REG - Melrose Ind PLC - Audited Results For Year Ended 31 December 2015 <Origin Href="QuoteRef">MRON.L</Origin> - Part 2
03/03/2016 07:11
- Part 2: For the preceding part double click ID:nRSC8699Qa
cash used in operating activities from continuing operations 11 (57.8) (10.5)
Net cash from operating activities from discontinued operations 11 89.2 127.0
Net cash from operating activities 31.4 116.5
Investing activities
Disposal of businesses 3,381.0 374.8
Disposal costs (25.6) (8.5)
Net cash disposed 5 (93.5) (14.6)
Purchase of property, plant and equipment (17.4) (29.8)
Purchase of computer software and development costs (0.3) (0.4)
Dividends received from joint ventures 0.3 1.2
Interest received 10.1 14.2
Net cash from investing activities from continuing operations 3,254.6 336.9
Net cash used in investing activities from discontinued operations 11 (38.7) (126.1)
Net cash from investing activities 3,215.9 210.8
Financing activities
Return of Capital (200.4) (595.3)
Movement in borrowings (595.1) 226.1
Costs of amending borrowing facilities - (3.6)
Dividends paid 6 (80.6) (83.6)
Net cash used in financing activities from continuing operations (876.1) (456.4)
Net cash used in financing activities from discontinued operations 11 - -
Net cash used in financing activities (876.1) (456.4)
Net increase/(decrease) in cash and cash equivalents 2,371.2 (129.1)
Cash and cash equivalents at the beginning of the year 11 70.5 200.4
Effect of foreign exchange rate changes 11 9.7 (0.8)
Cash and cash equivalents at the end of the year 11 2,451.4 70.5
(1) Restated to include the cash flows of the Elster disposal group (note 1) and Prelok within discontinued operations (note 5).
As at 31 December 2015, the Group had net cash of £2,451.4 million (31 December 2014: net debt of £501.3 million). A
reconciliation of the movement in net debt is shown in note 11.
Consolidated Balance Sheet
Notes 31 December Restated(1)31 December
2015£m 2014£m
Non-current assets
Goodwill and other intangible assets 273.0 2,401.1
Property, plant and equipment 112.9 199.6
Interests in joint ventures - 11.8
Deferred tax assets 25.7 68.7
Derivative financial assets - 1.2
Trade and other receivables 1.1 3.3
412.7 2,685.7
Current assets
Inventories 55.6 166.5
Trade and other receivables 67.9 257.5
Derivative financial assets 1.2 3.9
Cash and cash equivalents 2,451.4 70.5
2,576.1 498.4
Total assets 2 2,988.8 3,184.1
Current liabilities
Trade and other payables 71.2 320.5
Interest-bearing loans and borrowings - 0.9
Derivative financial liabilities 1.5 10.1
Current tax liabilities 3.3 48.8
Provisions 8 12.0 71.7
88.0 452.0
Net current assets 2,488.1 46.4
Non-current liabilities
Trade and other payables - 0.4
Interest-bearing loans and borrowings - 570.9
Derivative financial liabilities - 0.2
Deferred tax liabilities 20.2 267.3
Retirement benefit obligations 9 17.2 218.5
Provisions 8 18.0 101.1
55.4 1,158.4
Total liabilities 2 143.4 1,610.4
Net assets 2,845.4 1,573.7
Equity
Issued share capital 10 10.0 263.8
Merger reserve 2,500.9 2,500.9
Other reserves (2,329.9) (2,329.9)
Hedging reserve - (0.5)
Translation reserve (37.8) (130.7)
Retained earnings 2,702.2 1,267.5
Equity attributable to owners of the parent 2,845.4 1,571.1
Non-controlling interests - 2.6
Total equity 2,845.4 1,573.7
(1) Restated to reflect the completion of the acquisition accounting of Eclipse (note 1). Also, in accordance with IFRS 3,
the prior year Issued share
capital, Merger reserve, Capital redemption reserve and Other reserves balances have been restated to reflect the nominal
share capital and
reserves position of the new parent company as if it had been the holding company during both periods presented. The
overall impact on net
equity is £nil (note 1).
The financial statements were approved and authorised for issue by the Board of Directors on 3 March 2016 and were signed
on its behalf by:
……………………………………………… ……………………………………………
Geoffrey Martin Simon
Peckham
Group Finance Director Chief
Executive
Consolidated Statement of Changes in Equity
Issued share capital£m Merger reserve£m Other reserves£m Hedging reserve£m Translation reserve£m Retained earnings£m Equity attributable to owners of the parent£m Non-controlling interests£m Total equity£m
At 1 January 2014 (as previously reported) 1.3 1,190.6 (757.1) 5.8 (29.9) 1,775.3 2,186.0 1.9 2,187.9
Restatement for the effects of the new parent company(1) 262.5 1,310.3 (1,572.8) - - - - - -
At 1 January 2014 restated(1) 263.8 2,500.9 (2,329.9) 5.8 (29.9) 1,775.3 2,186.0 1.9 2,187.9
Profit for the year - - - - - 193.9 193.9 0.8 194.7
Other comprehensive expense - - - (6.3) (100.8) (26.8) (133.9) - (133.9)
Total comprehensive (expense)/income - - - (6.3) (100.8) 167.1 60.0 0.8 60.8
Return of Capital - - - - - (595.3) (595.3) - (595.3)
Dividends paid - - - - - (83.6) (83.6) (0.4) (84.0)
Credit to equity for equity- settled share-based payments - - - - - 4.0 4.0 - 4.0
Acquisition of non-controlling interests - - - - - - - 0.3 0.3
At 31 December 2014 restated(1) 263.8 2,500.9 (2,329.9) (0.5) (130.7) 1,267.5 1,571.1 2.6 1,573.7
Profit for the year - - - - - 1,407.1 1,407.1 0.9 1,408.0
Other comprehensive income - - - 0.5 92.9 50.9 144.3 0.2 144.5
Total comprehensive income - - - 0.5 92.9 1,458.0 1,551.4 1.1 1,552.5
Return of Capital - - - - - (200.4) (200.4) - (200.4)
Dividends paid - - - - - (80.6) (80.6) (0.4) (81.0)
Capital reduction (253.8) - - - - 253.8 - - -
Credit to equity for equity- settled share-based payments - - - - - 4.0 4.0 - 4.0
Purchase of non-controlling interests - - - - - (0.1) (0.1) (1.4) (1.5)
Disposal of non-controlling interests - - - - - - - (1.9) (1.9)
At 31 December 2015 10.0 2,500.9 (2,329.9) - (37.8) 2,702.2 2,845.4 - 2,845.4
(1) In accordance with IFRS 3, the prior year Issued share capital, Merger reserve, Capital redemption reserve and Other
reserves balances have been restated to reflect the nominal share capital and reserves position of the new parent company
as if it had been the holding company during both periods presented. The overall impact on net equity is £nil (note 1).
Notes to the financial statements
1. Corporate information
The financial information included within this preliminary announcement does not constitute the Company's statutory
financial statements for the years ended 31 December 2015 or 31 December 2014 within the meaning of s435 of the Companies
Act 2006, but is derived from those financial statements. Statutory financial statements for the year ended 31 December
2014 have been delivered to the Registrar of Companies and those for the year ended 31 December 2015 will be delivered to
the Registrar of Companies during April 2016. The auditor has reported on those financial statements; their reports were
unqualified, did not draw attention to any matters by way of emphasis and did not contain statements under s498(2) or (3)
of the Companies Act 2006.
Following shareholder approval on 29 October 2015, a Scheme of Arrangement was sanctioned by the High Court of England and
Wales on 18 November 2015, pursuant to which a new listed company was introduced for the Melrose Group of companies. The
Scheme of Arrangement became effective on 19 November 2015 and New Melrose Industries PLC (subsequently renamed Melrose
Industries PLC on 19 November 2015) became the new holding company of Melrose Industries PLC (subsequently renamed Melrose
Holdings Limited on 19 November 2015) and its subsidiaries.
The Scheme of Arrangement resulting in New Melrose Industries PLC becoming the new holding company for the Group has been
accounted for in these consolidated financial statements as a reverse asset acquisition using the principles of reverse
acquisition accounting set out in IFRS 3: "Business combinations".
As a consequence of applying reverse acquisition accounting principles, the consolidated results of Melrose Industries PLC
("the Group") for the year ended 31 December 2015 comprise the results of Melrose Holdings Limited and its subsidiaries for
the year ended 31 December 2015 consolidated with those of New Melrose Industries PLC from 19 November 2015. The
comparative figures for the Group are those of the Group headed by Melrose Holdings Limited for the year ended 31 December
2014 except for the presentation of the Issued share capital, Merger reserve, Capital redemption reserve and Other reserves
balances which have been restated to reflect the reserves position of the Group as if New Melrose Industries PLC had been
the parent company during both periods presented.
While the financial information included in this preliminary announcement has been prepared in accordance with the
recognition and measurement criteria of International Financial Reporting Standards ("IFRSs"), this announcement does not
itself contain sufficient information to comply with IFRSs. The Company expects to publish full financial statements that
comply with IFRSs during April 2016.
The Group has adopted a number of standards and amendments which became mandatory during the current financial year. These
changes have had no significant impact on the Group's financial statements. The accounting policies followed are the same
as those detailed within the 2014 Annual Report which are available on the Group's website www.melroseplc.net.
During the year, the Group completed its review of the assets and liabilities acquired following the acquisition of
Eclipse, Inc. ("Eclipse") by the Gas segment on 31 October 2014. As a result, the Group recorded its final adjustments to
the opening balance sheet of Eclipse. In accordance with IFRS 3: "Business combinations" the Balance Sheet at 31 December
2014 has been restated to reflect these adjustments which decreased provisions by £4.2 million and decreased the goodwill
arising on the acquisition of Eclipse from £64.6 million to £60.4 million.
On 29 December 2015, the Group completed the disposal of the Elster businesses ("Elster") to Honeywell International Inc.
("Honeywell"). At the interim reporting date the disposal was highly probable and in accordance with IFRS 5: "Non-current
assets held for sale and discontinued operations", the assets and liabilities of Elster were classified as held for sale in
the Balance Sheet at 30 June 2015 and subsequently disposed on 29 December 2015.
Elster comprised the Gas, Electricity and Water segments along with their associated central costs. In addition, the
"Elster disposal group" also contained the Elster divisional long term incentive plans, the FKI UK defined benefit pension
plan and the McKechnie UK defined benefit pension plan, all of which have been shown as discontinued operations in these
financial statements.
On 18 December 2015 the Prelok business, previously included in the Energy segment, was disposed. Prelok is shown as a
discontinued operation in these financial statements.
The Board of Directors approved the preliminary announcement on 3 March 2016.
2. Segment information
Segment information is presented in accordance with IFRS 8: "Operating segments" which requires operating segments to be
identified on the basis of internal reports about components of the Group that are regularly reported to the Group's Board
in order to allocate resources to the segments and assess their performance. Following the disposal of Elster, as described
in note 1, the Group's only remaining reportable operating segment under IFRS 8 is the Energy segment which includes the
Brush business, a specialist supplier of energy industrial products to the global market.
In addition, there are two central cost centres which are also separately reported to the Board. The central corporate cost
centre which contains the Melrose Group head office costs and the central long term incentive plan ("LTIP") cost centre
which contains the costs associated with the five year Melrose Incentive Plan (granted on 11 April 2012) and the divisional
management LTIPs that relate to the Energy segment.
The discontinued segment comprises the Bridon and Prelok businesses along with the Elster disposal group (note 1) in 2014
and the Prelok business and the Elster disposal group (note 1) in 2015.
All continuing revenue in these financial statements relates to the Energy segment.
Transfer prices between business units are set on an arm's length basis in a manner similar to transactions with third
parties.
Included in revenue arising from the Energy segment are revenues of approximately £67.0 million (2014: £88.2 million) which
arose from sales to the Group's largest customer. No other single customer contributed 10% or more to the Group's revenue
in either 2014 or 2015.
The Group's geographical segments are determined by the location of the Group's non-current assets and, for revenue, the
location of external customers. Inter-segment sales are not material and have not been disclosed.
The following tables present the results and certain asset and liability information regarding the Group's operating
segment and central cost centres for the year ended 31 December 2015 and the comparative year. Note 3 gives details of
exceptional operating costs and income.
Segment results
Segment results
Notes Year ended 31 December 2015£m Restated(1)year ended 31 December 2014£m
Continuing operations
Energy headline(2) operating profit 38.5 65.0
Central - corporate (12.7) (11.9)
Central - LTIPs(3) (5.0) (5.4)
Headline(2) operating profit 20.8 47.7
Intangible asset amortisation (8.1) (8.6)
Exceptional operating costs 3 (7.9) (7.5)
Exceptional operating income 3 - 5.4
Operating profit 4.8 37.0
Finance costs (45.6) (38.7)
Finance income 10.1 14.2
(Loss)/profit before tax (30.7) 12.5
Tax 4 14.4 (4.3)
Profit for the year from discontinued operations 5 1,424.3 186.5
Profit for the year 1,408.0 194.7
(1) Restated to include the results of the Elster disposal group (note 1) and Prelok within discontinued operations (note
5).
(2) As defined on the Income Statement.
(3) Long Term Incentive Plans.
Total assets Total liabilities
31 December Restated(1)31 December 31 December Restated(1)31 December
2015£m 2014£m 2015£m 2014£m
Continuing operations
Energy 496.9 501.9 103.7 136.1
Central - corporate 2,491.9 96.5 37.7 649.7
Central - LTIPs(2) - - 2.0 11.0
Total continuing operations 2,988.8 598.4 143.4 796.8
Discontinued operations - 2,585.7 - 813.6
Total 2,988.8 3,184.1 143.4 1,610.4
(1) Restated to include the total assets and total liabilities of the Elster disposal group (note 1) and Prelok within
discontinued operations (note 5) and to reflect the completion of the acquisition accounting of Eclipse (note 1).
(2) Long Term Incentive Plans.
Capital expenditure(1) Depreciation(1)
Year ended Restated(2)year ended Year ended Restated(2)year ended
31 December 31 December 31 December 31 December
2015£m 2014£m 2015£m 2014£m
Continuing operations
Energy 16.8 30.1 7.5 6.2
Central - corporate - 0.2 0.6 0.9
Total continuing operations 16.8 30.3 8.1 7.1
Discontinued operations 39.9 36.0 11.9 31.5
Total 56.7 66.3 20.0 38.6
(1) Including computer software and development costs.
(2) Restated to include the capital expenditure(1) and depreciation(1) of the Elster disposal group (note 1) and Prelok
within discontinued operations (note 5).
Geographical information
The Group operates in various geographical areas around the world. The Group's country of domicile is the UK and the
Group's revenues and non-current assets in Europe and North America are also considered to be material.
The Group's revenue from external customers and information about its segment assets (non-current assets excluding
interests in joint ventures, deferred tax assets, derivative financial assets and non-current trade and other receivables)
by geographical location are detailed below:
Revenue(1) from external customers Non-current assets
Year ended Restated(2)year ended 31 December Restated(3)
31 December 31 December 2015£m 31 December
2015£m 2014£m 2014£m
Continuing operations
UK 83.2 83.6 189.3 194.9
Europe 66.3 84.5 146.9 156.4
North America 57.4 91.7 23.6 19.1
Other 54.2 64.5 26.1 21.2
Total continuing operations 261.1 324.3 385.9 391.6
Discontinued operations 1,109.8 1,261.2 - 2,209.1
Total 1,370.9 1,585.5 385.9 2,600.7
(1) Revenue is presented by destination.
(2) Restated to include the revenue of the Elster disposal group (note 1) and Prelok within discontinued operations (note
5).
(3) Restated to include the non-current assets of the Elster disposal group (note 1) and Prelok within discontinued
operations (note 5) and to reflect the completion of the acquisition accounting of Eclipse (note 1).
3. Exceptional operating costs and income
Exceptional costs Year ended31 December 2015£m Restated(1)year ended31 December 2014£m
Continuing operations
Restructuring costs 7.6 6.1
Acquisition and disposal costs 0.3 1.4
Total exceptional costs 7.9 7.5
(1) Restated to include the results of the Elster disposal group (note 1) and Prelok within discontinued operations (note
5).
During 2015 the continuing Group incurred £7.6 million (2014: £6.1 million) of restructuring costs. Within the Brush
business £5.9 million was incurred, primarily in respect of headcount reductions to align the cost base with the business'
reduced revenue. In addition, £1.7 million of restructuring costs were incurred in relation to the corporate
reorganisation to introduce a new holding company to the Group (note 1), along with the costs associated with returning
capital to shareholders. The charge for restructuring in 2014 related mainly to the set-up of the new Brush China
factory.
The Group also incurred £0.3 million (2014: £1.4 million) of expenses on acquisition and disposal related activities during
the year.
Exceptional income Year ended Year ended31 December 2014£m
31 December
2015
£m
Continuing operations
Release of surplus leasehold property cost provision - 5.4
Total exceptional income - 5.4
During 2014 a historical onerous lease dispute was successfully resolved for less than expected resulting in the release of
£5.4 million from provisions as exceptional income.
4. Tax
Continuing operations Discontinued operations Total
Analysis of charge/(credit) in year: Year ended 31 December Restated(1)year ended Year ended Restated(1)year ended31 December Year ended Year ended
2015 31 December 31 December 2014 31 December 31 December
£m 2014 2015 £m 2015 2014
£m £m £m £m
Current tax 2.9 4.6 46.5 46.2 49.4 50.8
Deferred tax (17.3) (0.3) 2.8 (5.3) (14.5) (5.6)
Total income tax (credit)/charge (14.4) 4.3 49.3 40.9 34.9 45.2
(1) Restated to include the results of the Elster disposal group (note 1) and Prelok within discontinued operations (note
5).
The tax credit from continuing operations for the year ended 31 December 2015 includes an exceptional tax credit of £14.5
million relating to the recognition of tax assets previously not considered recoverable (2014: £nil), a tax credit on
exceptional costs of £0.8 million (2014: charge of £0.7 million) and a tax credit on intangible asset amortisation of £2.1
million (2014: £1.6 million).
Changes to the main rate of UK corporation tax were announced in the Finance (No. 2) Act 2015 which was substantively
enacted in 2015. The UK corporation tax rate is set to reduce to 19% from 1 April 2017 and reduce further to 18% from 1
April 2020. The impact of the future rate changes has been to decrease the closing deferred tax asset by £1.7 million.
The charge for the year can be reconciled to the (loss)/profit per the Income Statement as follows:
Year ended Restated(1)year ended
31 December 31 December
2015£m 2014£m
(Loss)/profit on ordinary activities before tax:
Continuing operations (30.7) 12.5
Discontinued operations (note 5) 217.8 130.5
187.1 143.0
Tax on profit on ordinary activities at weighted average rate 31.54% (2014: 28.49%) 59.0 40.7
Tax effect of:
Net permanent differences/non-deductible items 2.2 1.3
Temporary differences not recognised in deferred tax (4.3) 3.7
Tax credits, withholding taxes and other rate differences (1.3) (1.5)
Prior year tax adjustments (4.6) (2.9)
Exceptional tax (credit)/charge (16.1) 3.9
Total tax charge for the year 34.9 45.2
(1) Restated to include the results of the Elster disposal group (note 1) and Prelok within discontinued operations (note
5).
The reconciliation has been performed at a blended Group tax rate of 31.54% (2014: 28.49%) which represents the weighted
average of the tax rates applying to profits in the jurisdictions in which those profits arose.
In addition to the amount charged to the Income Statement, a tax charge of £7.0 million (2014: credit of £8.7 million) has
been recognised directly in the Consolidated Statement of Comprehensive Income. This represents a tax charge of £6.0
million (2014: credit of £8.7 million) in respect of retirement benefit obligations, a tax charge of £0.4 million (2014:
£nil) in respect of movements on cash flow hedges and a tax charge of £0.6 million (2014: £nil) in respect of tax charged
on foreign exchange gains.
5. Discontinued operations
Disposal of businesses
On 29 December 2015, the Group completed the sale of the Elster disposal group (note 1) for cash consideration of £3,380.8
million. The costs charged to the Income Statement during the year associated with the disposal were £25.6 million. The
profit on disposal was £1,256.3 million after the recycling of cumulative translation differences of £123.8 million.
On 18 December 2015, the smaller Prelok business, previously shown within the Energy segment, was disposed of for a loss of
£0.5 million.
Discontinued operations in 2014 also contain the results and cash flows of the Bridon business, which was disposed of on 12
November 2014.
As described in note 1, the comparative information in these financial statements has been restated to include the results
and cash flows of the Elster disposal group and the Prelok business within discontinued operations and exclude them from
continuing operations.
Financial performance of discontinued operations:
Year ended Restated(1)year ended
31 December 31 December
2015 2014
£m £m
Revenue 1,109.8 1,261.2
Operating costs (886.7) (1,121.3)
Operating profit 223.1 139.9
Net finance costs (5.3) (9.4)
Profit before tax 217.8 130.5
Tax (49.3) (40.9)
Profit after tax 168.5 89.6
Cumulative translation differences recycled on disposals (123.7) 7.6
Gain on disposal of net assets of discontinued operations 1,379.5 89.3
Profit for the year from discontinued operations 1,424.3 186.5
Attributable to:
Owners of the parent 1,423.4 185.7
Non-controlling interests 0.9 0.8
1,424.3 186.5
(1) Restated to include the results of the Elster disposal group (note 1) and Prelok within discontinued operations.
Revenue from discontinued operations comprises £753.5 million in relation to Gas (2014: £687.0 million), £228.6 million in
relation to Electricity (2014: £215.7 million), £125.3 million in relation to Water (2014: £147.5 million), £2.4 million in
relation to Prelok (2014: £3.0 million) and £nil in relation to Bridon (2014: £208.0 million).
Operating profit from discontinued operations is stated after amortisation of intangible assets of £23.5 million (2014:
£52.4 million), after restructuring costs of £15.8 million (2014: £26.3 million) and after acquisition, disposal related
and one off costs of £7.3 million (2014: £2.3 million). Operating profit from discontinued operations also includes the
release of £26.0 million (2014: £nil) of items previously booked as fair value adjustments following the successful
resolution of certain warranty and legal issues inherited with the acquisition of Elster.
Operating profit by business comprises £180.0 million profit in relation to Gas (2014: £106.7 million), £18.1 million
profit in relation to Electricity (2014: £12.2 million), £16.5 million profit in relation to Water (2014: £16.1 million),
£14.8 million profit in relation to Elster central (2014: loss of £2.1 million), £0.3 million profit in relation to Prelok
(2014: £0.1 million), £nil in relation to Bridon (2014: £14.5 million) and a £6.6 million loss in relation to discontinued
corporate costs (2014: £7.6 million).
The major classes of assets and liabilities disposed of during the year were as follows:
£m
Goodwill and other intangible assets 2,076.8
Property, plant and equipment 106.6
Interests in joint ventures 11.1
Inventories 116.9
Trade and other receivables 207.8
Cash and cash equivalents 93.5
Total assets 2,612.7
Trade and other payables 212.3
Loans and borrowings 0.6
Non-controlling interests 1.9
Derivative financial liabilities 0.1
Retirement benefit obligations 111.9
Provisions 75.7
Tax and deferred tax 234.5
Total liabilities 637.0
Net assets 1,975.7
Cash consideration net of costs(1) 3,355.2
Cumulative translation difference recycled on disposals (123.7)
Profit on disposal of businesses 1,255.8
Net cash inflow arising on disposal:
Consideration received in cash and cash equivalents net of costs(1) 3,355.2
Less: cash and cash equivalents disposed of (93.5)
3,261.7
(1) Net of £25.8 million of disposal costs.
6. Dividends
Year ended Year ended
31 December 31 December
2015 2014
£m £m
Final dividend for the year ended 31 December 2013 paid of 5.0p - 53.6
Interim dividend for the year ended 31 December 2014 paid of 2.8p - 30.0
Final dividend for the year ended 31 December 2014 paid of 5.3p 52.7 -
Interim dividend for the year ended 31 December 2015 paid of 2.8p 27.9 -
80.6 83.6
Proposed final dividend for the year ended 31 December 2015 of 2.6p per share (2014: 5.3p per share) totalling £3.8 million
(2014: £52.7 million).
The final dividend of 2.6p was proposed by the Board on 3 March 2016 and, in accordance with IAS 10: "Events after the
reporting period", has not been included as a liability in these financial statements.
7. Earnings per share
Earnings attributable to owners of the parent Year ended31 December 2015£m Restated(1)year ended
31 December 2014£m
Profit for the purposes of earnings per share 1,407.1 193.9
Less: profit for the year from discontinued operations (note 5) (1,423.4) (185.7)
Earnings for basis of earnings per share from continuing operations (16.3) 8.2
(1) Restated to include the results of the Elster disposal group (note 1) and Prelok within discontinued operations (note
5).
Year ended31 December 2015 Year ended
31 December 2014
Number Number
Weighted average number
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