REG - Keller Group PLC - Interim Results <Origin Href="QuoteRef">KLR.L</Origin> - Part 2

KellerAnnouncement

29/10/2014 09:41

- Part 2: For the preceding part double click  ID:nRSD1008Oa 

release of previously provided contingent consideration for the
acquisition of Keller Canada which is not now expected to be paid. In the
prior year, contingent consideration and payments primarily related to £4.8m
(A$7.8m) of previously unprovided contingent consideration paid in respect of
the acquisition of Waterway Constructions Group Pty Ltd due to its better than
expected performance during the period. 
 
Goodwill impairments in the year to 31 December 2013 mainly relate to Keller
Specialni Zakladani, spol. s.r.o. (Czech Republic). 
 
Exceptional finance costs relate to the unwind of the discounted contingent
consideration to present value for the acquisitions set out in note 4. 
 
6.   Taxation 
 
Taxation, representing management's best estimate of the average annual
effective income tax rate expected for the full year, based on the profit
before tax and exceptional items is 33% (half year ended 30 June 2013: 31%;
year ended 31 December 2013: 32%). 
 
7.   Dividends payable to equity holders of the parent 
 
Ordinary dividends on equity shares: 
 
                                                                                      Half year to 30 June 2014£m  Half year to 30 June 2013£m  Year to 31 December 2013£m  
 Amounts recognised as distributions to equity holders in the period:                                                                                                       
 Interim dividend for the year ended 31 December 2013 of 8.0p (2012: 7.6p) per share  -                            -                            5.6                         
 Final dividend for the year ended 31 December 2013 of 16.0p (2012: 15.2p) per share  11.4                         9.8                          9.8                         
                                                                                      11.4                         9.8                          15.4                        
 
 
In addition to the above, an interim ordinary dividend of 8.4p per share
(2013: 8.0p) will be paid on 5 September 2014 to shareholders on the register
at 15 August 2014. This proposed dividend has not been included as a liability
in these financial statements and will be accounted for in the period in which
it is paid. 
 
8.   Earnings per share 
 
Earnings per share before exceptional items of 29.5p (half year ended 30 June
2013: 28.1p; year ended 31 December 2013: 73.0p) was calculated based on
earnings of £21.0m (half year ended 30 June 2013: £18.2m; year ended 31
December 2013: £49.5m) and the weighted average number of ordinary shares in
issue during the half year of 71.1m (half year ended 30 June 2013: 64.7m; year
ended 31 December 2013: 67.8m). 
 
(Loss)/earnings per share of (8.3)p (half year ended 30 June 2013: 13.6p; year
ended 31 December 2013: 43.2p) was calculated based on earnings of £(5.9)m
(half year ended 30 June 2013: £8.8m; year ended 31 December 2013: £29.3m) and
the weighted average number of ordinary shares in issue during the half year
of 71.1m (half year ended 30 June 2013: 64.7m; year ended 31 December 2013:
67.8m). 
 
Diluted earnings per share before exceptional items of 29.0p (half year ended
30 June 2013: 27.7p; year ended 31 December 2013: 71.9p) was calculated based
on earnings of £21.0m (half year ended 30 June 2013: £18.2m; year ended 31
December 2013: £49.5m) and the adjusted weighted average number of ordinary
shares in issue during the half year of 72.2m (half year ended 30 June 2013:
65.6m; year ended 31 December 2013: 68.9m). 
 
Diluted (loss)/earnings per share of (8.2)p (half year ended 30 June 2013:
13.4p; year ended 31 December 2013: 42.6p) was calculated based on earnings of
£(5.9)m (half year ended 30 June 2013: £8.8m; year ended 31 December 2013:
£29.3m) and the adjusted weighted average number of ordinary shares in issue
during the half year of 72.2m (half year ended 30 June 2013: 65.6m; year ended
31 December 2013: 68.9m). 
 
9.   Analysis of closing net debt 
 
                                                         As at 30 June 2014£m  As at30 June 2013£m  As at31 December 2013£m  
 Bank balances                                           52.6                  90.2                 50.5                     
 Short-term deposits                                     0.7                   0.6                  2.8                      
 Cash and cash equivalents in the balance sheet          53.3                  90.8                 53.3                     
 Bank overdrafts                                         (2.2)                 (7.5)                (2.6)                    
 Cash and cash equivalents in the cash flow statement    51.1                  83.3                 50.7                     
 Bank and other loans                                    (208.3)               (107.4)              (189.0)                  
 Finance leases                                          (4.7)                 (0.4)                (5.4)                    
 Closing net debt                                        (161.9)               (24.5)               (143.7)                  
 
 
10.  Share capital and reserves 
 
                                                                                                                                                           As at 30 June 2014£m  As at30 June 2013£m  As at31 December 2013£m  
 Allotted, called up and fully paidEquity share capital:73,099,735 ordinary shares of 10p each (30 June 2013: 73,099,735; 31 December 2013: 73,099,735)    7.3                   7.3                  7.3                      
 
 
The Company has one class of ordinary shares, which carries no rights to fixed
income. There are no restrictions on the transfer of these shares. The total
number of shares held in Treasury was 1.8m (2013: 2.2m).  Treasury shares
issued in the year related to share options that were exercised. 
 
11.  Related party transactions 
 
Transactions between the parent, its subsidiaries and jointly controlled
operations, which are related parties, have been eliminated on consolidation. 
 
12.  Post balance sheet events 
 
On 4 July 2014, the Group completed the refinancing of its syndicated
revolving credit facilities. A £250m revolving credit facility expiring in
September 2019 was agreed, replacing both the £170m facility expiring in April
2015 and the US$150m facility expiring in July 2017. 
 
There were no other material post balance sheet events between the balance
sheet date and the date of this report. 
 
Responsibility Statement 
 
We confirm that to the best of our knowledge: 
 
(a)  the condensed set of financial statements has been prepared in accordance
with IAS34 - Interim Financial Reporting; 
 
(b)  the interim management report includes a fair review of the information
required by DTR 4.2.7R - indication of important events during the first six
months and description of principal risks and uncertainties for the remaining
six months of the year; and 
 
(c)  the interim management report includes a fair review of the information
required by DTR 4.2.8R - disclosure of related party transactions and changes
therein. 
 
By order of the Board 
 
J R Atkinson 
 
Chief Executive 
 
J W G Hind 
 
Finance Director 
 
 1  All figures are stated before net exceptional items of £27.6m before tax.
Exceptional items mainly comprise a £30m provision for a contract dispute,
£3.9m of amortisation of acquired intangible assets, offset by a credit of
£6.9m for contingent consideration no longer expected to be paid. 
 
 2  The US Census Bureau of the Department of Commerce, 1 July 2014 
 
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