018, the fixed employer
contribution rate of 13.6% of pensionable pay was designed to be affordable
and sustainable for Royal Mail. The expected cost of RMCPP based on
pensionable payroll at that time was approximately the same as the cost of the
existing schemes, at around £400 million per year. The new RMCPP is expected
to increase cash payroll costs by c.£40 million per annum, when it is
introduced. The main reason for the increase is that although the estimated
cost of the RMCPP as a percentage of pensionable pay will remain broadly the
same as in 2018, payroll costs have increased. In addition, since the RMPP
closed to accrual in 2018, the cost of existing plans has been reducing over
time relative to overall pay costs, as DBCBS members leave and are replaced by
new employees who join the RMDCP, at a lower employer contribution rate.

Defined benefit schemes - balance sheet position

An IAS 19 deficit of £60 million (26 March 2023: £145 million) is shown on
the balance sheet in respect of the DBCBS; however, the scheme is not in
funding deficit and it is not anticipated that deficit payments will be
required. The reduction in DBCBS accounting deficit of £85 million since
March 2023 is mainly due to a move from a specific to non-specific
constructive obligation for future increases in DBCBS (which has resulted in a
decrease of £172 million in the DBCBS liability). This impact has been
offset by index-linked gilt yields (against which the DBCBS liabilities are
hedged) increasing by more than corporate bond yields (which drives the
discount rate used to value the accounting liabilities). This has meant that
the assets have not grown in value by as much as the liabilities (before
allowing for the constructive obligation change).

The RMPP scheme closed to future accrual in its previous form from 31 March
2018. The pre-withholding tax accounting surplus of the legacy section of the
RMPP at 31 March 2024 was £2,462 million (26 March 2023: £3,003 million).
The overall accounting surplus (before withholding tax) decreased by £541
million over the year. The accounting liabilities decreased by £80m over the
year, in part due to the change in assumptions. The RMPP assets decreased by
£621 million over the year mainly driven by the fact that the assets are
hedged against gilt yields (used for cash funding purposes), whereas the
accounting liabilities are driven by corporate bond yields. Over the year,
gilt yields rose more than corporate bonds, so the assets moved more than the
liabilities on an accounting basis.

Further details of all the Group's pension arrangements can be found in Note
8 to the Consolidated Financial Statements.

Dividends

A final dividend of 2.0p for 2023-24 has been proposed, to be funded by GLS.

Viability statement

 

This Viability Statement should be read in conjunction with the Group's
business strategy as set out in the Royal Mail and GLS strategic updates.

The Directors have assessed the prospects of the Group and its viability over
the longer term as part of their ongoing risk management and monitoring
processes.

Assessment period

While the Directors have no reason to believe that the Group will not be
viable over the longer term, they have assessed the viability of the Group
over a three-year period to March 2027 (the Viability Period) taking into
account the Group's current financial position and the potential impact of our
principal risks. This time period is considered appropriate as it is within
the Group's five-year business planning cycle (Business Plan), where the first
three years provide for the most certainty for determining the probability and
likely impact of our principal risks. A three-year period is also the most
appropriate time horizon over which to assess the evolving commercial and
economic environment across the Group's letter and parcel markets, as consumer
expectations and the products offered by competitors continue to develop
rapidly. Furthermore, a three-year period most closely aligns to the Group's
capital investment cycle and key liquidity risks.

Process, key factors and assumptions

The Group's viability is assessed as part of our regular strategy and budget
reviews, financial forecasting, capital structure and ongoing risk management.
The assessment takes into account a number of matters including:

·  The Group's strategic priorities and Business Plan. Financial planning
and forecasting processes covering the Group's profitability, cash flows and
other key financial metrics underpin the Business Plan, which comprises a
budget for the next financial year (based on a detailed commercial and
operational assessment) together with a projection for the following
two years.

·  The large fixed cost base required to deliver the Universal Service
Obligation in its current form.

·  The Group's principal risks and the measures in place to mitigate those
risks (see Principal Risks and Uncertainties).

·  The Group's capital structure and the allocation of capital to support
Royal Mail and GLS' respective growth strategies (see Approach to Capital
Management). This includes capital investment, liquidity position (including
liquidity available from the bank syndicate loan facility, debt maturity
profile, credit rating and dividend policy).

The key assumptions used in relation to the Business Plan that supports the
viability assessment are as follows:

·  In relation to Royal Mail, low double digit volume growth in parcels in
2024-25, supported by continued improvement in quality and strategic growth
initiatives, including expanded channel mix (e.g. Lockers).

·  Pricing actions taken to offset the long-term volume decline in letters.
Royal Mail also anticipate a benefit from a General Election in 2024-25 which
will boost letter volumes.

·  Productivity improvements enabled by the pay deal which will more than
offset operational headwinds including the 2% pay increase, the impact of
higher workload and increasing fuel and fleet maintenance costs.

·  Continued focus on cost control which will enable an increased investment
to support transformation.

·  The Business Plan also assumes that Royal Mail suffers no further
industrial disruption over the viability period.

·  GLS has low to mid single digit revenue growth in 2024-25 and some margin
dilution linked to ongoing inflationary cost headwinds and new investment.

·  External dividends are forecast over the viability period from 2024-25.

Scenario modelling

The Business Plan projections were stress tested by modelling severe but
plausible downside scenarios which have the greatest potential to threaten the
Business Plan. The scenarios, detailed on the next page, take account of the
Group's high principal risks which due to their nature and likelihood of
occurrence have been included and analysed for their possible material
financial impact over the Viability Period. The plan does not anticipate any
regulatory support from Ofcom or Government, for example change in the scope
of the USO. Management believes modernisation of the USO is critical for
margins to be materially improved and for the sustainability of the USO. Ofcom
have defined a commercial rate of return for the regulated business in the
range of 5-10% EBIT margin. Regulatory reform could materially improve the
prospects of the Royal Mail business.

The scenario was tested in aggregate to determine whether the Group would be
able to sustain its operations over the Viability Period, the lowest liquidity
available to the Group during the period was c.£1.5 billion (£925 million
undrawn bank syndicate loan facility plus £442 million cash) and sufficient
headroom was maintained under its banking facilities.

The scenario took into account:

·  The levels of committed capital and expenditure required to support Royal
Mail and GLS' respective growth strategies.

·  The Group's loans and borrowings.

·  The Group's €550 million bond which matures in October 2026 and the
bank syndicate loan facility which currently expires in September 2026, both
within the Viability Period. The Business Plan assumes both facilities would
be refinanced on similar commercial terms but incorporating the current higher
market interest rates. However, in the very unlikely event that this is not
possible, to ensure that the obligation is satisfied, the Group could use
available cash/investments to repay the bond and does not require drawing on
the bank syndicate loan facility. Other options could also be considered,
including property disposals and further reducing investment.

·  The actions undertaken to manage and mitigate the Group's principal risks
(see Principal Risks and Uncertainties).

·  Short-term cost and cash saving actions available to the Group.

The mitigating actions include:

·  Reducing capital and investment expenditure through postponing or pausing
projects, change activity and reduction in leasing.

·  Deferring or cancelling discretionary spend (including management bonus).

·  Cost reductions through procurement and other cost saving programmes.

·  Reviewing dividend.

Based on our best view of the severe but plausible downside scenarios,
including mitigating actions, and the outcome of the assessments undertaken,
the Directors have concluded that the Group has reasonable expectation to
remain viable supported by:

·  Short-term cost and cash saving actions.

·  Sufficient liquidity available to meet obligations as they fall due.

·  The bank syndicate loan facility.

·  Continued access to the debt markets.

·  Sufficient assets and future cash flows to settle all liabilities in
full.

The outcome of the assessments has also confirmed the importance of
maintaining a conservative balance sheet, including a low net debt position on
a pre-IFRS 16 basis. See our Approach to Capital Management for further
information.

If outcomes are significantly worse, the Directors would need to consider what
additional mitigating actions were needed including assessing the value of our
asset base to support liquidity. Consequently, the Directors have concluded
that to stress test a level of increased severity (beyond the downside
scenarios) which may cast doubt on the Group's ability to continue to be
viable over the Viability Period is not currently reasonable.

 Scenarios modelled and assumptions                                                                 Principal risks
 Scenario:           ·      Deteriorating economic and market conditions.                           ·      Economic and political environment

                                                                                                    ·      Customer expectations and our ability to grow revenue.

                                                                                                    ·      Failure to reduce our operational cost base.

                                                                                                    ·      Business continuity and operational resilience
                     ·      Revenue growth in the Business Plan is not achieved and decline

                   in operating margins.

 Assumptions:
 Scenario:           ·      Increased competition in the UK parcels sector including changes        ·      Customer expectations and our ability to grow revenue.
                     in consumer expectations and/or market disruption.
 Assumptions:        ·      Lower parcel revenues and failure to deliver new product
                     offerings.
 Scenario:           ·      Incurring costs to avoid industrial action in Royal Mail.               ·      Industrial relations.

                                                                                                    ·      Failure to reduce our operational cost base.

                                                                                                    ·      Customer expectations and our ability to grow revenue.
 Assumptions:        ·      Lower operating profit as a result of incurring additional costs
                     to avoid industrial action.
 Scenario:           ·      Delays in relation to the Royal Mail transformation plan.               ·      Failure to reduce our operational cost base.
 Assumptions:        ·      Delays in budgeted cost efficiencies being realised.
 Scenario:           ·      Cyber attack triggering service and/or operational interruption.        ·      Major breach of information security, data protection regulation
                                                                                                    and/or cyber attack.

                                                                                                    ·      Business continuity and operational resilience.
 Assumptions:        ·      Cyber security breach impacting revenue/cost to rectify.

 

Consideration of non-binding proposal by EP Group to acquire IDS plc

On 14 May 2024, the Board received a revised non-binding proposal of 370 pence
per IDS share from EP Corporate Group a.s. (EP Group) for the entire issued
share capital of IDS plc not already owned by EP Group and its affiliates,
namely VESA Equity Investment S.à r.l. (Vesa Equity) (the Proposal). The
Proposal follows significant negotiation including a number of earlier
proposals from EP Group (the first of which was made on 9 April 2024 at a
price of 320 pence per share in cash). The Board is minded to recommend the
revised offer of 370 pence to IDS shareholders, should an offer be made at
that level, subject to satisfactory resolution of the final terms and
arrangements.

The Group has a number of financial liabilities in the form of unsecured
senior fixed rate notes in place with a carrying value of £1,454 million at
31 March 2024 and a bank syndicate loan facility of £925 million undrawn at
24 May 2024 as well as other contractual arrangements which contain provisions
in relation to change of control of IDS plc. Upon a change of control, the
bank syndicate loan facility would be subject to renegotiation which could
result in withdrawal. In addition, the fixed rate notes contain provisions
that in the event of a change of control of IDS plc together with an adverse
credit rating change (downgrade to a non-investment grade rating), or credit
rating withdrawal, the loan notes can be redeemed at the option of the
noteholders.

Whilst the Board have been seeking assurances in relation to EP Group
financing arrangements through due diligence and negotiation of contractual
commitments, the financing arrangements of EP Group are outside of the control
of the Board.

The Directors have concluded that it is beyond their control to dictate or
confirm the actions of the EP Group if they were to acquire the Group.
Therefore, given the potential change in control, the Directors consider these
conditions to constitute a material uncertainty which may cast significant
doubt over the Group's viability. Notwithstanding this uncertainty, having
assessed the Group's risks, existing facilities and performance, the Directors
have concluded that the Group has a reasonable expectation to remain viable
over the Viability Period.

Climate change

Utilising the Group's risk assessment process, the Board has also considered
how climate risks could impact the Group's viability. The key conclusions
relating to the viability assessment were as follows:

The mitigated risk for carbon taxation to 2026-27 is £20 million based on the
decarbonisation initiatives in place in current business plans, including the
deployment of HVO a low carbon alternative fuel which is expected to deliver a
material reduction in carbon-intensive fossil fuel use across our vehicle
fleet.

The current net risk position is based on current decarbonisation performance
(18% reduction across Scopes 1 to 2 to date), along with additional mitigating
actions in plan, would mean there is not expected to be a material financial
impact over the viability period. As such, the risk has been excluded from the
scenario modelling outlined above.

Going Concern Statement

The Consolidated Financial Statements have been prepared on a going concern
basis. The financial performance and position of the Group, its cash flows and
its approach to capital management are set out in the Financial Review. The
Board reviewed the Group's projections for the next 12 months in conjunction
with the downside scenario used to stress test the Viability Period. In
assessing the potential impact of a change in control as a result of the
non-binding proposal by the EP Group, the Directors have concluded that the
extent of the uncertainty related to whether existing finance will be recalled
following a change in control, together with a lack of visibility or control
over the availability of funding following a change in control, are conditions
that constitute a material uncertainty related to events or conditions that
may cast significant doubt on the entity's ability to continue as a going
concern and that it may therefore be unable to realise its assets and
discharge its liabilities in the normal course of business. Notwithstanding
this uncertainty, having assessed the Company's and the Group's risks,
existing facilities and performance, the Directors have concluded that the
Company and the Group have adequate resources to continue in operational
existence for at least 12 months from the date of approval of these financial
statements. For further information, see Note 1 in the Consolidated Financial
Statements.

Viability Statement

Based on the results of their analysis, including a number of severe but
plausible scenarios assessed in aggregate, and in the absence of a change in
control, the Directors have a reasonable expectation that the Group will be
able to continue in operation, meet and settle in full its liabilities as they
fall due, retain sufficient available cash and not breach any covenants under
any drawn or undrawn facility over the three financial years to March 2027.

In assessing the potential impact of a change in control as a result of the
non-binding proposal by the EP Group, the Directors have concluded that it is
beyond their control to dictate or confirm the actions of the EP Group if they
were to acquire IDS plc. Therefore, given the potential change in control, and
the associated impact on the Group's borrowings, bank facilities and other
contractual arrangements the Directors consider these conditions to constitute
a material uncertainty which may cast significant doubt over the Group's
viability. Notwithstanding this uncertainty, having assessed the Group's
risks, existing facilities and performance, the Directors have concluded that
the Group has a reasonable expectation to remain viable over the Viability
Period.

Consolidated Income Statement

For the 53 weeks ended 31 March 2024 and 52 weeks ended 26 March 2023

                                                            Notes  Reported   Reported

                                                                   53 weeks   52 weeks

2024
2023

                                                                   £m          £m
 Continuing operations
 Revenue                                                           12,679     12,044
 Operating costs(1,2)                                       3      (12,545)   (12,248)
  People costs                                                     (6,752)    (6,573)
  Distribution and conveyance costs                                (3,890)    (3,721)
  Infrastructure costs                                             (1,087)    (1,178)
  Other operating costs                                            (816)      (776)
 Profit on disposal of property, plant and equipment(2, 3)  4      15         6
 Operating profit/(loss) before specific items(2)           2      149        (198)
 Operating specific items(2)                                4      (123)      (544)
 Operating profit/(loss)                                    2      26         (742)
 Finance costs                                                     (98)       (60)
 Finance income                                                    51         21
 Net pension interest (non-operating specific item)(2)      4/8    135        105
 Profit/(loss) before tax                                          114        (676)
 Tax charge                                                 5      (60)       (197)
 Profit/(loss) for the year                                        54         (873)

 Earnings per share (pence)
 Basic                                                      6      5.6        (91.3)
 Diluted                                                    6      5.6        (91.3)

 

1.         Operating costs are stated before operating specific items.

2.         For further details on APMs used, see the Financial Review.

3.         Profit on disposal of property, plant and equipment has been
re-presented in the prior year within operating profit/(loss) before specific
items, previously presented as a specific item after operating profit/(loss)
(see Note 1 - changes in accounting policy and disclosures).

 

Consolidated Statement of Comprehensive Income

For the 53 weeks ended 31 March 2024 and 52 weeks ended 26 March 2023

                                                                              Notes  Reported   Reported

                                                                                     53 weeks   52 weeks

2024

          2023
                                                                                     £m

                                                                                                £m
 Profit/(loss) for the year                                                          54         (873)
 Other comprehensive expense for the year from continuing operations:
 Items that will not be subsequently reclassified to profit or loss:
 Amounts relating to retirement benefit plans                                        (280)      (488)
  Decrease in withholding tax payable on distribution of RMPP and RMSEPP      8      436        413
 surplus
  Remeasurement losses of the defined benefit surplus in RMPP and RMSEPP      8(c)   (657)      (1,285)
  Remeasurement (losses)/gains of the defined benefit deficit in DBCBS        8(d)   (59)       378
  Deferred tax associated with DBCBS                                          5      -          6
 Items that may be subsequently reclassified to profit or loss:
 Foreign exchange translation differences                                            (29)       25
  Exchange differences on translation of foreign operations (GLS)                    (41)       50
  Net gain/(loss) on hedge of a net investment (€500 million bond)                   12         (24)
  Net loss on hedge of a net investment (Euro-denominated lease payables)            -          (1)
 Designated cash flow hedges                                                         (7)        (70)
  Gains/(losses) on cash flow hedges deferred into equity                            2          (2)
  Gains on cash flow hedges released from equity to income                           (15)       (85)
  Losses released from equity to the carrying value of non-financial assets          1          2
  (Loss)/gain on cross-currency swap cash flow hedge deferred into equity            (7)        22
 Loss/(gain) on cross-currency swap cash flow hedge released from equity to          13         (26)
 income - interest payable
  Gain on cost of hedging deferred into equity                                       -          2
  Gain on cost of hedging released from equity to income - interest payable          (1)        (1)
  Tax on above items                                                          5      -          18
 Total other comprehensive expense for the year                                      (316)      (533)
 Total comprehensive expense for the year                                            (262)      (1,406)

 

Consolidated Balance Sheet

At 31 March 2024 and 26 March 2023

                                                                          Notes  Reported at  Reported at

                                                                                 31 March      26 March

                                                                                 2024         2023

                                                                                 £m           £m
 Non-current assets
 Property, plant and equipment                                                   3,307        3,298
 Goodwill                                                                        458          445
 Intangible assets                                                               304          304
 Investments in associates                                                       1            1
 Financial assets
 Pension escrow investments                                                      102          208
 Derivatives                                                                     2            3
 RMPP/RMSEPP retirement benefit surplus - net of withholding tax payable  8      1,851        1,957
 Other receivables                                                               15           13
 Deferred tax assets                                                      5      7            10
                                                                                 6,047        6,239
 Current assets
 Inventories                                                                     32           42
 Trade and other receivables                                                     1,595        1,590
 Income tax receivable                                                           23           20
 Financial assets
 Investments                                                                     216          -
 Derivatives                                                                     6            23
 Cash and cash equivalents                                                       1,030        898
 Assets held for sale                                                            42           4
                                                                                 2,944        2,577
 Total assets                                                                    8,991        8,816
 Current liabilities
 Trade and other payables                                                        (2,106)      (2,144)
 Financial liabilities
 Interest-bearing loans and borrowings                                           (315)        (3)
 Lease liabilities                                                               (241)        (220)
 Derivatives                                                                     (16)         (13)
 Income tax payable                                                              (3)          (5)
 Provisions                                                               9      (95)         (129)
 Bank overdrafts                                                                 (56)         (89)
 Liabilities held for sale                                                       (24)         -
                                                                                 (2,856)      (2,603)

 

Consolidated Balance Sheet continued

At 31 March 2024 and 26 March 2023

                                        Notes  Reported at  Reported at

                                               31 March     26 March

                                               2024         2023

                                               £m           £m
 Non-current liabilities
 Financial liabilities
 Interest-bearing loans and borrowings         (1,168)      (944)
 Lease liabilities                             (1,182)      (1,142)
 Derivatives                                   (24)         (22)
 DBCBS retirement benefit deficit       8      (60)         (145)
 Provisions                             9      (89)         (79)
 Other payables                                (16)         (24)
 Deferred tax liabilities               5      (51)         (55)
                                               (2,590)      (2,411)
 Total liabilities                             (5,446)      (5,014)
 Net assets                                    3,545        3,802
 Equity
 Share capital                                 10           10
 Retained earnings                             3,540        3,761
 Other reserves                                (5)          31
 Total equity                                  3,545        3,802

The Financial Statements were approved and authorised for issue by the Board
of Directors on 24 May 2024 and were signed on its behalf by:

Martin
Seidenberg
Michael Snape
Group Chief Executive Officer             Group Chief Financial
Officer

 

Consolidated Statement of Changes in Equity

For the 53 weeks ended 31 March 2024 and 52 weeks ended 26 March 2023

                                                                         Share     Retained     Foreign       Hedging     Total

                                                                         capital    earnings    currency       reserve    equity

                                                                          £m       £m           translation   £m          £m

                                                                                                 reserve

                                                                                                £m
 Reported at 27 March 2022                                               10        5,248        7             69          5,334
 Loss for the year                                                       -         (873)        -             -           (873)
 Other comprehensive (expense)/income for the year                       -         (488)        25            (70)        (533)
 Total comprehensive (expense)/income for the year                                 (1,361)      25            (70)        (1,406)
 Transactions with owners of the Company, recognised directly in equity
 Dividend paid to equity holders of the Parent Company                   -         (127)        -             -           (127)
 Share-based payments
 Employee Free Shares issue                                              -         1            -             -           1
 Long Term Incentive Plan (LTIP)                                         -         1            -             -           1
 Tax charge on share-based payments                                      -         (1)          -             -           (1)
 Reported at 26 March 2023                                               10        3,761        32            (1)         3,802
 Profit for the year                                                     -         54           -             -           54
 Other comprehensive expense for the year                                -         (280)        (29)          (7)         (316)
 Total comprehensive expense for the year                                -         (226)        (29)          (7)         (262)
 Transactions with owners of the Company, recognised directly in equity
 Share-based payments
 Employee Free Shares issue                                              -         1            -             -           1
 Long Term Incentive Plan (LTIP)                                         -         3            -             -           3
 Deferred Share Bonus Plan (DSBP)                                        -         1            -             -           1
 Reported at 31 March 2024                                               10        3,540        3             (8)         3,545

 

Consolidated Statement of Cash Flows

For the 53 weeks ended 31 March 2024 and 52 weeks ended 26 March 2023

                                                                               Notes  Reported   Reported

                                                                                      53 weeks   52 weeks

                                                                                      2024       2023

                                                                                      £m         £m
 Cash flow from operating activities
 Profit/(loss) before tax                                                             114        (676)
 Adjustment for:
 Net pension interest (non-operating specific item)                            4      (135)      (105)
 Net finance costs                                                                    47         39
 Profit on disposal of property, plant and equipment                           4      (15)       (6)
 Specific items (operating)                                                    4      123        544
 Operating profit/(loss) before profit on disposal of property, plant and             134        (204)
 equipment and specific items¹
 Adjustment for:
 Depreciation and amortisation                                                        481        602
 EBITDA before specific items and profit on disposal of property, plant and           615        398
 equipment¹
 Working capital movements                                                            (155)      (54)
  Decrease/(increase) in inventories                                                  11         (8)
  (Increase)/decrease in receivables                                                  (62)       180
  Decrease in payables                                                                (36)       (237)
  Net decrease in derivative assets                                                   3          7
  (Decrease)/increase in provisions (non-specific items)                              (71)       4
 Pension charge adjustment²                                                    4/8    (171)      133
 Share-based awards (LTIP and DSBP) charge                                            4          2
 Cash cost of operating specific items                                         4      (11)       (53)
 Cash inflow from operations                                                          282        426
 Income tax paid                                                                      (67)       (53)
 Net cash inflow from operating activities                                            215        373
 Cash flow from investing activities
 Finance income received                                                              47         20
 Proceeds from disposal of property (excluding London Development Portfolio),         10         11
 plant and equipment
 Cash received on sale and leasebacks - rights of assets transferred                  8          -
 London Development Portfolio net proceeds/(costs)                                    87         (6)
 Purchase of property, plant and equipment(3)                                         (272)      (328)
 Acquisition of business interests, net of cash acquired                              (35)       (7)
 Purchase of intangible assets (software)(3)                                          (113)      (93)
 Sale of pension escrow investments                                                   130        21
 Purchase of pension escrow investments                                               (16)       (13)
 (Purchase)/sale of financial asset investments (current)                             (216)      70
 Net cash outflow from investing activities                                           (370)      (325)
 Net cash (outflow)/inflow before financing activities                                (155)      48

 

Consolidated Statement of Cash Flows continued

For the 53 weeks ended 31 March 2024 and 52 weeks ended 26 March 2023

                                                                         Notes  Reported   Reported

                                                                                53 weeks   52 weeks

                                                                                2024       2023

                                                                                 £m        £m
 Cash flow from financing activities
 Finance costs paid                                                             (79)       (61)
 Payment of capital element of obligations under lease contracts                (216)      (202)
 Cash received on sale and leasebacks - rights to assets retained               71         -
 Proceeds from loans and borrowings                                             674        -
 Repayment of loans and borrowings                                              (122)      -
 Payment of capital element of asset finance                                    -          (2)
 Dividends paid to equity holders of the Parent Company                  7      -          (127)
 Net cash inflow/(outflow) from financing activities                            328        (392)
 Net increase/(decrease) in cash and cash equivalents                           173        (344)
 Effect of foreign currency exchange rates on cash and cash equivalents         (8)        16
 Cash and cash equivalents at the beginning of the year                         809        1,137
 Cash and cash equivalents at the end of the year                               974        809

1.         For further details on APMs used, see the Financial Review.

2.         Excludes £130 million (2022-23: £nil) adjustment in
relation to the release of pension escrow (see Note 4 for further details).

3.         Items comprise total gross capital expenditure within
'in-year trading cash flow' measure (see Financial Review).

 

Notes to the Consolidated Financial Statements

1.      Basis of preparation and accounting policies

General information

International Distribution Services plc (the Company) is incorporated in the
United Kingdom (UK). The Consolidated Financial Statements have been produced
in accordance with UK-adopted international accounting standards (UK-adopted
International Financial Reporting Standards (IFRS)).

The Consolidated Financial Statements of the Company for the 53 weeks ended 31
March 2024 (2022-23: 52 weeks ended 26 March 2023) comprise the Company and
its subsidiaries (together referred to as 'the Group') and the Group's
interest in its associate undertakings.

The Consolidated Financial Statements for the 53 weeks ended 31 March 2024
were authorised for issue by the Board on 24 May 2024.

Basis of preparation and accounting

The Consolidated Financial Statements are presented in Sterling (£) as that
is the currency of the primary economic environment in which the Group
operates. All values are rounded to the nearest whole £million except where
otherwise indicated. The Consolidated Financial Statements have been prepared
on an historic cost basis, except for pension assets, derivative financial
instruments and the assets and liabilities relating to the acquisition of
businesses, which are measured at fair value. The assets within the partially
impaired Royal Mail excluding Parcelforce Worldwide CGU are measured at fair
value less costs of disposal.

The Group's financial reporting year ends on the last Sunday in March and,
accordingly, these Financial Statements are prepared for the 53 weeks ended
31 March 2024 (2022-23: 52 weeks ended 26 March 2023). GLS' reporting period
is the 52 weeks ending 31 March each year. There were no significant
transactions in GLS between this reporting period and the remainder of the
Group's 53 week reporting period.

The financial information set out above does not constitute the Company's
statutory accounts for the 53 weeks ended 31 March 2024 and the 52 weeks 26
March 2023 but  is derived from those statutory accounts.  Statutory
accounts for the 52 weeks 26 March 2023 have been delivered to the registrar
of companies. The statutory financial statements for the 53 weeks ended 31
March 2024 were approved by the Board of Directors on 24 May 2023 along with
the Financial Report and will be delivered to the Registrar of Companies in
due course.  The auditor has reported on the statutory financial statements
for the 53 weeks ended 31 March 2024 accounts; their report was (i)
unqualified, (ii) drew attention to the material uncertainty over going
concern by way of emphasis without qualifying their report and (iii) did not
contain a statement under section 498 (2) or (3) of the Companies Act 2006.

Presentation of results and accounting policies

As stated above, the Consolidated Financial Statements have been produced in
accordance with UK-adopted IFRS, i.e. on a 'reported' basis. In some
instances, APMs are used by the Group to provide 'adjusted' results. This is
because management is of the view that these APMs provide a useful basis on
which to analyse underlying business performance and is consistent with the
way that financial performance is measured by management and reported to the
Board. Details of the APMs used by the Group are explained in the section
titled 'Presentation of results and alternative performance measures'.

Going concern

In assessing the going concern status of the Group, the Directors are required
to look forward a minimum of 12 months from the date of approval of these
Financial Statements to consider whether it is appropriate to prepare the
financial statements on a going concern basis. The Directors have reviewed
business activities, together with factors likely to affect the Group's future
development and performance, as well as the Group's principal risks and
uncertainties.

The Board has concluded that it is appropriate to adopt the going concern
basis, having undertaken a rigorous assessment of the financial forecasts,
with specific consideration of the trading position of the Group in the
context of the current global economic environment for the reasons as set out
below.

At 31 March 2024 the Group had net current assets of £88 million and net
assets of £1.6 billion (excluding defined benefit scheme balances and pension
escrow investments). Liquidity available as at the reporting date was £2.1
billion (excluding GLS client cash), made up of cash and cash equivalents of
£927 million, current asset investments of £216 million and a committed and
undrawn bank syndicate loan facility of £925 million - available until
September 2026. The bank syndicate loan facility contains financial covenants,
which were amended on 24 March 2023. The amendment, which is relevant for the
measurement periods from March 2023 to March 2024, means that the covenants
will be calculated by reference to the EBITDA of General Logistics Systems
(GLS) B.V. and its subsidiaries rather than the Consolidated EBITDA of the
Group.

In their assessment of going concern over the period to 24 May 2025 (the
'going concern assessment period'), the Group has modelled two scenarios
referred to below as the Base Case and the Downside Case.

The key inputs and assumptions underlying the Base Case include the economic
impact driven by the ongoing macro-economic headwinds in both Royal Mail and
GLS. In Royal Mail, following agreement with the CWU of the Business
Recovery, Transformation and Growth Agreement in July 2023, it does not assume
any further industrial action taking place, and it also assumes that the
benefits associated with activity to restore quality of service and
transformation of the business are realised resulting in a more efficient
operation that meets customers' changing needs. The Base Case assumes Royal
Mail has low double digit volume growth in parcels in 2024-25, supported by
continued improvement in quality and strategic growth initiatives including
expanded channel mix (e.g. lockers). It will benefit from a general election
in 2024-25 in letters but structural decline in letters will continue to be
offset by pricing actions. Productivity improvements enabled by the pay deal
will more than offset operational headwinds including the 2% pay increase, the
impact of higher workload and increasing fuel and fleet maintenance costs, and
continued focus on cost control. GLS assumes low to mid single digit revenue
growth in 2024-25 and some margin dilution linked to ongoing inflationary cost
pressure. The Base Case assumes a dividend will be restored over the going
concern period funded by GLS.

In September 2023, the Group issued two further bonds and used part of the
proceeds to repurchase €135.5 million of the existing €500 million bond.
The Group now has four bonds outstanding, of which the remaining €364.5
million outstanding on the 2024 €500 million bond matures in July 2024,
which is within the going concern assessment period. The Group holds bank
deposits to cover this repayment. The maturity of the €550 million bond in
October 2026 is outside of the going concern assessment period.

On 9 May 2023, the Group secured a backstop facility of €500 million from a
syndicate of banks to provide additional flexibility on the timing for
refinancing the €500 million bond maturing in July 2024. The backstop was
cancelled undrawn when the new bonds were issued in September 2023.

The Base Case does not anticipate any regulatory support from Ofcom or the
Government, for example change to the scope of the USO. Management believes
modernisation of the USO is critical for margins to be materially improved and
for the sustainability of the USO. Ofcom have defined a commercial rate of
return for the regulated business in the range of 5-10% EBIT margin.
Regulatory reform could materially improve the prospects of the Royal Mail
business.

In the Base Case it is projected that the Group will have sufficient cash and
liquidity. The £925 million bank syndicate loan facility would remain
available as covenants would not be breached.

The Downside Case applies further stress to the Base Case to model further
deteriorating economic and market conditions impacting both Royal Mail and
GLS.

Further details of the scenarios modelled are as follows;

 Scenario:     Deteriorating economic and market conditions.
 Assumptions:  Revenue growth in the Business Plan is not achieved.
 Scenario:     Increased competition in the UK parcels sector including changes in consumer
               expectations and/or market disruption.
 Assumptions:  Lower parcel revenues and failure to deliver new product offerings.
 Scenario:     Costs to avoid industrial action in Royal Mail.
 Assumptions:  Lower operating profit as a result of incurring costs to avoid industrial
               action.
 Scenario:     Delays in relation to the Royal Mail transformation plan.
 Assumptions:  Delays in budgeted cost efficiencies being realised.
 Scenario:     Cyber attack triggering material service and/or operational interruption.
 Assumptions:  Cyber breach impacting revenue/costs to rectify.

The Directors believe that the downside is a severe but plausible scenario,
recognising that the Base Case already anticipates the negative impacts from
the weak economy and flow through impact from industrial action that has
already taken place in Royal Mail. The gross liquidity impact of the Downside
Case to 24 May 2025 is approximately £0.7 billion.

Royal Mail has embarked on its transformation journey but the Board remains
concerned about the financial situation in Royal Mail following the difficult
trading circumstances as a result of industrial action last year and the
continuing uncertainty and prospects of USO reform. The operational changes
and improvements required in Royal Mail, including USO reform are fundamental
to its turnaround and to restore profitability in that business.

Royal Mail's parent company IDS plc has been clear in their expectation that
Royal Mail will take reasonable steps to finance its transformation and
ongoing business requirements from its own resources, which include a
substantial freehold property portfolio. To the extent that there are
short-term working capital needs outside of these arrangements the IDS plc
Board would arrange and/or provide access to funds if satisfied these can be
repaid.

If the severe but plausible scenario were to materialise, the Directors would
be required to take mitigating actions to preserve cash and maintain liquidity
by building covenant headroom. The Directors have identified a number of
mitigations, all within management's control, to reduce costs and optimise the
Group's cash flow, liquidity and covenant headroom.

The mitigation actions include:

·      Reducing capital and investment expenditure through postponing or
pausing projects, change activity and reduction in leasing.

·      Deferring or cancelling discretionary spend (including management
bonus).

·      Cost reductions through procurement and other cost saving
programmes.

·      Reviewing dividend.

The Directors have assessed the Group's financial commitments and consider
that in the Downside Case, after taking into account mitigations and cash
generated from operations and existing facilities, the Group is forecast to
have sufficient cash and liquidity. The Group is not projected to breach the
financial covenants under its committed credit facilities under the Downside
Case, with the lowest EBITDA headroom during the financial year 2024-25 being
above £0.2 billion, increasing to approximately £0.3 billion by September
2025. The lowest total availability liquidity modelled under the Downside Case
was c.£1.5 billion in August 2024 including the £925 million undrawn bank
syndicate loan facility. As such, the Group has sufficient liquidity to
continue to operate and to discharge its liabilities as they fall due over the
going concern assessment period.

Having reviewed the Base Case, and Downside Case, the Directors have a
reasonable expectation that the Group has sufficient liquidity to continue in
operational existence over the going concern assessment period and hence
continue to adopt the going concern basis in preparing the Financial
Statements.

Consideration of non-binding proposal by EP Group to acquire IDS plc

On 14 May 2024, the Board received a revised non-binding proposal of 370 pence
per IDS share from EP Corporate Group a.s. (EP Group) for the entire issued
share capital of IDS plc not already owned by EP Group and its affiliates,
namely VESA Equity Investment S.à r.l. (Vesa Equity) (the Proposal). The
Proposal follows significant negotiation including a number of earlier
proposals from EP Group (the first of which was made on 9 April 2024 at a
price of 320 pence per share in cash). The Board is minded to recommend the
revised offer of 370 pence to IDS shareholders, should an offer be made at
that level, subject to satisfactory resolution of the final terms and
arrangements.

The Group has a number of financial liabilities in the form of unsecured
senior fixed rate notes in place with a carrying value of £1,454 million at
31 March 2024 and a bank syndicate loan facility of £925 million undrawn at
24 May 2024 as well as other contractual arrangements which contain provisions
in relation to change of control of IDS plc. Upon a change of control, the
bank syndicate loan facility would be subject to renegotiation which could
result in withdrawal. In addition, the fixed rate notes contain provisions
that in the event of a change of control of IDS plc together with an adverse
credit rating change (downgrade to a non-investment grade rating), or credit
rating withdrawal, the loan notes can be redeemed at the option of the
noteholders.

Whilst the Board have been seeking assurances in relation to EP Group
financing arrangements through due diligence and negotiation of contractual
commitments, the financing arrangements of EP Group are outside of the control
of the Board.

The Directors have concluded that the extent of the uncertainty related to
whether existing finance will be recalled following a change in control,
together with a lack of visibility or control over the availability of funding
following a change in control, are conditions that constitute a material
uncertainty related to events or conditions that may cast significant doubt on
the entity's ability to continue as a going concern and that it may therefore
be unable to realise its assets and discharge its liabilities in the normal
course of business.

Notwithstanding this uncertainty, having assessed the Company's and the
Group's risks, existing facilities and performance, the Directors have
concluded that the Company and the Group have adequate resources to continue
in operational existence for at least 12 months from the date of approval of
these financial statements.

Basis of consolidation

The Consolidated Financial Statements comprise the Financial Statements of the
Company and its subsidiary undertakings. The Financial Statements of the major
subsidiaries are for the periods as explained in the 'Basis of preparation and
accounting' section above, using consistent accounting policies.

All intragroup balances and transactions, including unrealised profits arising
from intragroup transactions, have been eliminated in full. Transfer prices
between business segments are set at arm's length/fair value on the basis of
charges reached through negotiation with the respective businesses.

Subsidiaries are consolidated from the date on which control is obtained by
the Group and cease to be consolidated from the date on which control is no
longer held by the Group. Where the Group ceases to hold control of a
subsidiary, the Consolidated Financial Statements include the results for the
part of the reporting year during which the Group held control.

Changes in accounting policy and disclosures

The accounting policies applied in the preparation of these Consolidated
Financial Statements are consistent with those in the Annual Report and
Financial Statements for the 52 weeks ended 26 March 2023, along with the
adoption of new and amended accounting standards with effect from 27 March
2023 as detailed below:

New and amended accounting standards adopted in 2023-24

None of the following new and amended standards have a material impact on the
financial performance or position of the Group.

IFRS 17 'Insurance Contracts'

This new standard aims to increase transparency and reduce diversity in the
accounting for insurance contracts and allow users of financial statements to
assess the effect that insurance contracts have on the entity's financial
position, financial performance and cash flows.

Disclosure of Accounting Policies - Amendments to IAS 1 and IFRS Practice
Statement 2

These amendments require disclosure of material accounting policies instead of
significant accounting policies. This is intended to improve accounting
policy disclosures so that they provide more useful information to investors
and other primary users of the financial statements and distinguish changes
in accounting estimates from changes in accounting policies.

Definition of Accounting Estimates - Amendments to IAS 8

This amendment aims to differentiate between changes in accounting policies
and changes in accounting estimates and reduce diversity in this regard in
companies' financial statements.

Deferred Tax related to Assets and Liabilities arising from a Single
Transaction - Amendments to IAS 12

These amendments clarify whether the initial recognition exception applies to
certain transactions that often result in both an asset and a liability being
recognised simultaneously.

International Tax Reform Pillar Two Model Rules - Amendments to IAS 12

These amendments introduce a mandatory exemption from recognising deferred tax
assets and liabilities related to Pillar Two income taxes.

Accounting standards issued but not yet applied

The following new and amended accounting standards are relevant to the Group
and are in issue but were not effective at the balance sheet date:

·      Classification of Liabilities as Current or Non-current and
Non-current Liabilities with Covenants - Amendments to IAS 1

·      Lease Liability in a Sale and Leaseback - Amendments to IFRS 16
Disclosures.

·      Supplier Finance Arrangements - Amendments to IAS 7 and IFRS 7

·      Lack of exchangeability - Amendments to IAS 21

·      Sale or Contribution of Assets between an Investor and its
Associate or Joint Venture - Amendments to IFRS 10 and IAS 28

·      IFRS 18 Presentation and Disclosure in Financial Statements

The Directors do not expect that the adoption of the amendments and new
standard listed above (which the Group does not expect to early adopt) will
have a material impact on the financial performance or position of the Group
in future periods.

Profit/(loss) on disposal of property plant and equipment - income statement
re-presentation

Profit/(loss) on disposal of property plant and equipment has been
re-presented in the income statement within operating profit/(loss),
previously presented as an operating specific item, after operating
profit/(loss).

Sources of estimation uncertainty

The preparation of Consolidated Financial Statements necessarily requires
management to make certain estimates and judgements that can have a
significant impact on the Financial Statements. These estimates and judgements
are continually evaluated and are based on historical experience and other
factors, including expectations of future events that are believed to be
reasonable under the circumstances. The areas involving a higher degree of
judgement or complexity, or areas where there is thought to be a significant
risk of a material adjustment to the Consolidated Financial Statements within
the next financial year as a result of the estimation uncertainty are
disclosed below.

Significant accounting estimates

Pensions - defined benefit obligation

The value of defined benefit pension plan liabilities and assessment of
pension plan costs are determined by long-term actuarial assumptions. These
assumptions include discount rates (which are based on the long-term yield of
high-quality corporate bonds), inflation rates and mortality rates.
Differences arising from actual experience or changes in assumptions will be
reflected in the Group's consolidated statement of comprehensive income.

The Group exercises its judgement in determining the assumptions to be
adopted, after discussion with a qualified actuary. Details of the key
actuarial assumptions used and of the sensitivity of these assumptions for the
RMPP and DBCBS pension plans are included within Note 8.

Defined benefit pension plan assets are measured at fair value. Where these
assets cannot be valued directly from quoted market prices, the Group applies
judgement in selecting an appropriate valuation method, after discussion with
an expert fund manager. For the main classes of assets:

·      Equities listed on recognised stock exchanges are valued at the
closing bid price, or the last traded price, depending on the convention of
the stock exchange on which they are quoted.

·      Bonds are measured using a combination of broker quotes and
pricing models with assumptions made for credit risk, market risk and market
yield curves.

·      Pooled investment vehicles are valued using published prices or
the latest information from investment managers, which includes any necessary
fair value adjustments.

·      Properties are valued on the basis of open market value as
at the year-end date, in accordance with Royal Institute of Chartered
Surveyors (RICS) Valuations Standards (under 'Red Book' guidelines) adjusted
for any capital expenditure and impairments since that valuation.

·      For exchange-traded derivatives that are assets, fair value is
based on bid prices. For exchange-traded derivatives that are liabilities,
fair value is based on offer prices.

Non-exchange traded derivatives are valued as follows:

·      Open forward foreign currency contracts at the balance sheet
date are over-the-counter contracts and are valued using forward currency
rates at that point. The unrealised appreciation or depreciation of open
foreign currency contracts is calculated by the difference between the
contracted rate and the rate to close out the contract.

·      Interest rate swaps are over-the-counter contracts and fair value
is the current value of the future expected net cash flows, taking into
account the time value of money and market data at the year end.

The assumptions used in valuing unquoted investments are affected by current
market conditions and trends, which could result in changes to the fair value
after the measurement date. Details of the carrying value of the unquoted
pension plan asset classes can be found in Note 8.

Pensions - DBCBS constructive obligation

The Defined Benefit Cash Balance Section (DBCBS) was introduced in the Group's
reporting year 2018-19. In addition to recognising its legal obligations under
the DBCBS rules, the Group also recognises any constructive obligation arising
from the entity's informal practices. Although there is no legal obligation on
the Group or DBCBS Trustees to award increases to the DBCBS lump sum benefits
to members in future years, since its inception, the Group has included an
accounting constructive obligation in relation to annual increases.

When the DBCBS commenced in 2018-19, the Directors agreed that an appropriate
IAS 19 accounting treatment was to recognise a 'specific' constructive
obligation of CPI plus 2% in respect of annual increases over the lifetime of
the scheme, with any differences compared with actual increases awarded being
recognised as an experience gain/loss through other comprehensive income
(OCI).

As a result of past experience, the Directors have agreed that the
constructive obligation should change, commencing in 2024‑25, to a
non-specific constructive obligation, calculated based on the average of the
previous five years of increases, but reserving the right to adjust the
percentage addition to CPI if future increase expectations are significantly
different to the calculated figure. The assumed future increases at 31 March
2024 are CPI plus 1.2% for accounting purposes.

The Group's appointed actuary has determined that a change to a constructive
obligation to CPI plus 1.2% has resulted in a £172 million reduction in the
DBCBS liability at 31 March 2024, which has been recognised as a 'past service
credit' in the income statement as per IAS 19. Any future changes will be
recognised through OCI to the extent that the methodology for calculating the
assumption remains the same.

The Group's 'adjusted operating profit/(loss)' APM includes an adjustment to
offset the impact of this £172 million credit in reported operating
profit/(loss) in line with the APM definition in the section titled
'Presentation of results and alternative performance measures'.

Deferred revenue

The Group recognises advance customer payments on its balance sheet,
predominantly relating to stamps and meter credits purchased by customers but
not used at the balance sheet date.

The majority of this balance is made up of stamps sold to the general public,
referred to as Stamps in the hands of the Public ('SITHOP'). Management must
assess the value of deferred revenue in relation to SITHOP, and this requires
a degree of estimation. These estimates require assumptions over various
factors as set out below and were there to be significant changes in these
estimates, the amount recognised in respect of SITHOP could materially impact
the carrying value of the liability. Management utilises a number of different
data sources to calculate the estimated SITHOP liability, given that stamps
can be held and used for varying time periods. Royal Mail introduced barcoded
stamps in February 2022 to replace non‑barcoded stamps. A Stamp Swap Out
scheme (where customers could swap out their existing unbarcoded stamps for
barcoded stamps) was launched on 31 March 2022. Unbarcoded stamps became
invalid for postage in August 2023.

Since the official introduction of barcoded stamps, Royal Mail has been
developing a new methodology to calculate the SITHOP balance by using the
barcode scan data. The new methodology uses barcode scan data to build a
profile of how long stamps are held by customers before being used for
postage, this profile is referred to as 'usage curve'. In building this
profile it is necessary to estimate the month in which stamps are sold as
there is no unique scan of individual stamps at the time of sale. This is
estimated through 'bucketing' which makes the assumption that small groups of
sequential barcodes ('buckets') are sold at a similar time and that the first
stamp scanned in the bucket indicates the month of sale for all stamps in that
bucket. The new methodology is reliant on having sufficient scan data history
to develop the usage curves over a sufficient length of time and is therefore
being used to calculate the SITHOP balance for the first time in 2023-24, now
that sufficient scan data is available. The new methodology is based on actual
scan data which seeks to estimate when the performance obligation in relation
to stamp sales has been fulfilled and as such, is more data driven and less
reliant on historic trends and judgements to reflect posting patterns of
customers, as was necessary in the previous methodology. Given the impact of
this change in methodology on future periods is dependent on sales made in
future period, it is impractical to quantify this impact and has therefore not
been disclosed.

At 31 March 2024, the Group recognised £138 million (2022-23: £147 million)
deferred revenue in respect of stamps

sold to the general public but not used at the balance sheet date. This is
materially consistent with the number that would have been recognised under
the previous methodology and therefore the future impact of the change on the
income statement is also not material.

 

The usage curves in conjunction with a number of assumptions are applied to
historic sales to derive the deferred revenue liability.

 

Management must exercise a degree of estimation in deriving the SITHOP balance
in relation to the following:

·      Products removed from both scan data and sales data (to reflect
that certain stamps are not typically purchased to be used e.g. collector
stamps).

·      Non-scan percentage (which refers to the estimate of stamps that
are not scanned as they are manually sorted and therefore need to be reflected
in the usage curve).

·      Bucket size - referring to the number of stamps grouped together
as part of estimating the month of sale.

·      Method of extrapolating the usage curve beyond the 24 months for
which actual scan data is not currently available, the usage curve is
extrapolated out to 36 months.

·      Level of breakage (which refers to the value of stamps sold that
management estimate will not be used, and therefore the likelihood of a
performance obligation being required is remote).

·      Breakage period - the number of months after which Management
considers it a remote possibility that any remaining stamps will be utilised.
This is estimated to be after 36 months.

·      Buy forward of stamps (refers to an adjustment required to
reflect the change in customer behaviour in relation to purchasing stamps in
advance of price increases).

·      Retail stamp stock days - stamps sold direct to retailers for
onwards sale to the public are included in the model but assumes a stock
holding period by retailers before being included in the usage curve.

The Group has performed sensitivity analysis of reasonably possible changes in
significant assumptions as follows:

·      Increasing the bucket size for non-Christmas stamps from three
sheets or books to four increases SITHOP by £6 million, whilst decreasing it
from three sheets or books to two would reduce the estimate by £13 million.

·      A ±5% change in non-scan percentage changes the SITHOP estimate
by ±£5 million.

·      Increasing or decreasing the gradient when extrapolating the
usage curves (changing the speed at which the usage flattens by ±20%) changes
SITHOP by c.£5-10 million.

·      Increasing the breakage period from 36 to 48 months increases the
SITHOP estimate by £14 million, whilst reducing the breakage period to 24
months reduces the SITHOP estimate by £21 million.

Although the impact of the assumptions are individually not material, in
combination they could have a significant impact on the SITHOP balance.

Royal Mail excluding Parcelforce Worldwide CGU impairment test

In accordance with IAS 36, Management has performed an impairment assessment
of the Royal Mail CGU whenever events or circumstances have indicated that the
value of the balance sheet may not be recoverable. In 2023-24, this has
resulted in an impairment charge of £48 million (2022-23 £539 million
charge).

In the prior year the impairment review was carried out on a pre-IFRS 16
basis. This method included IFRS 16 lease liabilities in the carrying value
of the CGU, excluded lease liabilities from the discount rate calculations and
included the cash flows associated with lease repayments in the future cash
flows. In the current year, the impairment calculation has been performed on a
post-IFRS 16 basis with consequential changes to the carrying value, discount
rate and future cash flows applied. The CGU carrying value of £1,925 million
is therefore higher by c.£900 million to reflect this change when compared
with the pre-IFRS 16 basis. There was no material difference in the impairment
assessment as a result of the change in methodology.

In assessing whether the Royal Mail CGU remains impaired, the carrying value
of the Royal Mail CGU of £1,925 million on a post-IFRS 16 basis (2022-23:
£1,439 million on a pre-IFRS 16 basis) was compared to its recoverable
amount. The recoverable amount is the higher of its Value in use (VIU) and its
Fair value less cost to dispose (FVLCD).

Royal Mail's strategy to transform the business into a more efficient
operation that meets customers' changing needs and the future cash flows in
the 2024 five-year Business Plan reflects both the costs and benefits
associated with this transformation.

Royal Mail has a robust process for tracking and managing environmental policy
and legislation in the UK and is aiming to meet changing customer expectations
for lower carbon alternatives. As such, management have considered the
implications for the forecast cash flows in the five-year period, and the
assumptions in the Business Plan reflect management's current climate
strategy.

As required by IAS 36, under the VIU calculation, estimates of future cash
flows shall not include cash inflows or outflows that are expected to arise
from a future restructuring or improving or enhancing the assets to which an
entity is not yet committed, at the balance sheet date. The VIU approach,
after adjusting for the restructuring and transformational cash flows,
resulted in a significant further impairment.

Management therefore assessed the recoverability of the Royal Mail CGU using
the alternative FVLCD methodology. The FVLCD considers the valuation from a
'market participant' perspective. Management have calculated a valuation using
a discounted cash flow model from the perspective of a market participant i.e.
a buyer transacting in the principal market for an asset of this type.

The Board have used the approved 2024 five-year Business Plan as the base of
the discounted cash flows in the FVLCD model (Level 3 fair value inputs). They
then considered their assumptions in the context of information that would be
available to a market participant. Cash flow adjustments have been made to
reflect the risk in the plan.

Key assumptions in the impairment assessment

Expected revenue and operating margin performance: Forecast cash flows are
based on the five-year Board Business Plan approved in April 2024.

The key inputs and assumptions underlying the Business Plan include the
economic impact driven by ongoing macro-economic headwinds. Following
agreement with the CWU of the Business Recovery, Transformation and Growth
agreement in July 2023, it does not assume any further industrial action
taking place. The plan assumes a return to market growth, driven by win back
of revenue lost as a result of industrial action, pricing adjustments and
other commercial initiatives designed to grow revenue. The plan assumes growth
in parcel volumes but a reduction in letter volume.

Revenue growth initiatives are reliant on quality-of-service improvement.
Operating margin reflects the current pay deal agreed and benefits realisation
from productivity improvements, including through lower absence, new T&Cs
for new joiners and delivery gap closure. The plan does not anticipate any
regulatory support from Ofcom or Government, for example a change in the scope
of the USO.

To reflect a market participant's view, a risk adjustment has been applied to
the plan cash flows to reflect macro-economic risks to the Business Plan
assumptions.

Discount rates: The discount rate is based on the UK-specific post tax
discount rate of 10.5% (2022-23: 11.3%), which reflects a risk premium a
market participant would apply in order to reflect uncertainty in terms of
ability to deliver revenue growth and improve operating margin. In deriving
the risk premium a market participant would consider past performance in terms
of delivering transformational change, and the significant change and
efficiency programme to be delivered.

Property proceeds: Adjustments have been made to the real estate proceeds
assumed in the Business Plan to reflect current market conditions and to
better represent a market participant's view of realisable sales proceeds.

Recoverable amount

In accordance with the financial reporting standards, the recoverable amount
is the higher of the VIU and FVLCD. The FVLCD approach resulted in a
recoverable amount that was below the carrying value at the year-end, and
therefore a further impairment charge of £48 million (2022-23: impairment
charge of £539 million). The additional impairment charge in the year is
mainly as a result of the deterioration in the property market since the
previous year end resulting in lower property disposal proceeds included in
the cash flows.

 

Sensitivity to changes in assumptions

The valuation of the Royal Mail CGU is dependent upon a number of estimates
used in arriving at revenue growth, operating margin, terminal growth rates
and the discount rate. An evaluation of sensitivities to the FVLCD calculation
illustrates that there are both risks and opportunities. The operational
changes and improvements required in Royal Mail are fundamental to its
turnaround to restore profitability. Given past performance of delivering
transformational change, and the significant change and efficiency programme
to be delivered, there is execution risk in delivering the plan which could
lead to further impairment. However, there is also significant opportunity
and, subject to progress being made in transforming the business and evolution
of the letters and parcels markets, there is a reasonable possibility in the
future for the business to be restored to its full carrying value.

The following represent key areas of sensitivity in the model:

Regulation: The plan does not anticipate any regulatory support from Ofcom or
Government, for example a change in the scope of the USO. Management believes
modernisation of the USO is critical for margins to be materially improved and
for the sustainability of the USO. Ofcom have defined a commercial rate of
return for the regulated business in the range of 5-10% EBIT margin.
Regulatory reform could materially improve the prospects and valuation of the
business.

 

Market: if parcel growth rates are 1% per annum more positive this would
result in a valuation of £3.1 billion but if parcel growth reduced by 1% it
would result in a valuation of £570 million. If letter growth rates are 1%
per annum less than has been assumed, this would result in a valuation of
£1.0 billion.

 

Discount rate: Whilst we have risk-adjusted the plans for the purposes of the
impairment model, further delivery risk remains that the planned change
programmes are unable to progress at the rate targeted in the FVLCD model. An
increase in the discount rate by a further 100 bps reflecting increased
uncertainty would result in a valuation of £1,736 million and an implied
further impairment of c.£140 million (2022-23: valuation of £787 million and
further impairment of £113 million (pre-IFRS 16 basis)). A decrease in the
discount rate of 100 bps would result in a valuation of £2,039 million and an
implied impairment reversal of c.£160 million (2022-23: valuation of £1,038
million and implied reversal of £138 million (pre-IFRS 16 basis)).

 

Property proceeds: Current property proceeds are included at Alternative Use
Value (AUV) in the cash flow workings. Using the current 'red book' valuations
would result in a valuation of £1,845 million and an implied further
impairment of c.£30 million.

 

Combined sensitivities: An 11% discount rate and 1% terminal growth rate would
result in a valuation of £1,861 million. In order for there to be a full
reversal of the impairment the discount rate would need to reduce by 240 bps,
or the terminal growth rate would need to increase to 3.4% (2022-23: discount
rate reduction of 175 bps and terminal growth rate increase to 2.0%).

 

Other estimates

Provisions - industrial diseases

The Group has a potential liability for industrial diseases claims relating to
individuals who were employed in the General Post Office Telecommunications
division and whose employment ceased prior to October 1981.

There is considerable uncertainty associated with estimating the future
reporting of latent disease claims, over future decades. Consistent with the
approach last year, our external actuarial consultant has leveraged the
updated scenarios provided by the Institute and Faculty of Actuaries (UK
Asbestos Working Party (AWP)). The AWP's model was released in late 2021.

The provision requires estimates to be made of the likely volume and cost of
future claims, as well as the discount rate to be applied to these, and is
based on the best information available at the year-end date.

In view of the above, management has applied a consistent approach to that of
previous years and recognised a provision at 31 March 2024 between the medium
and high estimates provided by the actuarial consultant. There has been no
release of the provision in 2023-24 (2022-23: £10 million - recognised in
the income statement as an operating specific item). Movement in the
provision has been mainly driven by the settlement of claims, resulting in a
closing balance at 31 March 2024 of £39 million (2022-23: £44 million) (see
Notes 4 and 9).

A 50 bps decrease to the 4.39% discount rate used at 31 March 2024 would
result in a £2 million increase in the overall provision. Any income
statement movements arising from a change in accounting estimate are
recognised as an operating specific item, subject to the Group's materiality
threshold for such items.

2.      Segment information

The Group's operating segments are based on geographic business units whose
primary services and products relate to the delivery of parcels and letters.
These segments are evaluated regularly by the International Distribution
Services plc Board - the Chief Operating Decision Maker (CODM) as defined by
IFRS 8 'Operating Segments' - in deciding how to allocate resources and assess
performance.

A key measure of segment performance is operating profit before specific
items. This measure of performance is disclosed on an 'adjusted' basis, a
non-IFRS measure, excluding specific items and other adjustments (see
Alternative Performance Measures section of Financial Review). This is
consistent with how financial performance is measured internally and reported
to the CODM.

Transfer prices between segments are set at an arm's length/fair value on the
basis of charges reached through negotiation between the relevant business
units that form part of the segments.

 

 53 weeks 2024                                                                                Adjusted                   Specific items and                      Reported

other adjustments(2)
 Continuing operations                                Royal Mail        GLS                   Eliminations(1)  Adjusted  Royal Mail        GLS                   Group

                                                      (UK operations)   (Non-UK operations)   £m               Group     (UK operations)   (Non-UK operations)   £m

                                                      £m                £m                                     £m        £m                £m
 Revenue                                              7,834             4,865                 (20)             12,679    -                 -                     12,679
 People costs                                         (5,683)           (1,110)               -                (6,793)   41                -                     (6,752)
 Non-people costs                                     (2,499)           (3,435)               20               (5,914)   121               -                     (5,793)
 Profit on disposal of property, plant and equipment  -                 -                     -                -         14                1                     15
 Operating (loss)/profit before specific items        (348)             320                   -                (28)      176               1                     149
 Operating specific items                             -                 -                     -                -         (82)              (41)                  (123)
 Operating (loss)/profit                              (348)             320                   -                (28)      94                (40)                  26
 Finance costs                                        (81)              (32)                  15               (98)      -                 -                     (98)
 Finance income                                       57                9                     (15)             51        -                 -                     51
 Net pension interest                                 -                 -                     -                -         135               -                     135

(non-operating specific item)
 (Loss)/profit before tax                             (372)             297                   -                (75)      229               (40)                  114
 Tax credit/(charge)                                  8                 (73)                  -                (65)      -                 5                     (60)
 (Loss)/profit after tax                              (364)             224                   -                (140)     229               (35)                  54

 

 52 weeks 2023                                                                                   Adjusted                   Specific items and                      Reported

other adjustments(2)
 Continuing operations                                   Royal Mail        GLS                   Eliminations(1)  Adjusted  Royal Mail        GLS                   Group

                                                         (UK operations)   (Non-UK operations)   £m               Group     (UK operations)   (Non-UK operations)   £m

                                                         £m                £m                                     £m        £m                £m
 Revenue                                                 7,411             4,650                 (17)             12,044    -                 -                     12,044
 People costs                                            (5,409)           (1,031)               -                (6,440)   (133)             -                     (6,573)
 Non-people costs                                        (2,421)           (3,271)               17               (5,675)   -                 -                     (5,675)
 Profit on disposal of property, plant and equipment(3)  -                 -                     -                -         5                 1                     6
 Operating (loss)/profit before specific items(3)        (419)             348                   -                (71)      (128)             1                     (198)
 Operating specific items                                -                 -                     -                -         (492)             (52)                  (544)
 Operating (loss)/profit                                 (419)             348                   -                (71)      (620)             (51)                  (742)
 Finance costs                                           (49)              (28)                  17               (60)      -                 -                     (60)
 Finance income                                          32                6                     (17)             21        -                 -                     21
 Net pension interest                                    -                 -                     -                -         105               -                     105

(non-operating specific item)
 (Loss)/profit before tax                                (436)             326                   -                (110)     (515)             (51)                  (676)
 Tax (charge)/credit                                     (4)               (82)                  -                (86)      (115)             4                     (197)
 (Loss)/profit after tax                                 (440)             244                   -                (196)     (630)             (47)                  (873)

 

1.         Revenue and non-people costs eliminations relate to
intragroup trading between Royal Mail and GLS, due to Parcelforce Worldwide
being GLS' partner in the UK. Finance costs/income eliminations relate to
intragroup loans between Royal Mail and GLS.

2.         See Note 4 for details of specific items and other
adjustments.

3.         Profit on disposal of property, plant and equipment has
been re-presented in the prior year within operating profit/(loss) before
specific items, previously presented as a specific item after operating
(loss)/profit (see Note 1 - changes in accounting policy and disclosures).

The depreciation and amortisation costs shown below are included within
'operating profit before specific items' in the income statement.

The non-current assets below exclude financial assets, retirement benefit
surplus and deferred tax, and are included within 'non‑current assets' on
the balance sheet.

 53 weeks 2024                                        Royal Mail        GLS (Non-UK Operations)  Eliminations(4)  Total

                                                      (UK operations)   £m                       £m               £m

                                                      £m
 Depreciation                                         (246)             (174)                    -                (420)
 Amortisation of intangible assets (mainly software)  (50)              (11)                     -                (61)

 Non-current assets                                   2,058             2,027                    -                4,085
 Total assets                                         5,989             3,189                    (187)            8,991
 Total liabilities                                    (3,983)           (1,650)                  187              (5,446)

 

 52 weeks 2023                                        Royal Mail        GLS (Non-UK Operations)  Eliminations(4)  Total

                                                      (UK operations)   £m                       £m               £m

                                                      £m
 Depreciation                                         (326)             (159)                    -                (485)
 Amortisation of intangible assets (mainly software)  (107)             (10)                     -                (117)

 Non-current assets                                   2,169             1,892                    -                4,061
 Total assets                                         6,054             2,953                    (191)            8,816
 Total liabilities                                    (3,651)           (1,554)                  191              (5,014)

4.         Eliminations in respect of total assets relate to
intragroup balances between Royal Mail and GLS.

The Company is domiciled in the UK. The split of revenue from external
customers and non-current assets (excluding financial assets, retirement
benefit surplus and deferred tax) between the UK and GLS' presence in
Continental Europe and North America is shown below.

 53 weeks 2024       UK     Continental Europe  North     Eliminations(5)  Total

                     £m     £m                  America   £m               £m

                                                £m
 Revenue             7,834  4,315               550       (20)             12,679
 Non-current assets  2,058  1,551               476       -                4,085

 

 52 weeks 2023       UK     Continental Europe  North     Eliminations(5)  Total

                     £m     £m                  America   £m               £m

                                                £m
 Revenue             7,411  4,043               607       (17)             12,044
 Non-current assets  2,169  1,379               513       -                4,061

5.         Eliminations in respect of revenue and non-current assets
relate to intragroup balances between Royal Mail and GLS.

3.      People information

                                                                             53 weeks  52 weeks

                                                                             2024      2023

                                                                             £m        £m
 Wages and salaries                                                          (5,770)   (5,359)
 Royal Mail(1)                                                               (4,785)   (4,437)
 GLS                                                                         (985)     (922)
 Pensions (see Note 8)                                                       (416)     (692)
 UK defined benefit plans (including administration costs)                   (82)      (385)
 UK defined contribution plan                                                (135)     (124)
 UK defined benefit and defined contribution plans' Pension Salary Exchange  (188)     (174)
 employer contributions
 GLS pension costs accounted for on a defined contribution basis             (11)      (9)

 

 

 Social security                                                               (566)    (522)
 Royal Mail                                                                    (452)    (422)
 GLS                                                                           (114)    (100)
 Total people costs                                                            (6,752)  (6,573)
 1.         People costs include £12 million (2022-23: £47 million)
 charged in respect of voluntary redundancies in Royal Mail.

 Defined benefit pension plan rates:
 Income statement - DBCBS                                                      14.8%    22.9%
 Cash flow - DBCBS                                                             15.6%    15.6%
 Defined contribution pension plan average rate:
 Income statement and cash flow²                                               9.2%     8.9%

 

2.         Employer contribution rates are 4% for employees in the
entry level category and 10% for the majority of those employees in the
standard level category

 

People numbers

The number of people employed (including Directors), expressed as both
full-time equivalents and headcount, during the reporting year was as follows:

             Full-time equivalents(3)                  Headcount(4)
             Year end                 Average             Year end          Average
             53 weeks  52 weeks  53 weeks   52 weeks   53 weeks  52 weeks  53 weeks  52 weeks

             2024      2023      2024       2023       2024      2023      2024      2023
 Royal Mail  138,905   143,553   143,848    147,593    130,031   130,393   128,316   136,390
 GLS         22,075    21,776    22,355     21,571     23,521    22,399    23,336    22,440
 Total       160,980   165,329   166,203    169,164    153,552   152,792   151,652   158,830

 

3.         These people numbers relate to the total number of paid
hours (including part-time, full-time and agency hours) divided by the number
of standard full-time working hours in the same year.

4.         These people numbers represent permanent employees.

Directors' remuneration

                                                                         53 weeks  52 weeks

                                                                         2024      2023

                                                                         £'000     £'000
 Directors' remuneration(5)                                              (3,500)   (3,463)
 Amounts earned under long-term incentive plans                          -         (364)
 Number of Directors accruing benefits under defined contribution plans  -         1

5.                     These amounts include any cash
supplements received in lieu of pension. Details of the pension contributions
and the highest-paid Director are included in the single figure table of the
Directors' Remuneration Report in the Annual Report and Financial Statements
2023-24.

 

 

4.      Adjustments and specific items

The following adjustments and specific items are relevant in explaining the
difference between reported and adjusted operating profit/(loss).

 Adjustments to reported operating profit/(loss):              53 weeks  52 weeks

                                                               2024      2023

                                                               £m        £m
 Pension charge adjustment                                     41        (133)
 Depreciation/amortisation adjustment for impaired assets      121       -
 Profit on disposal of property, plant and equipment           15        6
 Total adjustments to operating profit/(loss)                  177       (127)
 Operating specific items:
 Regulatory and legal charges                                  (57)      (33)
 GLS amortisation of intangible assets in acquisitions         (21)      (19)
 Impairment of Royal Mail excluding Parcelforce Worldwide CGU  (48)      (539)
 Damages award                                                 -         35
 Legacy/other items                                            3         12
 Total operating specific items                                (123)     (544)
 Non-operating specific items:
 Net pension interest                                          135       105
 Total specific items                                          12        (439)
 Tax credit/(charge) on adjustments and specific items         5         (111)

Adjustments to reported operating profit/(loss)

The pension charge adjustment of £41 million comprises:

·      £130 million credit (2022-23: £nil) in relation to a refund of
cash held in escrow by the Trustee of the Royal Mail Pension Plan ('RMPP').
This was subsequently used to provide a one-off payment to UK employees
following ratification of the Business Recovery, Transformation and Growth
Agreement;

·      £1 million credit (2022-23: £133 million credit) relating to
the difference between the IAS 19 income statement pension charge rate of
14.8% (2022-23: 22.9%) for the Defined Benefit Cash Balance Section ('DBCBS')
and the cash funding contribution rate agreed with the Trustee of 15.6%
(2022-23 15.6%); and

·      £172 million charge (2022-23: £nil) relating to a change to the
assumed rate of annual increases applied to the DBCBS (previously a specific
constructive obligation of CPI+2% now considered to be a non-specific
obligation of CPI+1.2%) as at 31 March 2024. This change has been recognised
as a past service credit in the income statement in line with IAS 19.

In the prior year a £539 million impairment charge was recognised to write
down the value of the Royal Mail excluding Parcelforce Worldwide CGU. This
resulted in a lower depreciation/amortisation charge in the current year in
infrastructure costs. An adjustment of £121 million has been made to the
reported results to reflect the depreciation/amortisation on a
pre‑impairment basis in line with how management reviews the underlying
performance of the business.

The profit on disposal of property, plant and equipment mainly comprises £12
million relating to the sale of the Nine Elms, London site.

Specific items

Regulatory and legal charges of £57 million represent the best estimate of
costs to settle present obligations for Royal Mail and GLS, in relation to
regulated quality of service in the UK, legal claims and tax-related disputes
in GLS Italy. In the prior year £33 million was in respect of a GLS Italy
VAT settlement.

In the year the Royal Mail excluding Parcelforce Worldwide CGU was impaired
by £48 million (2022-23: £539 million). In assessing whether the CGU was
impaired, the carrying value of the CGU of £1,925 million (2022-23: £1,439
million) was compared to its recoverable amount, using the higher of a value
in use (VIU), or fair value less cost to dispose (FVLCD) methodology. The VIU
methodology would have resulted in a significant further impairment
(consistent with the prior year), while the FVLCD methodology resulted in an
impairment charge of £48 million. Further details of the
calculations involved are provided in Note 1.

The £35 million damages award in the prior year related to a claim by Royal
Mail against DAF Trucks Ltd ('DAF') in December 2016 in respect of vehicles
sold to Royal Mail between 1997 and 2011.

Legacy/other items comprise a £10 million credit (2022-23: £nil) for
court-awarded compensation resulting from the recovery of assets (£1 million
received, £9 million receivable), following an investigation in 2016 and 2017
into an under declaration of mail fraud (see Note 10), mainly offset by £5
million specific intangible asset write-offs. The prior year credit of £12
million largely comprised a £10 million release of the industrial diseases
provision.

The cash cost of operating specific items was an outflow of £11 million
(2022-23: £53 million outflow) consisting mainly of the Ofcom regulatory
fine payment of £6 million and Industrial Diseases claims of £6 million,
offset by a £1 million receipt of court awarded compensation. The prior year
consisted mainly of Ofcom regulatory fine payment of £52 million, Industrial
Diseases claims of £3 million, £33 million relating to GLS settlement of VAT
adjustments in Italy covering 2016-2021 and a £35 million receipt of damages
awarded following settlement of a court case.

The tax credit of £5 million (2022-23: £111 million charge) consists mainly
of a credit in relation to the GLS amortisation of intangible assets in
acquisitions. The prior year charge consists of £115 million charge in
relation to the derecognition of the UK net deferred tax asset and a net
credit of £4 million in relation to the tax effect of certain specific items
and the pension charge adjustment.

5.      Taxation

                                                                               53 weeks  52 weeks

                                                                               2024      2023

                                                                               £m        £m
 Tax charged in the income statement
 Current income tax:
 Current UK income tax charge                                                  -         -
 Foreign tax                                                                   (71)      (81)
 Current income tax charge                                                     (71)      (81)
 Amounts over-provided in previous years                                       8         8
 Total current income tax charge                                               (63)      (73)
 Deferred income tax:
 De-recognition of deferred tax asset                                          (1)       (115)
 Relating to origination and reversal of temporary differences                 3         5
 Amounts over/(under)-provided in previous years                               1         (14)
 Total deferred income tax credit/(charge)                                     3         (124)
 Tax charge in the consolidated income statement                               (60)      (197)
 Tax credited to other comprehensive income
 Deferred tax:
 Tax credit in relation to remeasurement gains of the defined benefit pension  -         6
 schemes
 Tax credit on revaluation of cash flow hedges                                 -         18
 Total deferred income tax credit                                              -         24
 Total tax credit in the consolidated statement of other comprehensive income  -         24

Tax recognised directly in equity:

In addition to the amount (charged)/credited to the income statement and other
comprehensive income, the following amount relating to tax has been recognised
directly in equity:

                                                                            53 weeks  52 weeks

                                                                            2024      2023

                                                                            £m        £m
 Deferred tax:
 Change in estimated excess tax deductions related to share-based payments  -         (1)
 Total deferred income tax charge recognised directly in equity             -         (1)

Reconciliation of the total tax charge

A reconciliation of the tax charge in the income statement and the UK rate of
corporation tax applied to accounting profit for the 53 weeks ended 31 March
2024 and 52 weeks ended 26 March 2023 is shown below. The reconciliation is
prepared using the UK corporation tax rate, as the Group is listed on the UK
stock exchange and the UK is the main country in which the Group trades.

                                                                                53 weeks  52 weeks

                                                                                2024      2023

                                                                                £m        £m
 Profit/(loss) before tax                                                       114       (676)
 At UK statutory rate of corporation tax of 25% (2022-23: 19%)                  (29)      128
 Effect of different tax rates on non-UK profits and losses                     9         (7)
 Tax over/(under)-provided in previous years                                    9         (6)
 Non-deductible expenses                                                        (7)       (2)
 Regulatory and legal charges                                                   (11)      (9)
 Tax reliefs and incentives                                                     9         5
 Tax effect of property disposals                                               3         1
 Tax effect of closure of RMPP to future accrual                                (2)       (2)
 Net pension interest credit                                                    36        22
 De-recognition of brought forward deferred tax assets                          (1)       (115)
 Net increase in tax charge resulting from non-recognition of certain deferred  (76)      (219)
 tax assets and liabilities
 Super-deduction enhanced capital allowances                                    -         7
 Tax charge in the consolidated income statement                                (60)      (197)

Deferred tax

 Deferred tax by balance sheet category                     At 27 March  Credited/   Acquisition of subsidiaries  Exchange rate movement  Jurisdictional    At 31 March

 53 weeks 2024                                              2023         (charged)   £m                           £m                      right of offset   2024

                                                            £m           to income                                                        £m                £m

                                                                         statement

                                                                         £m
 Liabilities
 Accelerated capital allowances                             (29)         1           -                            -                       -                 (28)
 Right of use assets                                        (113)        (22)        -                            4                       -                 (131)
 Intangible assets                                          (55)         4           (4)                          2                       -                 (53)
                                                            (197)        (17)        (4)                          6                       -                 (212)
 Jurisdictional right of offset                             142          -           -                            -                       19                161
 Deferred tax liabilities                                   (55)         (17)        (4)                          6                       19                (51)
 Assets
 Deferred capital allowances                                1            -           -                            -                       -                 1
 Lease liabilities                                          116          22          _                            (4)                     -                 134
 Provisions and other                                       15           1           -                            -                       -                 16
 Losses available for offset against future taxable income  20           (3)         -                            -                       -                 17
                                                            152          20          -                            (4)                     -                 168
 Jurisdictional right of offset                             (142)        -           -                            -                       (19)              (161)
 Deferred tax assets                                        10           20          -                            (4)                     (19)              7
 Net deferred tax (liability)/asset                         (45)         3           (4)                          2                       -                 (44)

 

 Deferred tax by balance sheet category 52 weeks 2023¹      At         Credited/      Credited        Charged     Acquisition of  Exchange rate  Jurisdictional    At

                                                            28 March   (charged) to   to other        directly    subsidiaries    movement       right of offset   26 March

                                                            2022       income         comprehensive   in equity   £m              £m             £m                2023

                                                            £m         statement      income          £m                                                           £m

                                                                       £m             £m
 Liabilities
 Accelerated capital allowances                             (34)       5              -               -           -               -              -                 (29)
 Right of use assets                                        (98)       (9)            -               -           -               (6)            -                 (113)
 Intangible assets                                          (51)       3              -               -           (5)             (2)            -                 (55)
 Hedging derivative temporary differences                   (18)       -              18              -           -               -              -                 -
                                                            (201)      (1)            18              -           (5)             (8)            -                 (197)
 Jurisdictional right of offset                             147        -              -               -           -               -              (5)               142
 Deferred tax liabilities                                   (54)       (1)            18              -           (5)             (8)            (5)               (55)
 Assets
 Deferred capital allowances                                1          -              -               -           -               -              -                 1
 Lease liabilities                                          100        10             -               -           -               6              -                 116
 Pensions temporary differences                             100        (106)          6               -           -               -              -                 -
 Provisions and other                                       25         (11)           -               -           -               1              -                 15
 Employee share schemes                                     2          (1)            -               (1)         -               -              -                 -
 Losses available for offset against future taxable income  34         (14)           -               -           -               -              -                 20
 R&D expenditure credit                                     1          (1)            -               -           -               -              -                 -
                                                            263        (123)          6               (1)         -               7              -                 152
 Jurisdictional right of offset                             (147)      -              -               -           -               -              5                 (142)
 Deferred tax assets                                        116        (123)          6               (1)         -               7              5                 10
 Net deferred tax asset/(liability)                         62         (124)          24              (1)         (5)             (1)            -                 (45)

1.         Re-presented due to the impact of applying the IAS 12
amendment

Deferred tax assets and liabilities are offset within the same jurisdiction
where the Group has a legally enforceable right to do so. Below is an analysis
of the deferred tax balances (after offset) for balance sheet presentation
purposes.

 Deferred tax - balance sheet presentation  At         At

                                            31 March   26 March

                                            2024       2023

                                            £m         £m
 Liabilities
 GLS group                                  (51)       (55)
 Deferred tax liabilities                   (51)       (55)
 Assets
 GLS group                                  7          10
 Deferred tax assets                        7          10
 Net deferred tax liability                 (44)       (45)

GLS has deferred tax assets and liabilities in various jurisdictions which
cannot be offset against one another. The main elements of the liability
relate to goodwill and intangible assets in GLS Germany, for which the Group
has already taken tax deductions, and fixed assets and intangible assets in
relation to acquisitions in Canada.

Unrecognised temporary differences

The Group assesses the recoverability of deferred tax assets at each reporting
date. In order to recognise a deferred tax asset, it must be probable that
future taxable profits will be available against which the deductible
temporary differences and unused tax losses can be utilised. IAS 12 does not
define a time period over which an assessment of expected taxable profits
should be made, although it is acknowledged that reliability decreases the
further out into the future the forecast extends. Whilst the Board-approved
Business Plan covers five years, the normal planning cycle for Royal Mail is
three years. Taxable profits have been calculated based on the Board-approved
Business Plan and whilst for the next three years this shows taxable profits,
there are negligible taxable profits in the early years. Therefore, there
remains sufficient uncertainty that future taxable profits will be generated.
As a result, management continues to not recognise any deferred tax asset in
respect of the Royal Mail tax losses or other temporary differences.

At 31 March 2024, the Group had the following unrecognised tax losses and
temporary differences:

                                                            At 31 March 2024         At 26 March 2023

                                                            £m                       £m
                                                            Unused        Tax value  Unused        Tax value

                                                            losses and               losses and

                                                            deductible               deductible

                                                            temporary                temporary

                                                            differences              differences
 Royal Mail
 Losses available for offset against future taxable income  1,178         294        691           173
 Deferred capital allowances                                198           49         308           77
 Pensions temporary differences                             76            19         159           40
 Provisions and other                                       35            9          29            7
 GLS
 Losses available for offset against future taxable income  238           56         224           54
 Provisions and other                                       65            18         58            16
                                                            1,790         445        1,469         367

The Group has not recognised these deferred tax assets on the basis that there
is not sufficient certainty of its capacity to utilise them in the future. The
Royal Mail and GLS losses available for offset against future taxable income
have no expiry date.

The Group also has temporary differences of £188 million (2022-23: £174
million) in respect of capital losses, the tax effect of which is £47 million
(2022-23: £44 million) in respect of assets previously qualifying for
industrial buildings allowances, that would arise if the assets were sold at
net book value. These losses have no expiry date. Further temporary
differences exist in relation to £420 million (2022-23: £419 million) of
gains for which rollover relief has been claimed, the tax effect of which is
£105 million (2022-23: £105 million). No tax liability would be expected to
crystallise on the basis that, were the assets (into which the gains have
been rolled over) to be sold at their residual values, no capital gain would
arise.

Unremitted earnings

There are also temporary differences of £1,538 million (2022-23: £1,399
million) in relation to unremitted earnings of subsidiaries. No deferred tax
liability has been recognised as the Group is able to control the timing and
reversal of the temporary differences and it is probable that the differences
will not reverse in the foreseeable future.

Tax developments

The Group has been monitoring developments in relation to the OECD's work on
the Pillar two (Global Minimum Tax) rules. Finance (No.2) Act 2023 was
substantively enacted in the UK during the year, which introduced the global
minimum tax rules for accounting periods beginning on or after 31 December
2023. The Group expects to be subject to the Pillar two rules. However, based
on early analysis, it expects that most jurisdictions in which it operates
will benefit from a transitional safe harbour. For those jurisdictions that do
not meet the conditions of the safe harbour it is probable that the top-up tax
would not be material.

6.      Earnings per share

                                                     53 weeks 2024                         52 weeks 2023
                                                     Reported  Specific          Adjusted  Reported  Specific          Adjusted

items and other
items and other

                                                               adjustments(1)                        adjustments(1)
 Profit/(loss) for the year (£ million)              54        194               (140)     (873)     (677)             (196)
 Weighted average number of shares issued (million)  957       n/a               957       956       n/a               956
 Basic earnings per share (pence)                    5.6       n/a               (14.6)    (91.3)    n/a               (20.5)
 Diluted earnings per share (pence)                  5.6       n/a               (14.6)    (91.3)    n/a               (20.5)

1.          Further details of specific items and other adjustments
can be seen in Note 4.

The diluted earnings per share for the year ended 31 March 2024 was based on a
weighted average number of shares of 963,094,508 to take account of the
potential issue of 499,573 ordinary shares resulting from the Deferred Share
Bonus Plans and 5,508,097 ordinary shares resulting from the long-term
incentive plans.

The 1,206,638 (2022-23: 263,566) shares held in an Employee Benefit Trust for
the settlement of options and awards to current and former employees are
treated as treasury shares for accounting purposes. The Company, however, does
not hold any shares in treasury.

7.      Dividends

 Dividends on ordinary shares  53 weeks    52 weeks    53 weeks  52 weeks

                               2024        2023        2024      2023

                               pence       pence        £m       £m

                               per share   per share
 Final dividend paid           -           13.3        -         127
 Total dividends paid          -           13.3        -         127

As previously indicated at the Group's half year results, the Board has
proposed a final dividend payment of 2 pence per share in respect of 2023-24,
funded by GLS. This final dividend payment is subject to shareholders approval
at the Annual General Meeting scheduled to take place on 25 September 2024.
The dividend will be paid on 30 September 2024 to shareholders on the register
at 23 August 2024. The Board is also proposing a special dividend of 8 pence
per share, conditional upon completion of the transaction with EP Group.

Some shares are held by the Trustee of the Royal Mail Share Incentive Plan on
behalf of the Company to satisfy future share awards. The Trustee does not
receive any dividends on the shares it holds, hence the value of dividends
paid being lower than the number of shares in issue multiplied by the pence
per share.

8.      Retirement benefit plans

Summary pension information

                                                                             53 weeks  52 weeks

                                                                              2024      2023

                                                                              £m       £m
 Ongoing UK pension service costs
 UK defined benefit plans (including administration costs)(1)                (254)     (385)
 Past service credit(2)                                                      172       -
 UK defined contribution plan                                                (135)     (124)
 UK defined benefit and defined contribution plans' Pension Salary Exchange  (188)     (174)
 employer contributions(3)
 Total UK ongoing pension service costs                                      (405)     (683)
 GLS pension costs accounted for on a defined contribution basis             (11)      (9)
 Total Group ongoing pension service costs                                   (416)     (692)
 Cash pension service costs(4)
 UK defined benefit plan's employer contributions(5)                         (212)     (252)
 Defined contribution plans' employer contributions                          (146)     (133)
 UK defined benefit and defined contribution plans' Pension Salary Exchange  (180)     (174)
 employer contributions
 Total Group cash flows relating to ongoing pension service costs            (538)     (559)
 Pension-related accruals/escrow payments (timing difference)(6)             (49)      -
 Pension charge adjustment excluding pension escrow release(7)               171       (133)

 

                                    At 31 March  At 26 March

                                    2024          2023

                                    '000         '000
 UK pension plans - active members
 UK defined benefit plan            59           65
 UK defined contribution plan       57           57
 Total                              116          122

1.      These pension service costs are charged to the income statement.
They represent the cost (as a percentage of pensionable payroll - 14.8%
(2022-23: 22.9%)) of the increase in the defined benefit obligation due to
members earning one more year's worth of pension benefits. They are calculated
in accordance with IAS 19 and are based on market yields (high-quality
corporate bonds and inflation) at the beginning of the reporting year. Also
included are pensions administration costs for the RMPP of £9 million
(2022-23: £11 million) and the DBCBS of £4 million (2022-23: £5 million).

2.      During the year the constructive obligation to award annual
increases to DBCBS members was revised from CPI plus 2% to CPI plus 1.2%,
resulting in the recognition of a past service credit of £172 million (see
Note 1 for more details). The Group adjusted profit/(loss) includes an
adjustment to offset the impact of this £172 million credit in reported
operating profit/(loss) (see Note 4).

3.      Eligible employees who are enrolled into PSE opt out of making
employee contributions to their pension and the Group makes additional
contributions in return for a reduction in basic pay.

4.      These values exclude the impact of any timing differences in
pension payments and represent the equivalent cash costs of the amounts
charged to the income statement in the period.

5.      The employer contribution cash flow rate of 15.6% is paid in
respect of the DBCBS (2022-23: 15.6%). These contribution rates are fixed,
with actuarial funding valuations carried out every three years to determine
whether additional deficit contributions are required. These actuarial
valuations are required to be carried out on assumptions determined by the
Trustee and agreed by Royal Mail. The most recent triennial valuation at 31
March 2021 was completed in May 2022 and no additional contributions were
required. Also, the 2023-24 figures do not include £41 million relating to
February and March 2024 contributions that were paid to the pensions escrow
account (see footnote 4 for further details).

6.      This relates to contributions of £19 million that were made into
the pensions escrow account for February 2024 and a timing difference of a
further £22 million into the escrow account for March 2024 and £8 million
employer PSE contributions which were both paid in April 2024.

7.      Excludes £130 million (2022-23: £nil) adjustment in relation to
the release of pension escrow (see Note 4 for further details).

In the year, the Group operated the following plans:

UK defined contribution plan

Royal Mail Group Limited, the Group's main UK operating subsidiary, operates
the Royal Mail Defined Contribution Plan (RMDCP). This plan was launched in
April 2009 and is open to employees who joined the Group from 31 March 2008,
following closure of the RMPP to new members.

UK defined benefit plans

Royal Mail Pension Plan (RMPP)(8) and Defined Benefit Cash Balance Section
(DBCBS)

The legacy section of the RMPP closed to future accrual in its previous form
from 31 March 2018, and was replaced in 2018 by a new section of the scheme,
the DBCBS.

The legacy RMPP includes sections A, B and C, each with different terms and
conditions.

 

                                                         Section A                                 Section B                                                                    Section C
 Joining date for members (or beneficiaries of members)  Before 1 December 1971                    On or after 1 December 1971 and before 1 April 1987                          On or after 1 April 1987 and before 1 April 2008

                                                                                                   or

                                                                                                   for members of Section A who chose to receive Section B benefits.
 Terms                                                   Pension of 1/80th of pensionable salary plus a tax-free lump sum of 3/80ths of                                         Pension of 1/60th of pensionable salary for each year of pensionable service,
                                                         pensionable salary for each year of pensionable service, until 31 March 2018.                                          until 31 March 2018.
                                                                                                   Members wishing to take a tax-free lump sum on retirement do so in exchange
                                                                                                   for a reduced pension.

8.      Any references to the RMPP relate to the scheme's defined pension
liabilities built up to 31 March 2018. From 1 April 2018 members began
building up DBCBS benefits.

 

The DBCBS has been in place since 1 April 2018, when the RMPP closed. This is
a transitional arrangement until the proposed Royal Mail Collective Pension
Plan (RMCPP) commences.

DBCBS members build up a guaranteed lump sum benefit of 19.6% of their
pensionable pay each year. Although there are no guaranteed increases to this
lump sum, the aim is to provide above inflation increases and the Trustee
invests the scheme assets accordingly. If the value of the DBCBS assets were
to fall below the value of the members' guaranteed lump sum benefits, then no
increases would be awarded until the asset values had recovered. The Group
would be obligated to make the necessary contributions to ensure that members
received at least the guaranteed lump sum amount. From an assessment of
announcements and internal communications made to members of the scheme to
date and taking into account the increases granted to date, management is
however of the view that there is a requirement to recognise a constructive
obligation to provide an increase to the lump sum for accounting purposes. The
increase awarded from 1 April 2024 is CPI (at 6.7%) plus 0%. The liabilities
of the scheme have been calculated assuming future increases of CPI plus 1.2%,
although the nature of the scheme means that actual increases could be lower
or higher than this amount.

The Group signed an updated Schedule of Contributions on 13 March 2024. This
covers a period of five years from the date of certification of the schedule,
i.e. until May 2029. In accordance with this schedule, the Group is required
to make payments totalling 15.6% of pensionable payroll in respect of DBCBS.
Contributions are payable in respect of periods prior to 1 February 2024 or
after 30 June 2024. In the period between these two dates, employer
contributions are paid instead into the RMPP Escrow per an agreement with the
Pension Trustee. These contributions are not considered to be Plan assets as
the Trustee does not have control over the assets. This balance is included
within non-current assets.

Pensions governance and management

Royal Mail Pensions Trustees Limited acts as the corporate Trustee to the
Royal Mail Pension Plan (comprising the RMPP and DBCB Sections). There are
currently eight Trustee Directors who sit on the Trustee Board. There is one
vacancy for an employer-nominated Trustee Director. The Trustee Board is
supported by an executive team of pension management professionals. They
provide day-to-day Plan management, advise the Trustee Board on its
responsibilities and ensure that decisions are fully implemented.

The Trustee Board is responsible for:

 Monitoring the covenant of the participating employers  To help protect benefits, the Trustee Board monitors the financial strength of
                                                         the participating employers.
 Investing contributions                                 The Trustee Board invests the member and employer contributions in a mix of
                                                         equities, bonds, property and other investments including derivatives. It
                                                         holds the contributions and investments on behalf of the members.
 Keeping members informed                                The Trustee Board sends active members an annual benefit illustration together
                                                         with a summary of the RMPP's annual report and accounts.
 Acting in the best interests of all RMPP beneficiaries  The Trustee Board must pay all benefits as they fall due under the Trust Deed
                                                         and Rules.

Royal Mail Senior Executives Pension Plan (RMSEPP)

This scheme for executives closed in December 2012 to future accrual;
therefore, the Group makes no regular future service contributions.

In September 2018 an insurance policy was purchased in respect of all
remaining pensioners and deferred members, following which it was decided to
proceed to buy out and wind-up the plan.

The buy-out of this scheme was completed in June 2022, with the bulk annuity
policies being exchanged for individual policies between the insurers and all
remaining members. All of the Group's obligations under the plan have now been
fully extinguished and the Group has therefore de-recognised all liabilities
under the scheme as well as the corresponding assets that had previously
represented the value of the bulk of annuity policies.

The Group's obligations under the RMSEPP have now been fully extinguished and
the Plan was wound up in April 2024. The residual assets were returned to the
Group after the remaining closure expenses and the deduction of withholding
tax.

Unfunded pension

A liability of £1 million (2022-23: £1 million) has been recognised for
future payment of pension benefits to a past Director.

Accounting and actuarial funding surplus position (RMPP, RMSEPP and DBCBS)

In addition to the accounting valuations calculated in accordance with IAS 19,
actuarial funding valuations are carried out every three years by actuaries
commissioned by the Trustee for the purposes of calculating contributions and
funding requirements. For the RMPP, the main difference between the accounting
and actuarial funding valuations is that different rates are used to discount
the projected scheme liabilities. The accounting valuation uses yields on
high-quality corporate bonds and the actuarial funding valuation uses gilt
yields. As the accounting discount rate is higher than the actuarial funding
discount rate, this leads to a lower computed liability.

The difference between the funding and accounting valuations for the DBCBS
arises from the different financial assumptions used for the calculations of
each, in particular the discount rates used and the assumptions for
discretionary increases to the lump sum benefits. The discount rate used for
funding purposes is higher than that used for accounting purposes. In
addition, as described above, under IAS 19, the Group recognises a
constructive obligation in respect of future increases to benefits until
retirement, currently CPI plus 1.2% (refer to Note 1), for accounting
purposes; however, for funding purposes the increases are set based on the
level of the available assets. This results in the accounting liabilities for
the DBCBS being higher than the funding liabilities.

The updated triennial valuation for RMPP and the first triennial valuation for
the DBCBS at 31 March 2021 were approved in May 2022. Since the liabilities
under the RMSEPP scheme have now been fully bought out, the Trustee did not
carry out a full triennial valuation at 31 March 2021. The estimated funding
positions for the RMPP and DBCBS are shown below.

                    RMPP                                                                            DBCBS
 Date of valuation  31 March 2021 (agreed on 17 May 2022)                                           The first full valuation was performed as at 31 March 2021 and was agreed on
                                                                                                    17 May 2022.
 Valuation          The triennial valuation was calculated on a self sufficiency basis. The         An estimated funding position at 31 March 2024 has been calculated based on
                    surplus calculated for the purposes of the March 2021 triennial valuation was   the assumption that the funding surplus is equal to the amount held in respect
                    £661 million. Based on a set of assumptions which form the basis for the        of the risk reserve. Under this method, the DBCBS actuarial surplus was
                    March 2021 valuation and then rolled forward, the actuarial surplus at 31       estimated to be around £47 million at 31 March 2024.
                    March 2024 was estimated to be around £1,025 million.

Below is a summary of the combined plans' assets and liabilities on an
accounting (IAS 19) basis.

                                                           DBCBS                 RMPP                  RMSEPP
                                                           At         At         At         At         At         At

                                                           31 March   26 March   31 March   26 March   31 March   26 March

                                                           2024       2023       2024       2023       2024       2023

                                                           £m         £m         £m         £m         £m         £m
 Fair value of plans' assets (11(b) below)                 1,903      1,652      6,983      7,604      7          8
 Present value of plans' liabilities(9)                    (1,963)    (1,797)    (4,521)    (4,601)    -          -
 (Deficit)/surplus in plans (pre-withholding tax payable)  (60)       (145)      2,462      3,003      7          8
 Withholding tax payable(10)                               n/a        n/a        (616)      (1,051)    (2)        (3)
 (Deficit)/surplus in plans                                (60)       (145)      1,846      1,952      5          5

9.      The 2024 DBCBS liabilities have been reduced by a one-off past
service credit of £172 million which has arisen from the change in
constructive obligation.

10.    Any reference to a withholding tax adjustment relates to withholding
tax payable on distribution of a pension surplus. Withholding tax was 35% in
the prior year and has changed to 25% in the current year.

Having taken legal advice with regard to the rights of the Group under the
Trust deeds and rules, the Directors believe there is an obligation to
recognise a pension surplus for the RMPP on an accounting basis. The surplus
on an accounting basis will be different to the scheme's funding position.
Under IAS 19 and IFRIC 14, it must recognise the economic benefit it considers
to arise from either a reduction to its future contributions or a refund of
the surplus at some point in the future, using current long-term accounting
assumptions at the reporting date. This is a technical adjustment made on an
accounting basis only.

This surplus is presented on the balance sheet net of a withholding tax
adjustment of £616 million (at 26 March 2023: £1,051 million) in respect of
the RMPP, which represents the tax that would be withheld on the surplus
amount. Any actuarial surplus will remain in the RMPP for the benefit of
members until the point at which all benefits have been paid out or secured.

Under the terms of the DBCBS, any surplus would be awarded to members and
therefore if this section was found to be in surplus the defined benefit
liabilities would increase to equal the asset value under IAS 19.

Guaranteed Minimum Pensions

Pension schemes are now under an obligation to address the issue of unequal
Guaranteed Minimum Pensions (GMPs). The transfer of RMPP's historical pension
liabilities to HM Government in 2012, in accordance with the Postal Services
Act 2011, included all of the RMPP's accrued GMP liabilities for members. The
requirement to remove the inequality in former RMPP benefits deriving from
GMPs for those members therefore rests with HM Government. Following the
decision by the High Court in Lloyds Banking Group Pensions Trustees Limited
versus Lloyds Bank plc (2020), however, which determined that schemes are also
obliged to equalise GMPs by topping up payments for any past members who have
transferred out of a scheme since May 1990, the Trustee sought legal advice as
to whether this decision also applies in the case when liabilities were
transferred to another scheme before April 2012. The Trustee considers that
the Lloyds judgment is likely to give rise to a residual liability for
statutory transfers out which included GMP benefits between May 1990 and March
2012 and expects that this will require top-up payments to be made for
affected former members. The Trustee is still reviewing historic data to
calculate the exact expected impact, which will take some time to complete,
but the Group's Corporate Actuary provisionally estimated the cost to be
c.£6 million, based on historic values of transfers out of the scheme. This
was charged to the income statement in the year ended 27 March 2022 as a past
service cost. This cost will be funded from the RMPP assets and no additional
employer contributions are expected to be required.

All GMP liabilities relating to RMSEPP members (both past and present) have
now been settled and, following the transfer of the liabilities under this
Scheme to insurers, its liabilities have been extinguished.

Virgin Media Case

The Group is aware of the 2023 high court case that considered the validity of
deeds where no Section 37 certificate (confirming that the minimum level of
benefits had not been breached) was attached to the deed; and further
understands that the case is being appealed with judgment expected in June
2024. The RMPP Trustees are of the view that the liabilities prior to 2012
have been discharged and the important rules changes since 2012 occurred in
2017 and 2018. Given that the ruling relates to contracted out benefits
between 1997 and 2016, it is unlikely that these changes would be affected by
the judgment. The Group will await the outcome of the appeal prior to
assessing what, if any, impact there might be on the scheme balances. The
Group considers this approach reasonable and appropriate.

The following disclosures relate to the major assumptions, sensitivities,
assets and liabilities in the RMPP, RMSEPP and DBCBS.

a) Major long-term assumptions used for accounting (IAS 19) purposes - RMPP
and DBCBS

IAS 19 assumptions will be derived separately for the legacy RMPP and DBCBS,
in particular taking into account the different weighted durations of the
future benefit payments. No assumptions have been derived for RMSEPP at 26
March 2023 and 31 March 2024 since the scheme has now been fully bought out
and the liabilities extinguished.

The major assumptions used to calculate the accounting position of the pension
plans are as follows:

                                                                                At 31 March  At 26 March

                                                                                2024         2023
 Retail Price Index (RPI) - RMPP(11,15)                                         3.2%         3.2%
 Retail Price Index (RPI) - DBCBS(11,15)                                        3.3%         3.2%
 Consumer Price Index (CPI) - RMPP(11,15)                                       2.9%         2.9%
 Consumer Price Index (CPI) - DBCBS(11,15)                                      2.9%         2.8%
 Discount rate - RMPP(11,12)
 - nominal                                                                      4.9%         4.7%
 - real (nominal less RPI)                                                      1.7%         1.5%
 Discount rate - DBCBS(13)
 - nominal                                                                      4.8%         4.7%
 - real (nominal less RPI)                                                      1.5%         1.5%
 Rate of increase in pensionable salaries(14)                                   RPI - 0.1%   RPI - 0.1%
 Rate of increase for deferred pensions - RMPP                                  CPI          CPI
 Rate of pension increases - RMPP Sections A/B                                  CPI          CPI
 Rate of pension increases - RMPP Section C(14)                                 RPI - 0.1%   RPI - 0.1%
 Rate of pension increases - DBCBS benefits                                     CPI + 1.2%   CPI + 2.0%
 Life expectancy from age 60 - for a current 40/60 year old male RMPP member    27/25 years  27/25 years
 Life expectancy from age 60 - for a current 40/60 year old female RMPP member  29/27 years  29/27 years

11.    31 March 2024 assumptions are derived for RMPP and DBCBS only since
the RMSEPP scheme was fully bought out in the year.

12.    The discount rate reflects the average duration of the RMPP benefits
of around 19 years (2022-23: 20 years). The reduction in duration is due to
the increase in the liability discount rate and rounding.

13.    The discount rate reflects the average duration of the DBCBS
benefits of 11 years (2022-23: 13 years). The pension service cost applicable
from 27 March 2023 is based on 27 March 2023 assumptions. The reduction in
duration is due to the increase in the liability discount rate and rounding.

14.    The rate of increase in salaries, and the rate of pension increase
for Section C members (who joined the RMPP on or after April 1987), is capped
at 5.0%, which results in the average long-term pension increase assumption
being 10 basis points lower than the RPI long-term assumption.

15.    This is a measure of long-term inflation expectations so while
short-term inflation expectations have increased over the period, in the
long-term, they are expected to be lower.

Mortality

As part of the actuarial valuation as at 31 March 2021, the Scheme Actuary
carried out an updated mortality experience analysis in respect of the legacy
RMPP. As a result of that analysis, the RMPP assumptions are based on the
heavy version of the latest Self-Administered Pension Scheme (SAPS) S3
mortality tables with appropriate scaling factors (96% for male pensioners and
113% for female pensioners). Future improvements for accounting purposes use
the parameters identified from that analysis but for the year end have been
based on the CMI 2022 core projections (smoothing factor 7.5 with a long-term
trend of 1.5% per annum, and weightings to experience in 2020, 2021 and 2022
of 0%, 0% and 25% respectively). The choice of the non-zero weighting to 2022
experience is driven by the fact that mortality was persistently higher for
most of 2022 when compared to 2019, which was not solely due to COVID,
suggesting that experience in 2022 may to some extent be indicative of future
mortality.

Sensitivity analysis for RMPP and DBCBS liabilities

The RMPP and DBCBS liabilities are sensitive to changes in key assumptions.
The potential impact of the largest sensitivities on the RMPP and DBCBS
liabilities is as follows:

                                                                                 At 31 March 2024                  At 26 March 2023
 Key assumption change                                                           Potential           Potential     Potential       Potential

                                                                                 increase in DBCBS   increase in   increase in     increase in

                                                                                 liabilities          RMPP          DBCBS          RMPP

                                                                                 £m                  liabilities    liabilities    liabilities

                                                                                                     £m            £m              £m
 Additional one year of life expectancy                                          -                   150           -               140
 Increase in inflation rate (both RPI and CPI simultaneously) of 0.1% per annum  20                  90            20              90
 Decrease in discount rate of 0.1% per annum                                     20                  90            20              90
 Increase in CPI assumption (assuming RPI remains constant) of 0.1% per annum    20                  20            20              20
 Increase in constructive obligation of 0.1% per annum                           20                  -             20              -
 Increase in inflation rate (both RPI and CPI simultaneously) of 0.5% per annum  100                 470           110             480
 Decrease in discount rate of 0.5% per annum                                     100                 470           100             420
 Increase in CPI assumption (assuming RPI remains constant) of 0.5% per annum    100                 110           110             110
 Increase in constructive obligation of 0.5% per annum                           100                 -             110             -

This sensitivity analysis has been determined based on a method that assesses
the impact on the defined benefit obligation, resulting from reasonable
changes in key assumptions occurring at the end of the reporting year. The
discount rate and RPI sensitivities are calculated using the mean term of the
relevant section to derive the impact of a 0.1% and 0.5% change in assumption.
For the RPI/CPI gap, the approach is the same for DBCBS, but for legacy RMPP,
the liabilities as at 31 March 2024 are considered to derive an accurate
impact in percentage terms. This percentage is then applied to the liabilities
at March 2024. This approach is unchanged from the prior year, although any
change in mean terms will impact the sensitivities. Changes inverse to those
in the table (e.g. an increase in discount rate) would have the opposite
approximate effect on liabilities.

b) RMPP, RMSEPP and DBCBS assets

                                   At 31 March 2024          At 26 March 2023
                                   Quoted  Unquoted  Total   Quoted  Unquoted  Total

                                   £m       £m        £m     £m      £m        £m
 Equities
 UK                                9       1         10      1       -         1
 Overseas                          60      8         68      17      10        27
 Bonds
 Fixed interest - UK               107     49        156     130     51        181
 - Overseas                        581     141       722     485     163       648
 Pooled investments
 Absolute return                   -       233       233     -       382       382
 Equity(16)                        60      -         60      85      -         85
 Private equity(16)                -       261       261     -       227       227
 Fixed interest                    -       35        35      172     106       278
 Private debt                      -       443       443     -       504       504
 Property                          -       79        79      -       51        51
 Liability-driven investments(17)  5,561   21        5,582   5,977   (42)      5,935
 Property (UK)                     -       468       468     -       533       533
 Cash and cash equivalents         737     124       861     422     -         422
 Other(18)                         -       93        93      -       (5)       (5)
 Derivatives                       -       (178)     (178)   -       (5)       (5)
 Total plans' assets               7,115   1,778     8,893   7,289   1,975     9,264

16.   The equity and private equity assets in 2022-23 have been re-presented
due to new information becoming available in the current year.

17.    This portfolio comprises gilt and swap contracts that are designed
to hedge the majority of the interest rate and inflation risk associated with
the plans' obligations. At 31 March 2024 it included £6,066 million (26 March
2023: £5,452 million) of index-linked gilts and £214 million (26 March 2023:
£555 million) in short-term money market funds, offset by negative fair value
investments of £641 million (26 March 2023: £758 million) in repurchase
agreements, £26 million (26 March 2023: £708 million) of bonds, £31 million
(26 March 2023: £68 million asset) in cash and similar instruments and £nil
million of swaps (26 March 2023: £90 million).

18.    At 31 March 2024, funds amounting to £92 million had been redeemed
but the cash had not yet been received and reinvested. These funds have
therefore been classified as other assets.

Included within the Group's defined benefit pension scheme assets are assets
with a fair value estimated to be £217 million that are based on
non-observable inputs at 31 March 2024. Estimates of the fair value of these
assets have been performed using the latest available statements of each of
the funds that make up this balance, updated for any subsequent cash movements
between the statement date and the year-end reporting date.

There were no open equity futures or options derivatives within this portfolio
at 31 March 2024 (2022-23: £nil). £6.1 billion (2022-23: £5.4 billion) of
HM Government bonds are primarily included in the liability-driven investments
balance above. The plans' assets do not include property or other assets used
by the Group or shares of International Distribution Services plc at 31 March
2024 (2022-23: £nil).

Risk exposure and investment strategy

The Group's defined benefit schemes face similar risks to other UK defined
benefit schemes. Some of the key financial risks and mitigating actions are
set out in the table below.

 Investment market movements                      The risks inherent in the investment markets are partially mitigated by
                                                  pursuing a widely diversified approach across asset classes and investment
                                                  managers. The RMPP uses derivatives (such as swaps, forwards and options),
                                                  from time to time to manage risks whilst maintaining expected investment
                                                  returns.
 Interest rates and inflation changes             The legacy RMPP section's liabilities and assets are impacted by movements in
                                                  interest rates and inflation. In order to reduce the risk of movements in
                                                  these rates driving the RMPP into a funding deficit, the RMPP Trustee has
                                                  hedged the liabilities. It has done this predominantly through investment in
                                                  index-linked gilts and derivatives.

                                                  The nature of the risks and their mitigation are similar for the DBCBS,
                                                  although the level of hedging is less than the RMPP.

                                                  In the RMPP section, many of the inflation linked increases that apply are
                                                  restricted to a maximum increase of 5% in any year. The scheme's rules
                                                  therefore give some protection from the risk of significantly high levels of
                                                  inflation.
 Equity exposure                                  Equity holdings totalling £95 million (2022-23: £61 million) were held at
                                                  the discretion of the relevant investment managers under the terms of their
                                                  mandates. These were held in the DBCBS.
 Changes in life expectancy                       The RMPP's liabilities could be impacted by longer than expected life
                                                  expectancy, resulting in higher than expected payout levels.

                                                  Although this risk is not hedged, mortality studies are undertaken as part of
                                                  actuarial funding valuations and where appropriate updated assumptions are
                                                  adopted for accounting valuations.
 Changes in corporate and Government bond yields  An increase in yields on AA-rated corporate bonds, used to set the IAS 19
                                                  discount rates, has led to a decrease in the IAS 19 liabilities.

                                                  The legacy RMPP's assets include corporate bonds, HM Government bonds and
                                                  interest rate derivatives to partly offset the impact of movements in the
                                                  discount rate. The RMPP section is hedged against gilt movements to limit the
                                                  impact on funding (and therefore cash) but, to the extent that gilts move
                                                  differently to corporate bonds, the accounting liability is more exposed.

Further details on 'key sources of estimation uncertainty' relating to pension
assets can be found in Note 1, including details of how the assets have been
valued.

c) Movement in RMPP assets, liabilities and net position

Changes in the value of the defined benefit pension liabilities, the fair
value of the plans' assets and the net defined benefit surplus are analysed as
follows:

                                                                                Defined benefit asset     Defined benefit liability     Net defined benefit surplus
                                                                                2024         2023         2024           2023           2024            2023

                                                                                 £m          £m            £m            £m              £m             £m
 Retirement benefit surplus (before withholding tax payable) at 27 March 2023   7,604        11,142       (4,601)        (6,960)        3,003           4,182
 and 28 March 2022
 Amounts included in the income statement:
 Ongoing UK defined benefit pension plan and administration costs (included in  (9)          (11)         -              -              (9)             (11)
 people costs)
 Pension interest income/(cost)(19)                                             356          311          (214)          (194)          142             117
 Total included in profit before tax                                            347          300          (214)          (194)          133             106
 Amounts included in other comprehensive income - remeasurement (losses)/gains
 Actuarial (loss)/gain arising from:
 Financial assumptions                                                          -            -            178            2,668          178             2,668
 Demographic assumptions                                                        -            -            103            -              103             -
 Experience assumptions                                                         -            -            (81)           (196)          (81)            (196)
 Return on plans' assets (excluding interest income)                            (856)        (3,757)      -              -              (856)           (3,757)
 Total remeasurement (losses)/gains of the defined benefit surplus              (856)        (3,757)      200            2,472          (656)           (1,285)
 Other
 Benefits paid                                                                  (94)         (81)         94             81             -               -
 Transfer between sections                                                      (18)         -            -              -              (18)            -
 Total other movements                                                          (112)        (81)         94             81             (18)            -
 Retirement benefit surplus (before withholding tax payable) at 31 March 2024   6,983        7,604        (4,521)        (4,601)        2,462           3,003
 and 26 March 2023
 Withholding tax payable                                                        n/a          n/a          n/a            n/a            (616)           (1,051)
 Retirement benefit surplus (net of withholding tax payable) at 31 March 2024   n/a          n/a          n/a            n/a            1,846           1,952
 and 26 March 2023

19.    Pension interest income for the current year results from applying
the plans' discount rate at 26 March 2023 to the plans' assets at that date.
Similarly, the pension interest cost results from applying the plans' discount
rate as at 26 March 2023 to the plans' liabilities at that date.

d) Movement in RMSEPP assets, liabilities and net position

Changes in the value of the defined benefit pension liabilities, the fair
value of the plans' assets and the net defined benefit surplus are analysed as
follows:

                                                                                Defined benefit asset     Defined benefit liability     Net defined benefit surplus
                                                                                2024         2023         2024           2023           2024            2023

                                                                                 £m          £m            £m            £m              £m             £m
 Retirement benefit surplus (before withholding tax payable) at 27 March 2023   8            320          -              (312)          8               8
 and 28 March 2022
 Amounts included in the income statement:
 Pension interest income/(cost)(20)                                             -            2            -              (2)            -               -
 Total included in profit before tax                                            -            2            -              (2)            -               -
 Amounts included in other comprehensive income - remeasurement (losses)/gains
 Actuarial (loss)/gain arising from:
 Financial assumptions                                                          -            -            -              64             -               64
 Return on plans' assets (excluding interest income)                            (1)          (64)         -              -              (1)             (64)
 Total remeasurement (losses)/gains of the defined benefit surplus              (1)          (64)         -              64             (1)             -
 Other
 Transfer to insurer                                                            -            (242)        -              242            -               -
 Benefits paid                                                                  -            (8)          -              8              -               -
 Total other movements                                                          -            (250)        -              250            -               -
 Retirement benefit surplus (before withholding tax payable) at 31 March 2024   7            8            -              -              7               8
 and 26 March 2023
 Withholding tax payable                                                        n/a          n/a          n/a            n/a            (2)             (3)
 Retirement benefit surplus (net of withholding tax payable) at 31 March 2024   n/a          n/a          n/a            n/a            5               5
 and 26 March 2023

20.    Pension interest income for the current year results from applying
the plans' discount rate at 26 March 2023 to the plans' assets at that date.
Similarly, the pension interest cost results from applying the plans' discount
rate as at 26 March 2023 to the plans' liabilities at that date.

e) Movement in DBCBS assets, liabilities and net position

Changes in the value of the defined benefit pension liabilities, the fair
value of the plans' assets and the net defined benefit deficit during the
reporting year are analysed as follows:

                                                                                Defined benefit asset     Defined benefit liability     Net defined benefit deficit
                                                                                2024         2023         2024           2023           2024            2023

                                                                                 £m          £m            £m             £m            £m               £m
 Retirement benefit deficit at 27 March 2023 and 28 March 2022                  1,652        1,536        (1,797)        (1,926)        (145)           (390)
 Amounts included in the income statement:
 Ongoing UK defined benefit pension plan service cost including administration  (4)          (5)          (329)          (451)          (333)           (456)
 costs (included in people costs)
 Past service credit                                                            -            -            172            -              172             -
 Pension interest income/(cost)(21)                                             84           45           (91)           (57)           (7)             (12)
 Total included in profit before tax                                            80           40           (248)          (508)          (168)           (468)
 Amounts included in other comprehensive income - remeasurement gains/(losses)
 Actuarial gain/(loss) arising from:
 Financial assumptions                                                          -            -            4              662            4               662
 Experience assumptions                                                         -            -            (32)           (89)           (32)            (89)
 Return on plan assets                                                          (31)         (195)        -              -              (31)            (195)
 Total remeasurement gains/(losses) of the defined benefit deficit              (31)         (195)        (28)           573            (59)            378
 Other
 Employer contributions(22)                                                     294          335          -              -              294             335
 Employee contributions                                                         7            10           (7)            (10)           -               -
 Benefits paid                                                                  (117)        (74)         117            74             -               -
 Transfer between sections                                                      18           -            -              -              18              -
 Total other movements                                                          202          271          110            64             312             335
 Retirement benefit deficit at 31 March 2024 and 26 March 2023                  1,903        1,652        (1,963)        (1,797)        (60)            (145)

21.    Pension interest income results from applying the plans' discount
rate at 26 March 2023 to the plans' assets at that date. Similarly, the
pension interest cost results from applying the plans' discount rate as at 26
March 2023 to the plans' liabilities at that date.

22.    Includes PSE contributions of £94 million (2022-23: £88 million).

9.      Provisions

                        Charged as specific items                             Charged in operating costs
                        Industrial diseases  Regulatory and legal  Other      Voluntary redundancy  Property decommi-ssioning  Litigation  Other    Total

                        £m                    £m                    £m         £m                   £m                         claims       £m       £m

                                                                                                                               £m
 At 27 March 2023       (44)                 -                     (3)        (12)                  (25)                       (50)        (74)     (208)
 (Charged)/released     -                    (52)                  -          (12)                  2                          (35)        (3)      (100)
 Utilised               6                    -                     -          18                    1                          33          13       71
 Reclassifications      -                    -                     -          3                     -                          -           51       54
 Unwinding of discount  (1)                  -                     -          -                     -                          -           -        (1)
 At 31 March 2024       (39)                 (52)                  (3)        (3)                   (22)                       (52)        (13)     (184)
 Disclosed as:
 Current                (7)                  (37)                  -          (3)                   (4)                        (42)        (2)      (95)
 Non-current            (32)                 (15)                  (3)        -                     (18)                       (10)        (11)     (89)
 At 31 March 2024       (39)                 (52)                  (3)        (3)                   (22)                       (52)        (13)     (184)
 Disclosed as:
 Current                (10)                 -                     -          (12)                  (3)                        (38)        (66)     (129)
 Non-current            (34)                 -                     (3)        -                     (22)                       (12)        (8)      (79)
 At 26 March 2023       (44)                 -                     (3)        (12)                  (25)                       (50)        (74)     (208)

Specific items provisions

Industrial diseases

The Group has a potential liability for industrial diseases claims relating to
individuals who were employed in the General Post Office Telecommunications
division and whose employment ceased prior to October 1981. The provision is
derived using estimates and ranges calculated by its external actuarial
consultant, based on current experience of claims, and an assessment of
potential future claims, the majority of which are expected to be received
over the next 25 to 35 years.

There is considerable uncertainty associated with estimating the future
reporting of latent disease claims, over future decades. Consistent with the
approach last year, our advisor has leveraged the updated scenarios provided
by the Asbestos Working Party (AWP). The AWP model was released in late 2021.

The AWP collects industry data each year which helps it understand how the
existing models are performing against actual experience and helps inform any
adjustments to the model. The projections for 2024-25 and later years are
based on recent levels of reporting, net of estimated levels of repudiation in
more recent historical periods.

Benchmark projections have been adopted and it is assumed that no more claims
will arise after 2060. The cut-off date for reporting of claims is one of the
sources of uncertainty in the projections.

The Group has a rigorous process for ensuring that only valid claims are
accepted.

Regulatory and legal

The regulatory and legal provisions are pertaining to obligations for Royal
Mail and GLS, in relation to regulated quality of service, legal claims and
tax-related disputes in GLS Italy.

Operating costs provisions

During the year, settlements for the remaining voluntary redundancies relating
to the right-sizing of the operational frontline were made, along with a
number of current year, small ad-hoc voluntary redundancy schemes.

Other provisions movements in the year mainly relate to £60 million in
respect of the costs of a one-off payment of £500 per person to frontline
employees as part of their negotiated pay agreement (mostly reclassified as
accruals prior to payment).

Property decommissioning obligations represent an estimate of the costs of
removing fixtures and fittings and restoring the leased property to its
original condition.

Provisions for litigation claims, based on best estimates as advised by
external legal experts, mainly comprise outstanding liabilities in relation to
road traffic accident and personal injury claims.

10.    Contingent liabilities and contingent assets

The probability of the following contingent liabilities resulting in an
outflow of benefits and their financial impact cannot be estimated reliably
due to the nature of the cases and respective legal processes. The outcomes
are not, however, expected to fundamentally impact the operations or financial
performance of the Group.

Contingent liabilities

Whistl damages claim

In October 2018, Whistl filed a damages claim against Royal Mail at the High
Court relating to Ofcom's decision of 14 August 2018, which found that Royal
Mail had abused its dominant position. Whistl's High Court claim was paused
until after the completion of the appeal by Royal Mail against the Ofcom
decision. Following the exhaustion of Royal Mail's appeal against the Ofcom
decision, the stay on Whistl's related damages claim has been lifted, and in
March 2023, the proceedings were transferred from the High Court to the
Competition Appeal Tribunal. There have been two case management conferences
(in December 2023 and April 2024) at which a trial date has been set for
November 2025, plus significant milestones leading to the trial. Royal Mail
believes Whistl's claim is without merit and will defend it robustly.

DAF Trucks Ltd damages award

In relation to Royal Mail's damages claim against DAF Trucks Limited (DAF),
the UK Competition Appeal Tribunal (CAT) passed judgment in favour of Royal
Mail on 7 February 2023 and subsequently ordered DAF to pay Royal Mail £35
million in damages (see Note 4) and interest. Royal Mail has received this
amount in full.

DAF unsuccessfully appealed the CAT decision to the Court of Appeal (CoA),
which issued its judgment dismissing the appeal on 27 February 2024. DAF is
now seeking permission to appeal to the Supreme Court. Permission has already
been refused by the CoA, and the final decision now rests with the Supreme
Court, which is expected later this calendar year. If the Supreme Court grants
permission, there remains a risk that Royal Mail may have to return some of
the £35 million damages and costs to DAF.

Contingent asset

Court-awarded compensation

In 2016 and 2017, Royal Mail investigated a group of companies and individuals
suspected of a long-running under-declaration fraud. A number of individuals
were charged for conspiracy to commit (statutory) fraud and a further charge
of conspiracy to commit false accounting.

Work is ongoing regarding the recovery of certain identified assets and at the
balance sheet date, assets with a value of £10 million have been recognised
as a specific item (see Note 4) in the income statement (£1 million received
and a further £9 million for which management considers the recovery of
assets of this value to be virtually certain). In addition, management also
considers that further assets with a value of up to £10 million could
potentially be recovered over the next two to three years, although there is
not sufficient certainty at the balance sheet date.

11.    Events after the balance sheet date

On 14 May 2024, the Board received a revised non-binding proposal of 370 pence
per IDS share from EP Group for the entire issued share capital of IDS plc not
already owned by EP Group and its affiliates, namely VESA Equity Investment
S.à r.l. (Vesa Equity) (the Proposal). The Proposal follows significant
negotiation including a number of earlier proposals from EP Group (the first
of which was made on 9 April 2024 at a price of 320 pence per share in cash).

The Board is minded to recommend the revised offer of 370 pence to IDS plc
shareholders, should an offer be made at that level, subject to satisfactory
resolution of the final terms and arrangements.

The Directors considered the implications on the Financial Statements for IDS
plc Group for the 53 week ended 31 March 2024 should the EP Group acquire the
IDS plc Group, in particular the implications in relation to the Group's
financing arrangements as set out in the going concern and viability
assessments.

Glossary of Alternative Performance Measures

 

Presentation of results and alternative performance measures (APMs)

The Group uses certain APMs in its financial reporting that are not defined
under IFRS, the Generally Accepted Accounting Principles (GAAP) under which
the Group produces its statutory financial information.

These APMs are not a substitute for, or superior to, any IFRS measures of
performance. They are used by Management, who considers them to be an
important means of comparing performance period-on-period and are key measures
used within the business for assessing performance.

APMs should not be considered in isolation from, or as a substitute for,
financial information presented in compliance with GAAP. Where appropriate,
reconciliations to the nearest GAAP measure have been provided. The APMs used
may not be directly comparable with similarly titled APMs used by other
companies.

A full list of APMs used are set out in the section entitled 'Alternative
Performance Measures'.

Reported to adjusted results

The Group makes adjustments to results reported under IFRS to exclude
specific items, depreciation/amortisation adjustment for impaired assets and
the pension charge adjustment. Management believes this is a useful
basis upon which to analyse the business' underlying performance (in
particular given the volatile nature of the IAS 19 charge) and is consistent
with the way financial performance is reported to the Board.

Further details on specific items excluded from adjusted operating profit are
included in the paragraph 'Specific items and adjustments' in the Financial
Review. A reconciliation showing the adjustments made between reported and
adjusted Group results can be found in the section headed 'Consolidated
reported and adjusted results'.

Presentation of results

Consolidated reported and adjusted results

The following table reconciles the consolidated reported results, prepared in
accordance with IFRS, to the consolidated 53 week adjusted results:

                                                        53 weeks March 2024                  52 weeks March 2023
 Group (£m)                                             Reported  Specific         Adjusted  Reported  Specific items and other   Adjusted

                                                                  items and                            adjustments(1)

                                                                  other

                                                                  adjustments(1)
 Revenue                                                12,679    -                12,679    12,044    -                          12,044
 Operating costs                                        (12,545)  162              (12,707)  (12,248)  (133)                      (12,115)
 People costs                                           (6,752)   41               (6,793)   (6,573)   (133)                      (6,440)
 Non-people costs                                       (5,793)   121              (5,914)   (5,675)   -                          (5,675)
 Distribution and conveyance costs                      (3,890)   -                (3,890)   (3,721)   -                          (3,721)
 Infrastructure costs                                   (1,087)   121              (1,208)   (1,178)   -                          (1,178)
 Other operating costs                                  (816)     -                (816)     (776)     -                          (776)
 Profit on disposal of property, plant and equipment    15        15               -         6         6                          -
 Operating profit/(loss) before specific items          149       177              (28)      (198)     (127)                      (71)
 Operating specific items(1):
 Regulatory and legal charges                           (57)      (57)             -         (33)      (33)                       -
 Amortisation of intangible assets in acquisitions      (21)      (21)             -         (19)      (19)                       -
 Impairment charge                                      (48)      (48)             -         (539)     (539)                      -
 Damages claim                                          -         -                -         35        35                         -
 Legacy/other items                                     3         3                -         12        12                         -
 Operating profit/(loss)                                26        54               (28)      (742)     (671)                      (71)
 Finance costs                                          (98)      -                (98)      (60)      -                          (60)
 Finance income                                         51        -                51        21        -                          21
 Net pension interest (non-operating specific item)(1)  135       135              -         105       105                        -
 Profit/(loss) before tax                               114       189              (75)      (676)     (566)                      (110)
 Tax (charge)/credit                                    (60)      5                (65)      (197)     (111)                      (86)
 Profit/(loss) for the year                             54        194              (140)     (873)     (677)                      (196)
 Earnings/(loss) per share (pence)
 Basic                                                  5.6       -                (14.6)    (91.3)    -                          (20.5)
 Diluted                                                5.6       -                (14.6)    (91.3)    -                          (20.5)

1.         Details of specific items and other adjustments can be
found under 'Specific items and pension charge adjustment' in the Financial
Review.

Royal Mail 52 week results

The 52 week 2023-24 adjusted results are derived by removing the 53(rd) week
revenue and incremental costs in relation to Royal Mail, based on working days
and only incremental costs for frontline staff, distribution and conveyance,
property rates and utilities and Post Office commissions. The allocation of
only incremental costs reflects the high fixed cost base of the Royal Mail
business and should therefore not be taken as representative of an exit run
rate for the year. The 52 week adjusted results are in line with how the Chief
Operating Decision Maker as defined by IFRS 8 reviews performance.

 

The following table reconciles the Royal Mail 53 week adjusted results to the
Royal Mail 52 week adjusted results.

 

 (£m)                               Adjusted 53 weeks March 2024  53(rd) week revenue and costs  Adjusted 52 weeks March 2024
 Revenue                            7,834                         (140)                          7,694
 Operating costs
 People costs                       (5,683)                       73                             (5,610)
 Non-people costs                   (2,499)                       29                             (2,470)
 Distribution and conveyance costs  (922)                         16                             (906)
 Infrastructure costs               (874)                         5                              (869)
 Other operating costs              (703)                         8                              (695)
 Operating profit                   (348)                         (38)                           (386)

 

Segmental reported results

The following table presents the segmental reported results, prepared in
accordance with IFRS:

                                                53 weeks March 2024                                    52 weeks March 2023
 Group (£m)                                     Royal Mail  GLS      Intragroup eliminations  Group    Royal Mail  GLS      Intragroup eliminations  Group
 Revenue                                        7,834       4,865    (20)                     12,679   7,411       4,650    (17)                     12,044
 People costs                                   (5,642)     (1,110)  -                        (6,752)  (5,542)     (1,031)  -                        (6,573)
 Non-people costs                               (2,378)     (3,435)  20                       (5,793)  (2,421)     (3,271)  17                       (5,675)
 Profit on disposal of property, plant          14          1        -                        15       5           1        -                        6

and equipment
 Operating (loss)/profit before specific items  (172)       321      -                        149      (547)       349      -                        (198)
 Operating specific items(1)                    (82)        (41)     -                        (123)    (492)       (52)     -                        (544)
 Operating (loss)/profit                        (254)       280      -                        26       (1,039)     297      -                        (742)
 Net finance costs                              (24)        (23)     -                        (47)     (17)        (22)     -                        (39)
 Net pension interest                           135         -        -                        135      105         -        -                        105

(non-operating specific item)(1)
 (Loss)/profit before tax                       (143)       257      -                        114      (951)       275      -                        (676)
 Tax credit/(charge)                            8           (68)     -                        (60)     (119)       (78)     -                        (197)
 (Loss)/profit for the period                   (135)       189      -                        54       (1,070)     197      -                        (873)

1.           Details of specific items and other adjustments can be
found under 'Specific items and pension charge to cash difference adjustment'
in the Financial

Alternative Performance Measures

This section lists the definitions of the various APMs disclosed throughout
the Annual Report and Financial Statements. They are used by management, who
considers them to be an important means of comparing performance year-on-year
and are key measures used within the business for assessing performance
including renumeration.

Adjusted operating (loss)/profit

This measure is based on reported operating profit excluding the pension
charge adjustment, the depreciation/amortisation adjustment for impaired
assets, and operating specific items, which Management considers to be key
adjustments in understanding the underlying result of the Group at this level.
These adjusted measures are reconciled to the reported results in the table in
the 'Presentation of Results' section in the paragraph 'Consolidated reported
and adjusted results'. Definitions of the pension charge adjustment, the
depreciation/amortisation adjustment for impaired assets, and operating
specific items are provided below.

Adjusted operating (loss)/profit margin

This is a measure of performance that management uses to understand the
efficiency of the business in generating profit. It calculates 'adjusted
operating profit' as a proportion of revenue in percentage terms.

Earnings before interest, tax, depreciation and amortisation (EBITDA) before
specific items and adjusted EBITDA

EBITDA is reported operating profit before specific items with depreciation
and amortisation added back. Adjusted EBITDA is EBITDA before specific items
with the pension charge adjustment added back.

 (£m)                                                                            53 weeks ended March 2024   52 weeks ended

                                                                                                             March 2023
 Reported operating profit/(loss)                                                149                         (198)
 Adjustment for profit on disposal of property, plant and equipment              (15)                        (6)
 Reported operating profit/(loss) before profit on disposal of property, plant   134                         (204)
 and equipment and specific items
 Reported depreciation and amortization                                          481                         602
 EBITDA before profit on disposal of property, plant and equipment and specific  615                         398
 items
 Pension charge adjustment                                                       (41)                        133
 Adjusted EBITDA                                                                 574                         531

 

Adjusted earnings per share

Adjusted earnings per share is reported basic earnings per share, excluding
operating and non-operating specific items, the pension charge adjustment and
the depreciation/amortisation adjustment for impaired assets. A reconciliation
of this number to reported basic earnings per share is included in the
'Presentation of Results' section in the paragraph 'Consolidated reported and
adjusted results'.

Adjusted people costs

People costs incurred in respect of the Group's employees and comprise wages
and salaries, temporary resource, pensions, bonus and social security costs.
People costs relating to projects and voluntary redundancy costs are also
included. The pension charge adjustment is excluded from reported people costs
in establishing adjusted people costs.

 (£m)                       53 weeks ended March 2024   52 weeks ended

                                                        March 2023
 Reported people costs      (6,752)                     (6,573)
 Pension charge adjustment  (41)                        133
 Adjusted people costs      (6,793)                     (6,440)

 

Pension charge adjustment

Management have sought to clarify the definition of this APM for the 2023-24
and future reporting periods. Having previously referred to the adjustment as
representing the difference between the IAS 19 income statement pension charge
and the 'actual cash payments' into the schemes, management's intention has
always been to show the difference between the IAS 19 charge and the pension
'funding cost'. The revised definition is shown below.

This adjustment represents the difference between the IAS 19 income statement
pension charge and the funding cost as specified in the DBCBS Schedule of
Contributions, plus any payments into, or out of, RMPP pension escrow
investments and any scheme deficit payments. Management reviews the
performance of the business based on the cash cost of the pension plans in the
adjusted operating profit/(loss) of the Group.

In the current year, the pension charge adjustment includes £130 million
credit in relation to a refund of cash from the RMPP pension escrow, £172
million charge in respect of a change in the DBCBS constructive obligation,
and £1 million charge for the difference between the IAS 19 income statement
charge rate for the DBCBS and the scheme's cash funding rate (see Note 4 for
further details).

In the first half year to 24 September 2023, cash management actions were
implemented such that payments to the DBCBS Scheme are aligned to the due
dates per the schedule of contributions, resulting in £30 million lower cash
payments in the year. The definition of the APM was clarified such that this
reduction was not treated as an adjustment, since it did not change the
funding cost.

Depreciation/amortisation adjustment for impaired assets

This adjustment is new in the year and represents the reinstatement of the
amounts for depreciation and amortisation that would have been charged to the
income statement, had the partial impairment of the Royal Mail excluding
Parcelforce Worldwide CGU impairment in the prior year not taken place. The
reported depreciation and amortisation is in accordance with UK-adopted IFRS,
however when reviewing these balances management exclude the impact of
impairments and the related impact on depreciation and amortisation. Due to
the unpredictability of impairments and the resulting impact on depreciation,
this measure is used to provide a consistent basis for operating profit.

Operating specific items

These are items that management do not consider to be operating in nature that
are considered significant by nature or value and that, in management's
opinion, require separate identification. Management does not consider them to
be reflective of year-on-year operating performance.

Profit/(loss) on disposal of property, plant and equipment

Management separately identifies the profit/(loss) on disposal of property,
plant and equipment as these disposals are not part of the Group's trading
activity and are driven primarily by business strategy.

Amortisation of intangible assets in acquisitions

These charges, which arise as a direct consequence of IFRS business
combination accounting requirements, are separately identified as management
does not consider these costs to be directly related to the trading
performance of the Group.

Legacy/other items

These costs/credits relate either to unavoidable ongoing costs arising from
historic events (such as the industrial diseases provision).

Non-operating specific items

These are recurring or non-recurring items of income or expense of a
particular size and/or nature which do not form part of the Group's trading
activity and in management's opinion require separate identification.

Adjusted tax (charge)/credit

The adjusted tax (charge)/credit is the total reported tax (charge)/credit
excluding the tax (charge)/credit in relation to specific items, the
depreciation/amortisation adjustment for impaired assets, and the pension
charge adjustment.

Weighted average tax rate

This rate is calculated by taking the weighted average sum of the expected tax
charge of each territory. The expected tax charge in a territory is calculated
by taking the profits multiplied by the standard rate of tax in that
territory. The weighted average tax rate is sometimes considered as a useful
alternative to the parent company standard rate of tax when reconciling the
effective tax rate.

Adjusted effective tax rate

The adjusted effective tax rate is the adjusted tax charge or credit for the
year expressed as a proportion of adjusted profit before tax. The adjusted
effective tax rate is considered by Management to be a useful measure of the
tax impact for the period. It approximates to the tax rate on the underlying
trading business through the exclusion of specific items, the pension charge
adjustment and the depreciation/amortisation adjustment for impaired assets.

Free cash flow

Free cash flow (FCF) is calculated as statutory (reported) net cash flow
before financing activities, adjusted to include finance costs paid and
exclude net cash from the purchase/sale of financial asset investments and GLS
client cash movements. FCF represents the cash that the Group generates after
spending the money required to maintain or expand its asset base, thus is
useful for Management in assessing liquidity. FCF is also shown on a pre-IFRS
16 basis as it is used to support dividend cover analysis, taking into account
all cash flows related to the operating businesses.

The following table reconciles free cash flow to the nearest IFRS measure 'net
cash inflow before financing activities'.

 (£m)                                                   Reported 53 weeks March 2024   Reported 52 weeks

                                                                                       March 2023
 Net cash (outflow)/inflow before financing activities  (155)                          48
 Adjustments for:
 Finance costs paid                                     (79)                           (61)
 Movement in GLS client cash(1)                         (12)                           2
 Payments to/(from) pension escrow investments          16                             (8)
 Purchase/(sale) of financial asset investments         216                            (70)
 Free cash flow                                         (14)                           (89)
 Capital element of operating lease repayments(2)       (206)                          (179)
 Pre-IFRS 16 free cash flow                             (220)                          (268)

 

1.           The movement in GLS client cash is shown excluding
foreign currency exchange loss of £1 million (2022-23: £2 million gain).

2.           The capital element of lease payments of £216 million
(2022-23: £202 million) shown in the statutory cash flow is made up of the
capital element of operating lease payments of £206 million (2022-23: £179
million) and the capital element of finance lease payments of £10 million
(2022-23: £23 million).

In-year trading cash flow

In-year trading cash flow reflects the cash generated from the trading
activities of the Group. It is based on reported net cash inflow from
operating activities, adjusted to exclude movements in GLS client cash and the
cash cost of operating specific items and to include the cash cost of
property, plant and equipment and intangible asset acquisitions, net finance
payments and dividends received from associates. In-year trading cash flow is
also shown on a pre-IFRS 16 basis as it is used to support dividend cover
analysis, taking into account all cash flows related to the operating
businesses.

The following table reconciles in-year trading cash flow to the nearest IFRS
measure 'net cash inflow from operating activities'.

 (£m)                                              Reported 53 weeks ended March 2024   Reported 52 weeks ended March 2023
 Net cash inflow from operating activities         215                                  373
 Adjustments for:
 Movement in GLS client cash(1)                    (12)                                 2
 Cash cost of operating specific items             11                                   53
 Purchase of property, plant and equipment         (272)                                (328)
 Purchase of intangible assets                     (113)                                (93)
 Receipts from pension escrow investments          130                                  -
 Net finance costs paid                            (32)                                 (41)
 In-year trading cash flow                         (73)                                 (34)
 Capital element of operating lease repayments(2)  (206)                                (179)
 Pre-IFRS 16 in-year trading cash flow             (279)                                (213)

 

1.           The movement in GLS client cash is shown excluding
foreign currency exchange loss of £1 million (2022-23: £2 million gain).

2.           The capital element of lease payments of £216 million
(2022-23: £202 million) shown in the statutory cash flow is made up of the
capital element of operating lease payments of £206 million (2022-23: £179
million) and the capital element of finance lease payments of £10 million
(2022-23: £23 million).

 

Net debt

Net debt is calculated by netting the value of financial liabilities
(excluding derivatives) against cash and other liquid assets. Management
consider this APM to be useful as it is a measure of the Group's net
indebtedness that provides an indicator of the overall balance sheet strength.
It is also a single measure that can be used to assess the combined impact of
the Group's indebtedness and its cash position. The use of the term net debt
does not necessarily mean that the cash included in the net debt calculation
is available to settle the liabilities included in this measure. Net debt is
also shown on a pre-IFRS 16 basis as the banking covenants are calculated on a
pre-IFRS 16 basis.

 (£m)                          At 31 March   At 26 March

2024

                                             2023
 Loans/bonds                   (1,454)       (922)
 Asset finance                 (29)          (25)
 Leases                        (1,423)       (1,362)
 Cash and cash equivalents(1)  927           773
 Investments                   216           -
 GLS client cash               47            36
 Net debt                      (1,716)       (1,500)
 Operating leases(2)           1,388         1,319
 Pre-IFRS 16 net debt          (328)         (181)

 

1.           Cash and cash equivalents includes bank overdrafts of
£56 million at 31 March 2024 and £89 million at 26 March 2023 that are part
of a cash pool for the UK companies which generally has a net £nil balance
across the Group and forms an integral part of the Group's cash management.

2.           This amount represents leases that would not have been
recognised on the Balance Sheet prior to the adoption of IFRS 16.

 

Loans and bonds increased by £532 million, largely as a result of the issue
of two new bonds offset by the partial repurchase of the 2024 Bond and
exchange rate movements on the value of bonds.

Net debt excludes £102 million (2022-23: £208 million) related to the RMPP
and RMCPP, and pension escrow investments on the balance sheet which are not
considered to fall within the definition of net debt in the covenants.

GLS performance excluding the impact of acquisitions

When reviewing GLS performance, management exclude the impact of current year
acquisitions on revenue and operating costs. This approach adjusts for the
impact of new acquisitions on revenue and operating costs in the current year
and allows for revenue and operating costs movements to be compared on a like
for like basis.

 

 (£m)                               12 months        Acquisition   12 months            12 months

                                    31 March 2024                  31 March 2024        31 March 2023

                                                                   excl. acquisitions
 Revenue                            4,865           38             4,827                4,650
 People costs                       (1,110)         (12)           (1,098)              (1,031)
 Non-people costs                   (3,435)         (27)           (3,408)              (3,271)
 Distribution and conveyance costs  (2,988)         (22)           (2,966)              (2,847)
 Infrastructure costs               (334)           (4)            (330)                (310)

 

GLS performance presented in Euro

IDS plc financial statements are presented in Sterling, being the Group
functional currency. However, given GLS strategic targets are set using Euros,
GLS financial performance is presented in Euro as well as Sterling in order
to aid transparency.

The reconciliation between the Group functional currency of Sterling and Euro
are set out below:

                   52 weeks 2023-24                                52 weeks 2022-23
                   GLS performance in Sterling  GLS performance    GLS performance  GLS performance

                                                in Euro             in Sterling      in Euro
 Revenue           4,865                        5,635              4,650            5,384
 People costs      (1,110)                      (1,286)            (1,031)          (1,194)
 Non-people costs  (3,435)                      (3,978)            (3,271)          (3,787)
 Operating profit  320                          371                348              403

 

GLS performance has been translated using an average exchange rate between
Sterling and Euro of £1:€1.16 (2022-23: £1:€1.16). This has resulted in
a net £nil impact in GLS reported operating profit before tax in 2023-24
(2022-23: £5 million increase).

 

FORWARD-LOOKING STATEMENTS

This document contains certain forward-looking statements concerning the
Group's business, financial condition, results of operations and certain
Group's plans, objectives, assumptions, projections, expectations or beliefs
with respect to these items. Forward-looking statements are sometimes, but not
always, identified by their use of a date in the future or such words as
'anticipates', 'aims', 'due', 'could', 'may', 'will', 'would', 'should',
'expects', 'believes', 'intends', 'plans', 'potential', 'targets', 'goal',
'forecasts' or 'estimates' or similar expressions or negatives thereof.

Forward-looking statements involve known and unknown risks, uncertainties and
other factors, which may cause the Group's actual financial condition,
performance and results to differ materially from the plans, goals, objectives
and expectations set out in the forward-looking statements included in this
document.

All written or verbal forward-looking statements, made in this document or
made subsequently, which are attributable to the Group or any persons acting
on its behalf are expressly qualified in their entirety by the factors
referred to above. Accordingly, readers are cautioned not to place undue
reliance on forward-looking statements. No assurance can be given that the
forward-looking statements in this document will be realised; actual events or
results may differ materially as a result of risks and uncertainties facing
the Group. Subject to compliance with applicable law and regulation, the Group
does not intend to update the forward-looking statements in this document to
reflect events or circumstances after the date of this document, and does not
undertake any obligation to do so.

 

 

 

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