REG - Morgan Adv.Materials - Half-Year Results for Period Ended 30 June 2023
04/08/2023 07:00
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RNS Number : 2808I Morgan Advanced Materials PLC 04 August 2023
Half-year results for the period ended 30 June 2023
Encouraging progress; FY23 guidance unchanged
£ million 1H 1H As reported Organic
unless otherwise stated 2023 2022 change constant- currency(1) change
Adjusted results 553.9 530.2 4.5% 2.6%
Revenue
Group adjusted operating profit(1) 50.0 72.5 (31.0)% (31.4)%
Group adjusted operating profit margin(1) 9.0% 13.7% -470bps
Return on invested capital(1,2) 18.7% 21.9% -320bps
Adjusted EPS(1) 9.9p 15.9p (37.7)%
Free cash flow before acquisitions, disposals and dividends(1) (37.1) (1.0) (36.1)
Net debt (incl. lease liabilities)(1) 257.7 128.5 100.5%
Statutory results
Revenue 553.9 530.2
Operating profit 34.5 70.2 (35.7)
Profit before taxation 28.4 65.7 (37.3)
Continuing EPS 5.2p 15.1p (9.9)p
Interim dividend per share 5.3p 5.3p -%
1. Definitions of these non-GAAP measures can be found in the glossary of
terms on page 43, reconciliations of the statutory results to the adjusted
measures can be found on pages 16 to 20. Throughout this report these non-GAAP
measures are clearly identified by an asterisk (*) where they appear in text
and by a footnote where they appear in tables.
2. The return on invested capital calculation has been simplified so that it
can be calculated from published information and the prior period comparative
has been restated. See details on page 19.
Group highlights
• Organic constant-currency* revenue growth of 2.6%, with 5.6% from
our faster growing markets
• Financial performance for the first half of the year reflects
short term impact of cyber incident in January, with subsequent recovery well
progressed in line with management expectations
• Semiconductor expansion underway, further increasing exposure to
faster growing markets over time
• Group adjusted operating profit* margin of 9.0%; pricing measures
continue to more than offset inflation
• Cash generated from continued operations of £12.9 million;
temporary working capital outflow of £45.2 million to be substantially
recovered by year end
• Strong balance sheet with net debt*/EBITDA (excl. leasing)* of 1.3
times
• Interim dividend maintained at 5.3p
• Absolute CO(2)e emissions (from scope 1 and 2) reduced by 19%
compared with 1H 2022
• Outlook for FY2023 adjusted operating profit* unchanged
Commenting on the results, Chief Executive Officer, Pete Raby said:
"We have delivered revenue growth in the first half in line with our
expectations and continue to see the benefits of our leading differentiated
positions in attractive growth markets. As previously announced, the cyber
event we experienced at the start of the year has impacted sales,
profitability and cash in the short term. Our recovery is well progressed and
we have used this as an opportunity to accelerate investment in our IT
infrastructure across the Group. I want to thank our employees for their hard
work during a challenging period of recovery.
Outlook
Customer demand remains robust. We continue to see inflation across the
business and have more than offset that through pricing measures. Whilst
mindful of market conditions, our outlook for full-year revenue growth remains
unchanged at 2-4%, with adjusted operating profit recovering in the second
half, in line with our financial framework. Our targeted investment in
capacity for our faster growing segments continues at pace, providing us with
a solid foundation to continue to deliver in line with our strategy as we go
into 2024.
Our overall outlook remains unchanged(1)."
1. Company-compiled summary of current analysts' forecasts for adjusted
operating profit at half year 2023 is a range of £120.5 million to £131.0
million.
.
Cyber impact
We experienced a cyber attack on our networks on 8 January 2023. Our teams
worked quickly to compartmentalise the network and shut down our systems to
limit the damage. During the first half our recovery from this has progressed
well. Our core ERP systems are online and remaining applications are being
steadily recovered. We have accelerated our IT modernisation programme which
includes changes to our network design, the deployment of additional security
tooling, and acceleration of our Group ERP programme.
Our factories have operated throughout the disrupted first half. Our teams
have worked closely with our customers to manage their deliveries and customer
demand has remained robust during our recovery. Output improved steadily
through the first half, as we expected.
Overall, we saw volume decline in the first quarter and volume growth in the
second quarter as our factories recovered, leading to a net volume decline for
the first half of around 5%. The volume decline, and inefficiencies from the
cyber incident led to an operating profit impact of £23 million in the first
half as we expected. Our expectation for specific adjusting items related to
the incident for the year ending 31 December 2023 is unchanged at around £15
million.
Our purpose
Our purpose is to use advanced materials to make the world more sustainable
and to improve the quality of life. This purpose guides our actions: it
underpins our work to reduce our environmental impact, informs how we treat
our people, and ensures we fulfil our responsibility for good corporate
governance.
We deliver on our purpose through the products that we make and the way that
we make them.
· We improve the quality of life by supporting medical diagnostics with
our power tubes in medical scanners. Our feedthroughs are at the core of
cochlear implants and our seals are used in blood pumps. These products
transform people's lives.
· Our products help keep people safe. We are proud to design fire
protection in everything from cars to buildings, and ships to oil platforms.
· We design and manufacture our products to help customers save energy.
Our thermal insulation enables high temperature industrial processes and makes
them more energy efficient. Our ceramic cores enable more efficient engines.
Our carbon insulation is integral to efficient and effective semiconductor
manufacturing.
· We enable cleaner power generation. Our carbon brushes are integral to
wind turbines and power generators. Our ceramic rollers are used to make
thin-film solar panels, our insulation is used in solar towers and steam
turbines, and our ceramic cores are used to make more efficient industrial gas
turbines.
Our strategy
Our strategy builds on our strengths and focuses the Group on scalable
businesses in attractive markets, and on the development of our three core
capabilities in customer focus, application engineering and materials science.
To continue the development of our core capabilities we have three execution
priorities:
Big positive difference - making sure we govern our business the right way,
looking after the environment, looking after our people and operating to high
ethical standards. This priority supports our focus on living and breathing
our commitments on inclusion, treating people fairly, reducing waste, managing
our water consumption, and reducing emissions.
Delight the customer - following on from our foundational work on sales
effectiveness, we are working to shape our product and service offerings
further based on customer needs, with the overall objective of making our
business more customer-centric. We are gathering customer feedback during the
year through a range of channels and using that to understand our customer
segments in more detail. This will enable us to align our product, service and
support offerings more closely to customer needs.
Innovate to grow - many of our customers have an increasing need to reduce
their energy consumption and CO(2)e emissions, these customers need our help.
This priority supports our focus on working with the customer to innovate in
traditional heavy industries whilst also contributing to greener technologies
for the future.
We want to accelerate our growth, by winning in our core markets and
increasing our exposure to four faster growing market segments: clean energy,
clean transportation, semiconductors and healthcare.
We have been focusing our product development and business development efforts
in these four markets over the last several years to develop new and
differentiated products that solve complex problems for our customers.
· Clean energy - solutions for energy storage, brushes and slip rings for
onshore wind applications and ceramic and carbon products used in solar panel
manufacture.
· Clean transportation - our rail collector business for metro and main
rail applications, water and vacuum pump components for electric vehicle
applications, fire protection solutions for electric vehicles.
· Semiconductors - we supply carbon and ceramic consumables for key
semiconductor process steps including crystal growth, deposition, lithography
and etch.
· Healthcare - enabling medical imaging and supply of low temperature
insulation for medicine and vaccine transport and storage.
Organic constant-currency* revenue growth in these segments was 5.6%, and they
represented 21% of our revenue overall.
Our financial framework
During our Capital Markets Event in December 2022, we introduced our financial
framework:
· Organic constant-currency* revenue growth of 3%-6% through the
cycle
· Adjusted operating profit margin* of 12.5%-15%
· Return on invested capital* of 17%-20%
· Leverage (net debt*/EBITDA excl. leasing*) of 1.0-2.0 times
Our framework drives enhanced earnings growth and underpins our strategy. We
expect to return to our target margin range in the second half.
Our environment, social and governance (ESG) priorities
In March 2021, we set stretching targets to improve our environmental, social
and governance performance and become a more sustainable business. We take
these commitments seriously and have plans in place to deliver against them in
the coming years, making a step change in our performance.
Whilst some progress has been made, we recognise that there is more work to
do, particularly around water sustainability, safety and employee engagement.
Protect the environment
· Our goal is to be a scope 1 and 2 CO(2)e net zero business by
2050. Our 2030 target is to reduce our scope 1 and scope 2 CO(2)e emissions by
50% (from a 2015 baseline).
· Our aspiration is to use water sustainably across our business. Our
2030 target is to reduce our overall water usage by 30% and reduce our water
usage in high and extremely high stress areas by 30% (from a 2015 baseline).
Provide a safe, fair and inclusive workplace
· Our aspiration is to create an environment and culture with zero harm
to our employees. Our 2030 target is a lost-time accident rate below 0.1
(lost-time accidents per 100,000 hours worked).
· Our aspiration is that our employee demographics reflect the
communities that we operate in. Our 2030 target is for 40% female
representation across the leadership population of our organisation.
· Our aspiration is to be a welcoming and inclusive organisation
where our employees can grow and thrive. Our 2030 target is to attain a top
quartile employee engagement score.
Our performance to date is as follows:
· Scope 1 & 2 CO(2)e emissions. In the first half we have reduced
our CO(2)e emissions by 19% compared with 1H 2022 through a combination of
volume reduction in the first quarter, switching to renewable or carbon free
electricity and a range of energy reduction projects across the Group.
· Water usage in stressed areas. In the first half, overall water usage
decreased by 8.4% whilst high stress water usage decreased by 14.2% compared
with 1H 2022. We saw benefits from capital projects to enable water harvesting
and improve recycling as well as benefit from the reduced volumes. We continue
to review our manufacturing processes to reduce the amount of water they
consume and to implement submetering capabilities to identify further
efficiencies.
· Lost-time accident (LTA) rate. Our lost time accident rate in the
first half was 0.28, compared with 0.29 for 1H 2022. Following completion of
our Group-wide thinkSAFE programme last year, we continue to focus on
plant-level activities including start of shift briefings, safety tours, near
miss identification and reporting and 5S (Sort, Straighten, Shine, Standardise
and Sustain). Safety is our top priority and continues to receive a high level
of focus throughout the organisation.
· Diversity in our leadership population. At 30 June 2023, we have 29%
females in our leadership population, which is unchanged from 29% as at 31
December 2022. Last year we established three employee resource groups for
women, veterans and the LGBTQ+ communities. Training for hiring managers
continues and we are standardising and modernising our parental leave
policies, starting in the UK.
• We conducted an employee engagement survey in the fourth quarter
of 2022 which was designed to direct our attention to the areas which are most
important to our people. During the first half, we have been communicating our
improvement plans to our employees as they are being developed. Progress has
been slower than desired due to the necessary focus on cyber recovery; in the
second half we will continue to seek feedback through employee resource groups
and meetings across all levels of the organisation to ensure we meet
expectations.
Our Group Environment, Health and Sustainability Director and Group HR
Director coordinate our improvement projects. In addition, the Board reviews
progress quarterly and takes an active role in holding the executive team to
account on improving ESG performance.
Enquiries
Pete Raby Morgan Advanced Materials 01753 837 000
Richard Armitage Morgan Advanced Materials
Nina Coad Brunswick 0207 404 5959
Results presentation today
There will be an analyst and investor presentation at 09:30 (UK time) today
via web-conference.
A live audio webcast and slide presentation of this event will be available on
www.morganadvancedmaterials.com (http://www.morganadvancedmaterials.com)
We recommend that you register by 09:15 (UK time).
Basis of preparation
Non-GAAP measures
Throughout this report adjusted measures are used to describe the Group's
financial performance. These are not recognised under IFRS or other generally
accepted accounting principles (GAAP). The Executive Committee and the Board
manage and assess the performance of the business on these measures and they
are presented as the Directors consider they provide useful information to
shareholders, including additional insight into ongoing trading and
year-on-year comparisons. These non-GAAP measures should be viewed as
complementary to, not replacements for, the comparable GAAP measures.
Throughout this report these non-GAAP measures are clearly identified by an
asterisk (*) where they appear in text, and by a footnote when they appear in
tables. Definitions of these non-GAAP measures can be found in the glossary of
terms on page 43, reconciliations of the statutory results to the adjusted
measures can be found on pages 16 to 20.
All periods presented in these condensed consolidated financial statements are
for continuing operations, with separate disclosure of discontinued operations
where appropriate.
Operating review
Revenue Adjusted Margin %(1)
operating profit(1)
1H 2023 1H 2022 1H 2023 1H 2022 1H 2023 1H 2022
£m £m £m £m % %
Thermal Ceramics 205.2 200.5 14.0 22.7 6.8% 11.3%
Molten Metal Systems 26.1 28.1 1.9 4.2 7.3% 14.9%
Electrical Carbon 95.5 91.3 16.4 18.9 17.2% 20.7%
Seals and Bearings 72.8 71.8 5.9 10.9 8.1% 15.2%
Technical Ceramics 154.3 138.5 14.8 18.8 9.6% 13.6%
Segment total(2) 553.9 530.2 53.0 75.5 9.6% 14.2%
Corporate costs (3.0) (3.0)
Group adjusted operating profit(1) 50.0 72.5 9.0% 13.7%
Amortisation of intangible assets (2.1) (2.3)
Operating profit before specific adjusting items 47.9 70.2 8.6% 13.2%
Specific adjusting items included in operating profit(2) (13.4) -
Operating profit 34.5 70.2 6.2% 13.2%
Net financing costs (6.1) (4.5)
Profit before taxation 28.4 65.7
1. Definitions of these non-GAAP measures can be found in the glossary of
terms on page 43, reconciliations of the statutory results to the adjusted
measures can be found on pages 16 to 20.
2. Details of specific adjusting items can be found in note 3 to the condensed
consolidated financial statements.
Thermal Ceramics
Revenue for the Thermal Ceramics global business unit for the six months ended
30 June 2023 was £205.2 million, representing an increase of 2.3% compared
with £200.5 million in 1H 2022. On an organic constant-currency* basis,
year-on-year revenue increased by 2.1%, with growth from petrochemical and
industrial market segments, partially offset by a decline in metals.
Operating profit for the six months ended 30 June 2023 was £11.4 million (1H
2022: £21.8 million) with an operating profit margin of 5.6% (1H 2022:
10.9%), with margin decline due to the volume reduction in the first quarter
and inefficiencies from the cyber incident, whilst pricing measures continue
to recover inflation. Adjusted operating profit* was £14.0 million (1H 2022:
£22.7 million) with an adjusted operating profit margin* of 6.8% (1H 2022:
11.3%).
Electrical Carbon
Revenue for the Electrical Carbon global business unit for the six months
ended 30 June 2023 was £95.5 million, representing an increase of 4.6%
compared with £91.3 million in 1H 2022. On an organic constant-currency*
basis, year-on-year revenue increased by 3.7%, with strong growth from
semiconductors partially offset by decline in industrial markets.
Operating profit for the six months ended 30 June 2023 was £16.0 million (1H
2022: £18.6 million) with an operating profit margin of 16.8% (1H 2022:
20.4%), with margin decline from a fall in volumes and inefficiencies from the
cyber incident, whilst pricing measures continue to recover inflation.
Adjusted operating profit* was £16.4 million (1H 2022: £18.9 million) with
an adjusted operating profit margin* of 17.2% (1H 2022: 20.7%).
Molten Metal Systems
Revenue for the Molten Metal Systems global business unit for the six months
ended 30 June 2023 was £26.1 million, representing a decrease of (7.1)%
compared with £28.1 million in 1H 2022. On an organic constant-currency*
basis, year-on-year revenue decreased by (8.4)% with driven by weakness in
metals markets and the impact of the cyber incident, partially offset by
pricing.
Operating profit for the six months ended 30 June 2023 was £1.8 million (1H
2022: £4.1 million) with an operating profit margin of 6.9% (1H 2022: 14.6%),
with the lower margin due to the drop through of volume reduction and
inefficiencies from the cyber incident. Adjusted operating profit* was £1.9
million (1H 2022: £4.2 million) with an adjusted operating profit margin* of
7.3% (1H 2022: 14.9%).
Seals and Bearings
Revenue for the Seals and Bearings global business unit for the six months
ended 30 June 2023 was £72.8 million, representing an increase of 1.4%
compared with £71.8 million in 1H 2022, with the ceramic armour sales
declining slightly to £11.4 million in the first half (1H 2022: £12.0
million). On an organic constant-currency* basis year-on-year revenue
decreased by (1.6)%, with weakness in industrial markets and the impact of the
cyber incident, partially offset by pricing.
Operating profit for the six months ended 30 June 2023 was £5.4 million (1H
2022: £10.5 million) with an operating profit margin of 7.4% (1H 2022:
14.6%), with the lower margin driven by the volume reduction and
inefficiencies from the cyber incident. Adjusted operating profit* was £5.9
million (1H 2022: £10.9 million) with an adjusted operating profit margin* of
8.1% (1H 2022: 15.2%).
Technical Ceramics
Revenue for the Technical Ceramics global business unit for the six months
ended 30 June 2023 was £154.3 million, an increase of 11.4% compared with
£138.5 million in 1H 2022. On an organic constant-currency* basis,
year-on-year revenue increased by 7.1%, with growth in our semiconductor
industrial, defence and aerospace market segments.
Operating profit for the six months ended 30 June 2023 was £15.4 million (1H
2022: £18.2 million) with an operating profit margin of 10.0% (1H 2022:
13.1%), with margin reduction from inefficiencies resulting from the cyber
incident. Adjusted operating profit* was £14.8 million (1H 2022: £18.8
million) with an adjusted operating profit margin* of 9.6% (1H 2022: 13.6%).
Group financial review
Group revenue for the six months ended 30 June 2023 was £553.9 million (1H
2022: £530.2 million), an increase of 4.5% on a reported basis compared with
1H 2022. On an organic constant-currency* basis revenue increased by 2.6%.
Group adjusted operating profit* for the six months ended 30 June 2023 was
£50.0 million (1H 2022: £72.5 million). Adjusted operating profit margin*
was 9.0%, compared with 13.7% for 1H 2022.
Specific adjusting items before tax for the six months ended 30 June 2023
totalled £13.4 million. See Note 3 of the condensed consolidated financial
statements on page 32, for additional information. For the full year ending 31
December 2023, we expect to incur specific adjusting items of around £15
million in relation to the cyber incident.
Operating profit for the six months ended 30 June 2023 was £34.5 million (1H
2022: £70.2 million) and profit before taxation was £28.4 million (1H 2022:
£65.7 million), with higher IT costs in the first half as a result of the
cyber incident.
The Group amortisation charge for the six months ended 30 June 2023 was
£2.1 million (1H 2022: £2.3 million).
The net finance charge for the six months ended 30 June 2023 was £6.1 million
(1H 2022: £4.5 million) comprising net bank interest and similar charges of
£5.0 million (1H 2022: £2.7 million), net interest on IAS 19 pension
obligations of £nil (1H 2022: £0.7 million), and interest expense on lease
liabilities of £1.1 million (1H 2022: £1.1 million).
Looking forward to the full year, we anticipate that the net finance charge
will be around £13-15 million, comprising net bank interest and similar
charges of £10-12 million; net interest on IAS 19 pension obligations of
£0.5 million; and interest expense on lease liabilities of £2.3 million.
The Group taxation charge for the six months ended 30 June 2023, excluding
specific adjusting items, was £11.3 million (1H 2022: £17.7 million), tax on
specific adjusting items was a credit of £2.2 million (1H 2022: £nil). The
effective tax rate, excluding specific adjusting items, was 27.0% (1H 2022:
27.0%). Note 5 to the condensed consolidated financial statements provides
additional information on the Group's tax charge. Looking forward to the
full year, we anticipate an effective tax rate around 27.0%.
Adjusted earnings per share* for the six months ended 30 June 2023 was 9.9
pence (1H 2022: 15.9 pence) and basic profit per share from continuing
operations was 5.2 pence (1H 2022: 15.1 pence). Details of these calculations
can be found in note 7 to the condensed consolidated financial statements.
The Group's balance sheet and liquidity remains robust. Net debt* for the six
months ended 30 June 2023 was £257.7 million, with net debt* excluding lease
liabilities of £208.5 million. The Group has cash and cash equivalents of
£137.5 million, with £39.8 million of its £230.0 million revolving credit
facility drawn owing to short term intra group funding needs.
Our key financial covenants are measured on a pre-IFRS 16 Leases basis. As at
30 June 2023, net debt* to EBITDA*, excluding the impact of IFRS 16 Leases,
was 1.3 times compared to a covenant not to exceed 3.0 times, and our interest
cover excluding the impact of IFRS 16 Leases was 20.3 times, compared to a
covenant to exceed 4.0 times.
Acquisitions, divestments and business exits
There were no acquisitions, divestments or business exits in the six months to
30 June 2023 or the six months to 30 June 2022.
Specific adjusting items
In the consolidated income statement, the Group presents specific adjusting
items separately. In the judgement of the Directors, as a result of the nature
and value of these items they should be disclosed separately from the
underlying results of the Group to allow the reader to obtain an alternative
understanding of the financial information and an indication of the underlying
performance of the Group.
Details of the specific adjusting items arising during the comparative period
are given in note 3 to the condensed consolidated financial statements.
1H 2023 1H 2022
£m £m
Specific adjusting items
Cyber incident recovery costs and charges (12.0) -
Business closure and exit costs (1.8)
Restructuring credit 0.4 -
Total specific adjusting items before income tax (13.4) -
Income tax credit from specific adjusting items 2.2 -
Total specific adjusting items after income tax (11.2) -
2023
Cyber incident recovery costs and charges
As disclosed in the 2022 Annual Report, the Group experienced a cyber security
incident in January 2023. £11.2 million was incurred during the six months to
June 2023 relating to system recovery and specialist support costs and £0.8
million of leased and owned IT assets which were impacted by the incident were
impaired.
Business closure and exit costs
In July 2023, the Board of our joint venture in Dalian, China made the
decision to liquidate the entity as the joint venture agreement is due to
expire in August 2023. A £1.8 million charge associated with the liquidation
costs has been recognised, mainly in relation to severance costs, costs of
dismantling equipment and advisor fees.
Restructuring credit
The Group recognised a £0.4 million credit relating mainly to the partial
release of a provision following final settlement of the US multi-employer
pension plan for our Technical Ceramics, Ceramics Cores site which was closed
in 2021.
2022
There were no specific adjusting items in the six months to 30 June 2022.
The principal exchange rates used in the translation of the results of
overseas subsidiaries were as follows:
1H 2023 1H 2022
GBP to: Closing rate Average rate Closing rate Average rate
US dollar 1.27 1.23 1.22 1.30
Euro 1.16 1.14 1.16 1.19
For illustrative purposes, the table below provides details of the impact on
1H 2023 revenue and adjusted operating profit* if the actual reported results,
calculated using 1H 2023 average exchange rates were restated for GBP
weakening by 10 cents against US dollar in isolation and 10 cents against the
Euro in isolation:
Increase in 2023 revenue/adjusted operating profit(1) if: Revenue Adjusted operating profit(1)
£m
£m
GBP weakens by 10c against the US dollar in isolation 20.6 1.5
GBP weakens by 10c against the Euro in isolation 11.3 1.5
1. Definitions of these non-GAAP measures can be found in the glossary of
terms on page 43, reconciliations of the statutory results to the adjusted
measures can be found on pages 16 to 20.
Cash flow
1H 2023 1H 2022
£m £m
Cash generated from continuing operations 12.9 45.2
Net capital expenditure (24.0) (22.5)
Net interest on cash and borrowings (4.5) (2.7)
Tax paid (15.8) (15.3)
Lease payments and interest (5.7) (5.7)
Free cash flow before acquisitions, disposals and dividends(1) (37.1) (1.0)
Dividends paid to external plc shareholders (19.1) (16.5)
Net cash flows from other investing and financing activities (2.4) (2.6)
Exchange movement and other non-cash movements (1.4) (9.5)
Opening net debt(1) excluding lease liabilities (148.5) (46.7)
Closing net debt(1) excluding lease liabilities (208.5) (76.3)
Closing lease liabilities (49.2) (52.2)
Closing net debt(1) (257.7) (128.5)
1. Definitions of these non-GAAP measures can be found in the glossary of
terms on page 43, reconciliations of the statutory results to the adjusted
measures can be found on pages 16 to 20.
Cash generated from continuing operations for the six months ended 30 June
2023 was £12.9 million (1H 2022: £45.2 million). Working capital increased
by £45.2 million as a result of an increase in receivables of £34.3 million
and other working capital of £10.9 million. The increase in working capital
reflects temporary growth in receivables which arose as a result of the cyber
incident and an increase in safety stocks held to protect against production
delays. This will reverse by the year end.
Free cash flow before acquisitions, disposals and dividends* was £(37.1)
million (1H 2022: £(1.0) million).
Net debt* for the six months ended 30 June 2023 was £257.7 million (1H 2022:
£128.5 million), representing a net debt* to EBITDA* ratio of 1.5 times (1H
2022: 0.7 times).
Net debt* for the six months ended 30 June 2023 excluding lease liabilities
was £208.5 million (1H 2022: £76.3 million), representing a net debt* to
EBITDA* ratio excluding the impact of IFRS 16 Leases of 1.3 times (1H 2022:
0.5 times).
Further information on the Group's net debt* is provided in note 10 to the
condensed consolidated financial statements.
Defined benefit pension plans
The Group pension deficit for the six months ended 30 June 2023 has increased
by £3.6 million since 31 December 2022 to £19.2 million on an IAS 19
(revised) basis, with UK discount rates increasing as a result of an increase
in corporate bond yields, whilst the US, Eurozone and the Rest of World
discount rates have remained stable:
· The UK schemes surplus decreased by £6.2 million to £19.0
million (FY 2022: surplus £25.2 million; 1H 2022: deficit £30.4 million),
(discount rate 1H 2023: 5.26%; FY 2022: 4.81%; 1H 2022: 3.86%).
· The US schemes deficit decreased by £2.3 million to £6.9
million (FY 2022: £9.2 million; 1H 2022: £8.2 million), (discount rate 1H
2023: 4.93%; FY 2022: 4.99%; 1H 2022: 4.52%).
· The European schemes deficit decreased by £0.6 million to £27.3
million (FY 2022: £27.9 million; 1H 2022: £29.8 million), (discount rate 1H
2023: 3.70%; FY 2022: 3.70%; 1H 2022: 3.00%).
· The Rest of World schemes deficit increased by £0.3 million to
£4.0 million (FY 2022: £3.7 million; 1H 2022: £5.1 million), (discount rate
1H 2023: 5.30%; FY 2022: 5.30%; 1H 2022: 2.90%).
Note 12 to the condensed consolidated financial statements provides additional
information on the Group's pension plans.
The most recent full actuarial valuations of the UK Schemes were undertaken as
at 31 March 2022 and resulted in combined assessed deficits of £49.7 million
on the 'Technical Provisions' basis. The Company subsequently agreed with the
Trustees to make a lump sum contribution to the Schemes of £67.0 million on
29 December 2022 in lieu of the remaining contributions that would otherwise
have been due under the existing recovery plans from the 31 March 2019
valuations. The sum paid also represented the value of the deficit on the more
prudent 'Long Term Objective' basis. As a result, no further contributions to
the UK Schemes are expected to be required pending the results of the next
full valuations as at 31 March 2025.
Interim dividend
The Board has resolved to pay an interim dividend of 5.3 pence per Ordinary
share. The interim dividend will be paid on 17 November 2023 to Ordinary
shareholders on the register of members at the close of trading on 27 October
2023. The ex-dividend date will be 26 October 2023. This compares to an
interim dividend paid in the fourth quarter of 2022 of 5.3 pence per Ordinary
share.
Principal risks and uncertainties
The Group has an established risk management methodology, which seeks to
identify, prioritise and mitigate risks, underpinned by a 'three lines of
defence' model comprising of an internal control framework, internal
monitoring and independent assurance processes. The Board considers that risk
management and internal control are fundamental to achieving the Group aim of
creating long-term sustainable shareholder value.
The current principal risks, representing those risks that the Board feels
could have the most significant impact on achieving the Group's strategy of
building a sustainable business for the long-term and delivering strong
returns to the Group's shareholders, are set out in the 2022 Annual Report and
Accounts, which are available on the Group's website at
www.morganadvancedmaterials.com (http://www.morganadvancedmaterials.com)
The following are the Group's principal risks and uncertainties:
· Technical leadership
The Group's strategic success depends on maintaining and developing its
technical leadership in materials science over its competitors. Unforeseen or
unmitigated technology obsolescence, the emergence of competing technologies,
the loss of control of proprietary technology or the loss of intellectual
property/ know-how or inability to recruit, retain and develop the right
people would negatively impact the Group's ability to achieve its strategic
goals.
· Operational execution/organisational change
As part of the Group's strategy to improve the efficiency of its operations
and organisation, various changes have been made to operational processes at
individual sites and to the Group's structure. Further improvements and
changes are planned for future years. Failure to manage these changes
adequately could result in interruption to operations or customer service, or
a failure to maximise the Group's opportunities.
· Portfolio management
Failure to manage the Group's portfolio of businesses proactively and in line
with this technology profile could lead to the value of the Group's businesses
being eroded over time or to a failure to exploit opportunities to acquire
businesses with the capability to add further value to the Group.
· Macro-economic and political environment
The Group operates in a range of markets and geographies around the world and
could be affected by political, economic, social or regulatory developments or
instability, for example an economic slowdown or issues stemming from oil and
natural resource price shocks.
· Environment, health and safety
The Group operates a number of manufacturing facilities around the world. A
failure in the Group's EHS procedures could lead to environmental damage or to
injury or death of employees or third parties, with a consequential impact on
operations and increased risk of regulatory or legal action being taken
against the Group.
· Pandemic
The overall risk severity has been increased based on assessing a potentially
higher impact of a future pandemic. Communicable disease impacts ways of
working, the supply chain and the ability of employees to travel to work in
affected areas. The Company's priority is to take all actions and precautions
necessary to ensure the safety and wellbeing of our employees.
· Climate Change
Global climate change poses short-term and longer-term challenges for our
business. The expected changes are far-reaching and difficult to reverse.
· Product quality, safety and liability
Products used in applications for which they were not intended or inadequate
quality control/ over commitment on customer specifications could result in
products not meeting customer requirements, which could in turn lead to
significant liabilities and reputational damage.
· IT & cyber security
The global regulatory compliance landscape, including export regulations,
continues to mature and add complexity to how we process, store and share
internal and external data on a global level within the Group, failure adds
significant risk to the GBUs and the Company. Key business system failure
might impact the ability of the business to deliver on its strategic goals.
Following the cyber incident experienced in January 2023, the Group's security
and monitoring programme has been expedited.
· Supply chain and business continuity
The Group has a number of potential single-point exposure risks. These
include:
Single-point supplier: a significant interruption of internal or external key
supply could impact business continuity.
Single-point site: a key site exposed to a strike, a natural catastrophe or a
serious incident, such as fire, could impact business continuity.
· Treasury
The Group's global reach means that it is exposed to uncertainties in the
financial markets, the fiscal jurisdictions where it operates, and the banking
sector. These heighten the Group's funding, foreign exchange, tax, interest
rate, credit and liquidity risks as well as the risk that a bank failure could
impact the Group's cash.
· Pension funding
The Group sponsors several defined benefit pension arrangements, whose
liabilities are subject to fluctuating interest rates, investment values and
inflation. This coupled with the increased longevity of members and a tougher
regulatory funding regime can result in increased funding burdens on the Group
in the future.
· Tax
The Group operates in many jurisdictions around the world and could be
affected by changes in tax laws and regulations within the complex
international tax environment.
· Contract management
As a global advanced materials business supplying components into critical
applications, the Group may be exposed to liabilities arising from the use of
its products.
· Compliance
A failure to comply with any applicable laws/regulations could result in civil
or criminal liabilities and/or individual or corporate fines and could also
result in debarment from government-related contracts or rejection by
financial market counterparties and reputational damage.
Going concern
The Group's business activities, together with the factors likely to affect
its future development, performance and position are set out in the 2022
Annual Report and Accounts on pages 2 to 47. The financial position of the
Group, its cash flows, liquidity position and borrowing facilities, are
described earlier in this Financial Review. In addition, note 11 to the
condensed consolidated financial statements for the six months ended 30 June
2023 provides details of the Group's policies and processes for managing
financial risk, details of its financial instruments and hedging activities
and details of its exposures to credit risk and liquidity risk.
The Group meets its day-to-day working capital requirements through local
banking arrangements underpinned by the Group's £230.0 million unsecured
multi-currency revolving credit facility, which matures in November 2027. As
at 30 June 2023 the Group had both significant available liquidity and
headroom on its covenants. Total committed borrowing facilities were £529.3
million, representing an increase of £111.0 million from 31 December 2022
following the issue of three US Private Placements and a Schuldschein in H1
2023. The amount drawn under these facilities was £339.1 million, which
together with net cash and cash equivalents of £130.3 million, gave total
headroom of £320.5 million. The multi-currency revolving credit facility was
£39.8 million drawn. Total committed borrowing facilities are expected to
decrease to £496.0 million by the end of the year due to the maturity of
£33.4 million of senior notes in October 2023.
The principal borrowing facilities are subject to covenants that are measured
semi-annually in June and December, being net debt* to EBITDA*, excluding the
impact of IFRS 16 Leases, of a maximum of 3 times and interest cover of a
minimum of 4 times, based on measures defined in the facilities agreements
which are adjusted from the equivalent IFRS amounts.
The Group has carefully modelled its cash flow outlook, taking account of
reasonably possible changes in trading performance, exchange rates and
plausible downside scenarios, including the impact of cyber security incident
on 2023 cashflows. This review indicated that there was sufficient headroom
and liquidity for the business to continue for the 18-month period based on
the facilities available. The Group was also expected to be in compliance with
the required covenants discussed above.
The Board has also reviewed the Group's reverse stress testing performed to
demonstrate how much headroom is available on covenant levels in respect of
changes in net debt*, EBITDA*, and underlying revenue*. Based on this
assessment, a combined reduction in EBITDA* of 37% and an increase in net
debt* of 40% would still allow the Group to operate within its financial
covenants. The Directors do not consider either of these scenarios to be
plausible given the diversity of the Group's end markets and its broad
manufacturing base.
The Board and Executive Committee have regular reporting and review processes
in place in order to closely monitor the ongoing operational and financial
performance of the Group. As part of the ongoing risk management process,
principal and emerging risks are identified and reviewed on a regular basis.
In addition, the Directors have assessed the risk of climate change and do not
consider that it will impact the Group's ability to operate as a going concern
for the period under consideration.
The Board fully recognises the challenges that lie ahead but, after making
enquiries, and in the absence of any material uncertainties, the Directors
have a reasonable expectation that the Company and the Group have adequate
resources to continue in operational existence for a period of 18 months from
the date of signing this half-yearly report. Accordingly, they continue to
adopt the going concern basis in preparing the condensed consolidated
financial statements for the six months ended 30 June 2023.
Directors' Responsibility Statement
The Directors confirm that to the best of their knowledge:
· The condensed consolidated financial statements have been
prepared in accordance with UK-adopted IAS 34 Interim Financial Reporting;
· The interim management report for the six-month period ended 30 June
2023 includes a fair review of the information required by DTR 4.2.7R
(indication of important events and their impact during the first six months
of the financial year and a description of the principal risks and
uncertainties for the remaining six months of the year); and
· The interim management report for the six-month period ended 30 June
2023 includes a fair review of the information required by DTR 4.2.8R
(disclosure of related parties' transactions and changes therein).
Information about the current Directors of Morgan Advanced Materials plc
responsible for providing this Statement is maintained on the Company's
website at www.morganadvancedmaterials.com
(http://www.morganadvancedmaterials.com)
By order of the Board
Pete Raby
Chief Executive Officer
Richard Armitage
Chief Financial Officer
3 August 2023
Definitions and reconciliations of non-GAAP to GAAP measures
Reference is made to the following non-GAAP measures throughout this document.
These measures are shown because the Directors consider they provide useful
information to shareholders, including additional insight into ongoing trading
and year-on-year comparisons. These non-GAAP measures should be viewed as
complementary to, not replacements for, the comparable GAAP measures. As
defined in the basis of preparation on page 6, these measures are calculated
on a continuing basis.
Adjusted operating profit
Adjusted operating profit is stated before specific adjusting items and
amortisation of intangible assets. Specific adjusting items are excluded on
the basis that they distort trading performance. Amortisation is excluded as
the charge arises primarily on externally acquired intangible assets since the
adoption of IFRS and does not therefore reflect all intangible assets
consistently.
1H 2023 Thermal Ceramics Molten Electrical Carbon Seals and Bearings Technical Ceramics Segment total(1) Corporate costs(2) Group
Metal Systems
£m £m £m £m £m £m £m
£m
Operating profit 11.4 1.8 16.0 5.4 15.4 50.0 (15.5) 34.5
Add back: specific adjusting items included in operating profit 1.8 - 0.1 0.1 (1.1) 0.9 12.5 13.4
Add back: amortisation of intangible assets 0.8 0.1 0.3 0.4 0.5 2.1 - 2.1
Group and segmental adjusted operating profit/(loss) 14.0 1.9 16.4 5.9 14.8 53.0 (3.0) 50.0
1. Corporate costs consist of central head office costs.
1H 2022 Thermal Ceramics Molten Electrical Carbon Seals and Bearings Technical Ceramics Segment total(1) Corporate costs(2) Group
Metal Systems
£m £m £m £m £m £m £m
£m
Operating profit 21.8 4.1 18.6 10.5 18.2 73.2 (3.0) 70.2
Add back: specific adjusting items included in operating profit - - - - - - - -
Add back: amortisation of intangible assets 0.9 0.1 0.3 0.4 0.6 2.3 - 2.3
Group and segmental adjusted operating profit/(loss) 22.7 4.2 18.9 10.9 18.8 75.5 (3.0) 72.5
1. Corporate costs consist of central head office costs.
Organic growth
Organic growth is the growth of the business excluding the impacts of
acquisitions, divestments and foreign currency impacts. This measure is used
as it allows revenue and adjusted operating profit to be compared on a
like-for-like basis.
Commentary on the underlying business performance is included as part of the
operating review on pages 6 to 11.
Year-on-year movements in segment revenue
Thermal Ceramics Molten Metal Systems Electrical Carbon Seals and Bearings Technical Ceramics Segment
total(1)
£m £m £m £m £m £m
1H 2022 200.5 28.1 91.3 71.8 138.5 530.2
Impact of foreign currency movements 0.5 0.4 0.8 2.2 5.6 9.5
Impacts of acquisitions, disposals and business exits - - - - - -
Organic constant-currency change 4.2 (2.4) 3.4 (1.2) 10.2 14.2
Organic constant-currency change % 2.1% (8.4%) 3.7% (1.6%) 7.1% 2.6%
1H 2023 205.2 26.1 95.5 72.8 154.3 553.9
Year-on-year movements in segment and Group adjusted operating profit
Thermal Ceramics Molten Metal Systems Electrical Carbon Seals and Bearings Technical Ceramics Segment total(1) Corporate costs(2) Group
£m £m £m £m £m £m £m £m
1H 2022 22.7 4.2 18.9 10.9 18.8 75.5 (3.0) 72.5
Impact of foreign currency movements (1.0) 0.1 0.1 0.3 0.9 0.4 - 0.4
Impact of acquisitions, disposals and business exits - - - - - - - -
Organic constant-currency change (7.7) (2.4) (2.6) (5.3) (4.9) (22.9) - (22.9)
Organic constant-currency change % (35.5%) (55.8%) (13.7%) (47.3%) (24.9%) (30.3%) - (31.4%)
1H 2023 14.0 1.9 16.4 5.9 14.8 53.0 (3.0) 50.0
1. Corporate costs consist of the cost of the central head office.
Group EBITDA
Group EBITDA is defined as operating profit before specific adjusting items,
depreciation and amortisation of intangible assets. The Group uses this
measure as it is a key metric in covenants over debt facilities, these
covenants use EBITDA on a pre-IFRS 16 Leases basis. A reconciliation of
operating profit to Group EBITDA is as follows:
1H 2023 1H 2022
£m £m
Operating profit 34.5 70.2
Add back: specific adjusting items included in operating profit 13.4 -
Add back: depreciation - property, plant and equipment 15.7 14.4
Add back: depreciation - right-of-use assets 3.8 3.9
Add back: amortisation of intangible assets 2.1 2.3
Group EBITDA 69.5 90.8
Group EBITDA excluding IFRS 16 Leases impact 63.8 85.1
Free cash flow before acquisitions, disposals and dividends
Free cash flow before acquisitions, disposals and dividends is defined as cash
generated from continuing operations less net capital expenditure, net
interest (interest paid on borrowings, overdrafts and lease liabilities, net
of interest received), tax paid and lease payments.
The Group discloses this measure of free cash flow as this provides readers of
the condensed consolidated financial statements with a measure of the cash
flows from the business before corporate level cash flows (acquisitions,
disposals and dividends).
A reconciliation of cash generated from continuing operations to free cash
flow before acquisitions, disposals and dividends is as follows:
1H 2023 1H 2022
£m £m
Cash generated from continuing operations 12.9 45.2
Net capital expenditure (24.0) (22.5)
Net interest on cash and borrowings (4.5) (2.7)
Tax paid (15.8) (15.3)
Lease payments and interest (5.7) (5.7)
Free cash flow before acquisitions, disposals and dividends (37.1) (1.0)
Net cash and cash equivalents
Net cash and cash equivalents is defined as cash and cash equivalents less
bank overdrafts. The Group also discloses this measure as it provides an
indication of the net short-term liquidity available to the Group.
1H 2023 1H 2022
£m £m
Cash and cash equivalents 137.5 121.6
Bank overdrafts (7.2) (1.1)
Net cash and cash equivalents 130.3 120.5
Net debt
Net debt is defined as borrowings, bank overdrafts and lease liabilities, less
cash and cash equivalents. The Group also discloses this metric excluding
lease liabilities as this is the measure used in the covenants over the
Group's debt facilities.
1H 2023 1H 2022
£m £m
Cash and cash equivalents 137.5 121.6
Non-current borrowings (305.9) (187.1)
Non-current lease liabilities (38.0) (42.2)
Current borrowings and bank overdrafts (40.1) (10.8)
Current lease liabilities (11.2) (10.0)
Closing net debt (257.7) (128.5)
Closing net debt excluding IFRS 16 Leases liabilities (208.5) (76.3)
Return on invested capital
Return on invested capital (ROIC) is defined as Group adjusted operating
profit (operating profit excluding specific adjusting items and amortisation
of intangible assets) divided by the year-on-year average adjusted net assets
(excludes long-term employee benefits, deferred tax assets and liabilities,
current tax receivable and payable, non-current other receivables, non-trade
payables, provisions, cash and cash equivalents, borrowings, bank overdrafts,
derivative financial assets and liabilities, and lease liabilities).
1H 2023 1H 2022(1)
£m £m
Operating profit before specific adjusting items 124.0 132.2
Add back: amortisation of intangible assets 4.5 5.7
Group adjusted operating profit 128.5 137.9
Average adjusted net assets:
Third-party working capital 197.5 151.4
Property, Plant and equipment 271.7 259.5
Goodwill 179.3 176.4
Right-of-use assets 32.5 33.2
Intangible assets 6.8 10.5
Average adjusted net assets 687.8 631.0
ROIC 18.7% 21.9%
ROIC excluding IFRS 16 Leases impact 19.6% 23.1%
1. The return on invested capital calculation has been simplified so that it
can be calculated from published information; the prior period comparative has
also been restated. Under the previous methodology (which used 12-month
adjusted operating profit and 12-month average adjusted net assets), ROIC as
at 30 June 2023 was 18.1% (30 June 2022: 22.8%).
Adjusted earnings per share
Adjusted earnings per share is defined as operating profit adjusted to exclude
specific adjusting items and amortisation of intangible assets, plus share of
profit of associate less net financing costs, income tax expense and
non-controlling interests, divided by the weighted average number of Ordinary
shares during the period. This measure of earnings is shown because the
Directors consider it provides an indication of adjusted performance which is
less impacted by adjusting items and therefore reflects the underlying
performance trends in the business.
A reconciliation from IFRS profit to the profit used to calculate adjusted
earnings per share is included in note 7 to the condensed consolidated
financial statements.
Constant-currency revenue and adjusted operating profit
Constant-currency revenue and adjusted operating profit are derived by
translating the prior year results at current year average exchange rates.
These measures are used as they allow revenue to be compared excluding the
impact of foreign exchange rates. Page 10 provides further information on the
principal foreign currency exchange rates used in the translation of the
Group's results to constant-currency at average exchange rates.
Interim Results Announcement
Condensed Consolidated Financial Statements
for the six months ended 30 June 2023
Condensed consolidated income statement
Six months ended Six months ended Year ended
30 June 2023 30 June 2022 31 December 2022
Results Specific Total Results Specific Total Results Specific Total
before specific adjusting before specific adjusting before specific adjusting
adjusting items items( 1) adjusting items items( 1) adjusting items items( 1)
Note £m £m £m £m £m £m £m £m £m
Revenue 2 553.9 - 553.9 530.2 - 530.2 1,112.1 - 1,112.1
Operating costs before amortisation of intangible assets (503.9) (13.4) (517.3) (457.7) - (457.7) (961.1) (5.5) (966.6)
Profit from operations before amortisation of intangible assets 2 50.0 (13.4) 36.6 72.5 - 72.5 151.0 (5.5) 145.5
Amortisation of intangible assets (2.1) - (2.1) (2.3) - (2.3) (4.7) - (4.7)
Operating profit 2 47.9 (13.4) 34.5 70.2 - 70.2 146.3 (5.5) 140.8
Finance income 2.2 - 2.2 0.4 - 0.4 1.6 - 1.6
Finance expense (8.3) - (8.3) (4.9) - (4.9) (10.8) - (10.8)
Net financing costs 4 (6.1) - (6.1) (4.5) - (4.5) (9.2) - (9.2)
Profit before taxation 41.8 (13.4) 28.4 65.7 - 65.7 137.1 (5.5) 131.6
Income tax expense 5 (11.3) 2.2 (9.1) (17.7) - (17.7) (37.1) 1.1 (36.0)
Profit from continuing operations 30.5 (11.2) 19.3 48.0 - 48.0 100.0 (4.4) 95.6
Profit from discontinued operations 6 - - - - - - - 1.1 1.1
Profit for the period 30.5 (11.2) 19.3 48.0 - 48.0 100.0 (3.3) 96.7
Profit for the period attributable to:
Shareholders of the Company 26.0 (11.2) 14.8 42.9 - 42.9 91.3 (3.3) 88.0
Non-controlling interests 4.5 - 4.5 5.1 - 5.1 8.7 - 8.7
Profit for the period 30.5 (11.2) 19.3 48.0 - 48.0 100.0 (3.3) 96.7
Earnings per share 7
Continuing and discontinued operations
Basic earnings per share 5.2p 15.1p 31.0p
Diluted earnings per share 5.2p 15.0p 30.7p
Continuing operations
Basic earnings per share 5.2p 15.1p 30.6p
Diluted earnings per share 5.2p 15.0p 30.3p
Dividends(2)
Proposed interim dividend - pence 5.30p 5.30p 5.30p
15.1 15.1 15.1
- £m
Final dividend - pence 6.70p
19.1
- £m
1. Details of specific adjusting items are given in note 3 to the condensed
consolidated financial statements.
2. The proposed interim and approved final dividends are based upon the number
of shares outstanding at the balance sheet date.
Interim Results Announcement
Condensed Consolidated Financial Statements (continued)
for the six months ended 30 June 2023
Condensed consolidated statement of comprehensive income
At 30 June 2023 At 30 June 2022 At 31 December 2022
£m £m £m
Profit for the period 19.3 48.0 96.7
Other comprehensive income/(expense):
Items that will not be reclassified subsequently to profit or loss:
Remeasurement (loss)/gain on defined benefit plans (5.0) 23.3 5.5
Tax effect of components of other comprehensive income not reclassified (0.4) (3.1) (3.4)
(5.4) 20.2 2.1
Items that may be reclassified subsequently to profit or loss:
Foreign exchange translation differences (27.5) 21.6 17.5
Net investment hedges:
Change in fair value (0.3) - -
Cash flow hedges:
Change in fair value 0.5 (0.9) (0.2)
Transferred to profit or loss (0.1) - 0.1
(27.4) 20.7 17.4
Total other comprehensive income (32.8) 40.9 19.5
Total comprehensive income (13.5) 88.9 116.2
Attributable to:
Shareholders of the Company (14.3) 82.3 106.7
Non-controlling interests 0.8 6.6 9.5
(13.5) 88.9 116.2
Total comprehensive income attributable to shareholders of the Company arising
from:
Continuing operations (14.3) 82.3 105.6
Discontinued operations - - 1.1
(14.3) 82.3 106.7
Condensed consolidated balance sheet
At 30 June 2023 At 30 June 2022 At 31 December 2022
Note £m £m £m
Assets
Property, plant and equipment 8 275.6 268.1 283.2
Right-of-use assets 31.7 33.2 33.6
Intangible assets: goodwill 9 177.3 181.2 181.9
Intangible assets: other 9 4.6 8.9 7.1
Other receivables 3.0 4.5 3.2
Deferred tax assets 14.5 14.9 15.3
Total non-current assets 506.7 510.8 524.3
Inventories 181.4 169.0 174.2
Derivative financial assets 11 0.8 0.4 1.3
Trade and other receivables 227.7 195.2 202.5
Current tax receivable 0.5 0.6 0.3
Cash and cash equivalents 10 137.5 121.6 117.7
Total current assets 547.9 486.8 496.0
Total assets 1,054.6 997.6 1,020.3
Liabilities
Borrowings 10 305.9 187.1 230.1
Lease liabilities 38.0 42.2 41.4
Employee benefits: pensions 12 19.2 73.5 15.6
Provisions 13 9.5 17.4 16.1
Non-trade payables 1.8 2.3 2.1
Deferred tax liabilities 2.8 1.1 2.0
Total non-current liabilities 377.2 323.6 307.3
Borrowings and bank overdrafts 10 40.1 10.8 36.1
Lease liabilities 11.2 10.0 10.5
Trade and other payables 192.2 186.2 195.0
Current tax payable 22.2 29.6 30.3
Provisions 13 13.7 13.0 9.9
Derivative financial liabilities 11 0.6 1.7 1.6
Total current liabilities 280.0 251.3 283.4
Total liabilities 657.2 574.9 590.7
Total net assets 397.4 422.7 429.6
Equity
Share capital 71.3 71.3 71.3
Share premium 111.7 111.7 111.7
Reserves 11.4 37.7 35.1
Retained earnings 163.2 157.9 170.9
Total equity attributable to shareholders of the Company 357.6 378.6 389.0
Non-controlling interests 39.8 44.1 40.6
Total equity 397.4 422.7 429.6
Condensed consolidated statement of changes in equity
Share capital Share premium Translation Hedging Fair value reserve Capital redemption reserve Other reserves Retained earnings Total parent equity Non-controlling interests Total
reserve reserve equity
£m £m £m £m £m £m £m £m £m £m £m
At 1 January 2022 71.3 111.7 (16.7) (0.1) (1.0) 35.7 0.6 109.1 310.6 39.0 349.6
Profit for the period - - - - - - - 42.9 42.9 5.1 48.0
Other comprehensive income/(expense):
Remeasurement gain on defined benefit plans and related taxes - - - - - - - 20.2 20.2 - 20.2
Foreign exchange differences - - 20.1 - - - - - 20.1 1.5 21.6
Cash flow hedging fair value changes and transfers - - - (0.9) - - - - (0.9) - (0.9)
Total comprehensive income/(expense) - - 20.1 (0.9) - - - 63.1 82.3 6.6 88.9
Transactions with owners:
Dividends - - - - - - - (16.5) (16.5) (1.5) (18.0)
Equity-settled share-based payments - - - - - - - 3.0 3.0 - 3.0
Own shares acquired for share incentive schemes (net) - - - - - - - (0.8) (0.8) - (0.8)
At 30 June 2022 71.3 111.7 3.4 (1.0) (1.0) 35.7 0.6 157.9 378.6 44.1 422.7
At 1 January 2022 71.3 111.7 (16.7) (0.1) (1.0) 35.7 0.6 109.1 310.6 39.0 349.6
Profit for the year - - - - - - - 88.0 88.0 8.7 96.7
Other comprehensive income/(expense):
Remeasurement gain on defined benefit plans and related taxes - - - - - - - 2.1 2.1 - 2.1
Foreign exchange differences - - 16.7 - - - - - 16.7 0.8 17.5
Cash flow hedging fair value changes and transfers - - - (0.1) - - - - (0.1) - (0.1)
Total comprehensive income/(expense) - - 16.7 (0.1) - - - 90.1 106.7 9.5 116.2
Transactions with owners:
Dividends - - - - - - - (31.6) (31.6) (7.9) (39.5)
Equity settled share-based payments - - - - - - - 5.7 5.7 - 5.7
Own shares acquired for share incentive schemes (net) - - - - - - - (2.4) (2.4) - (2.4)
At 31 December 2022 71.3 111.7 - (0.2) (1.0) 35.7 0.6 170.9 389.0 40.6 429.6
At 1 January 2023 71.3 111.7 - (0.2) (1.0) 35.7 0.6 170.9 389.0 40.6 429.6
Profit for the period - - - - - - - 14.8 14.8 4.5 19.3
Other comprehensive income/(expense):
Remeasurement loss on defined benefit plans and related taxes - - - - - - - (5.4) (5.4) - (5.4)
Foreign exchange differences - - (23.8) - - - - - (23.8) (3.7) (27.5)
Net investment hedging fair value changes and transfers - - - (0.3) - - - - (0.3) - (0.3)
Cash flow hedging fair value changes and transfers - - - 0.4 - - - - 0.4 - 0.4
Total comprehensive income/(expense) - - (23.8) 0.1 - - - 9.4 (14.3) 0.8 (13.5)
Transactions with owners:
Dividends - - - - - - - (19.1) (19.1) (1.6) (20.7)
Equity-settled share-based payments - - - - - - - 2.6 2.6 - 2.6
Own shares acquired for share incentive schemes (net) - - - - - - - (0.6) (0.6) - (0.6)
At 30 June 2023 71.3 111.7 (23.8) (0.1) (1.0) 35.7 0.6 163.2 357.6 39.8 397.4
Condensed consolidated statement of cash flows
Six months ended Six months ended Year ended
30 June 2023 30 June 2022 31 December 2022
Note £m £m £m
Operating activities
Profit for the period from continuing operations 19.3 48.0 95.6
Profit for the period from discontinued operations 6 - - 1.1
Adjustments for:
Depreciation - property, plant and equipment 2,8 15.7 14.4 30.3
Depreciation - right-of-use assets 2 3.8 3.9 7.8
Amortisation 2,9 2.1 2.3 4.7
Net financing costs 4 6.1 4.5 9.2
Profit on disposal of business 3,6 - - (0.4)
Non-cash specific adjusting items included in operating profit 3,6 0.8 - 6.6
Profit on sale of property, plant and equipment - (0.2) (0.3)
Income tax expense 5 9.1 17.7 36.0
Equity-settled share-based payment expenses 2.6 2.3 5.1
Cash generated from operations before changes in working capital and 59.5 92.9 195.7
provisions
Increase in trade and other receivables (34.3) (23.4) (26.5)
Increase in inventories (17.2) (18.8) (25.2)
Increase in trade and other payables 6.3 3.5 7.0
Decrease in provisions (1.6) (0.7) (4.9)
Payments to defined benefit pension plans (net of IAS 19 pension charges) 0.2 (8.3) (85.9)
Cash generated from operations 12.9 45.2 60.2
Interest paid - borrowings and overdrafts (6.7) (3.1) (7.0)
Interest paid - lease liabilities (1.1) (1.1) (2.4)
Income tax paid (15.8) (15.3) (31.8)
Net cash from operating activities (10.7) 25.7 19.0
Investing activities
Purchase of property, plant and equipment and software (24.0) (22.9) (58.0)
Purchase of investments (0.2) (0.3) -
Proceeds from sale of property, plant and equipment - 0.4 0.6
Interest received 2.2 0.4 1.6
Disposal of investments - - 0.4
Net cash from investing activities (22.0) (22.4) (55.4)
Financing activities
Purchase of own shares for share incentive schemes (0.7) (0.9) (2.9)
Net proceeds from exercise of share options 0.1 0.1 0.5
Increase in borrowings 200.5 23.6 113.3
Reduction and repayment of borrowings (112.2) (13.9) (39.0)
Payment of lease liabilities (4.6) (4.6) (9.0)
Dividends paid to shareholders of the Company (19.1) (16.5) (31.6)
Dividends paid to non-controlling interests (1.6) (1.5) (7.9)
Net cash from financing activities 62.4 (13.7) 23.4
Net increase/(decrease) in cash and cash equivalents 29.7 (10.4) (13.0)
Cash and cash equivalents at start of period 117.7 127.3 127.3
Effect of exchange rate fluctuations on cash held (9.9) 4.7 3.4
Cash and cash equivalents at period end 10 137.5 121.6 117.7
Notes to the condensed consolidated financial statements
Note 1. Basis of preparation, accounting policies and judgment and estimates
Morgan Advanced Materials plc (the 'Company') is a company incorporated in the
UK under the Companies Act 2006.
The unaudited condensed consolidated financial statements of the Company for
the six months ended 30 June 2023 comprise the Company and the Group's
subsidiaries (together 'the Group').
The condensed consolidated financial statements for the six months ended 30
June 2023 have been prepared in accordance with International Accounting
Standard 34 Interim Financial Reporting and International Financial Reporting
Standards ('IFRSs') as adopted by the UK. There has been no change to the
recognition, measurement or disclosure from preparation in previous periods
under IFRSs as adopted by the European Union. Selected explanatory notes are
included to explain events and transactions that are significant to an
understanding of the changes in financial position and performance of the
Group since the last annual consolidated financial statements for the year
ended 31 December 2022.
The condensed consolidated financial statements and the comparative
information for the six months ended 30 June 2023 have neither been audited
nor reviewed, do not comprise statutory accounts for the purpose of section
434 of Companies Act 2006 and should be read in conjunction with the Annual
Report and Accounts for the year ended 31 December 2022. Those accounts have
been reported on by the Group's auditor and delivered to the Registrar of
Companies. The report of the auditor was unqualified, did not include a
reference to any matters to which the auditor drew attention by way of
emphasis without qualifying his report, and did not contain a statement under
section 498(2) or (3) of the Companies Act 2006. The condensed consolidated
financial statements have been prepared on a going concern basis, see page 27
for further details.
The consolidated financial statements of the Group for the year ended 31
December 2022 are available on request from the Company's registered office at
York House, Sheet Street, Windsor, SL4 1DD or at morganadvancedmaterials.com.
The condensed consolidated financial statements for the six months ended 30
June 2023 were approved by the Board on 3 August 2023.
Accounting policies
As required by the Disclosure and Transparency Rules of the Financial Conduct
Authority, these condensed consolidated financial statements have been
prepared by applying the accounting policies that were applied in the
preparation of the Group's published consolidated financial statements for the
year ended 31 December 2022, except for newly effective standards listed
below.
Use of judgements and estimates
Preparing the condensed consolidated financial statements requires management
to make judgements, estimates and assumptions that affect the application of
accounting policies and the reported amounts of assets and liabilities, income
and expense. Actual results may differ from these estimates. The Group's
critical accounting judgments and key sources of estimation uncertainty remain
unchanged from those set out in the Group's consolidated financial statements
for the year ended 31 December 2022.
Adoption of new and revised accounting standards
During the period the following amendments to standards became effective. The
amendments did not have a material impact on the Group:
· Amendments to IFRS 17 - Insurance Contracts;
· Amendments to IAS 1 - Classification of Liabilities as Current or
Non-current;
· Amendments to IFRS 4 - Extension of the Temporary Exemption from
Applying IFRS 9;
· Amendments to IAS 1 and IFRS Practice Statement 2 - Disclosure of
Accounting Policies;
· Amendments to IAS 12 - Deferred Tax related to Assets and
Liabilities arising from a Single Transaction;
· Amendments to IAS 8 - Definition of Accounting Estimates;
· Amendments to IFRS 17 - Initial Application of IFRS 17 and IFRS
19 - Comparative Information; and
· Amendment to IAS 12 - International Tax Reform - Pillar Two Model
Rules.
Accounting developments and changes
New standards and interpretations that are in issue but not yet effective are
listed below, none of which are anticipated to have a material impact on the
Group's financial statements:
· Amendment to IFRS 16 - Covid-19-Related Rent Concessions beyond
30 June 2021;
· Amendment to IFRS 16 - Lease Liability in a Sale and Leaseback;
· Amendments to IAS 7 and IFRS 7 - Supplier Finance Arrangements;
and
· Amendments to IAS 1 - Non-current Liabilities with Covenants.
Non-GAAP measures
Where non-GAAP measures have been referenced, these have been identified by an
asterisk (*) where they appear in text and by a footnote where they appear in
a table. Definitions of these non-GAAP measures, and their reconciliation to
the relevant GAAP measure, are provided on pages 16 to 20.
Going concern
The Group's business activities, together with the factors likely to affect
its future development, performance and position are set out in the 2022
Annual Report and Accounts on pages 2 to 47. The financial position of the
Group, its cash flows, liquidity position and borrowing facilities, are
described earlier in this Financial Review. In addition, note 11 to the
condensed consolidated financial statements for the six months ended 30 June
2023 provides details of the Group's policies and processes for managing
financial risk, details of its financial instruments and hedging activities
and details of its exposures to credit risk and liquidity risk.
The Group meets its day-to-day working capital requirements through local
banking arrangements underpinned by the Group's £230.0 million unsecured
multi-currency revolving credit facility, which matures in November 2027. As
at 30 June 2023 the Group had both significant available liquidity and
headroom on its covenants. Total committed borrowing facilities were £529.3
million, representing an increase of £111.0 million from 31 December 2022
following the issue of three US Private Placements and a Schuldschein in H1
2023. The amount drawn under these facilities was £339.1 million, which
together with net cash and cash equivalents of £130.3 million, gave total
headroom of £320.5 million. The multi-currency revolving credit facility was
£39.8 million drawn. Total committed borrowing facilities are expected to
decrease to £496.0 million by the end of the year due to the maturity of
£33.4 million of senior notes in October 2023.
The principal borrowing facilities are subject to covenants that are measured
semi-annually in June and December, being net debt* to EBITDA*, excluding the
impact of IFRS 16 Leases, of a maximum of 3 times and interest cover of a
minimum of 4 times, based on measures defined in the facilities agreements
which are adjusted from the equivalent IFRS amounts.
The Group has carefully modelled its cash flow outlook, taking account of
reasonably possible changes in trading performance, exchange rates and
plausible downside scenarios, including the impact of cyber security incident
on 2023 cashflows. This review indicated that there was sufficient headroom
and liquidity for the business to continue for the 18 month period based on
the facilities available. The Group was also expected to be in compliance with
the required covenants discussed above.
The Board has also reviewed the Group's reverse stress testing performed to
demonstrate how much headroom is available on covenant levels in respect of
changes in net debt*, EBITDA*, and underlying revenue*. Based on this
assessment, a combined reduction in EBITDA* of 37% and an increase in net
debt* of 40% would still allow the Group to operate within its financial
covenants. The Directors do not consider either of these scenarios to be
plausible given the diversity of the Group's end markets and its broad
manufacturing base.
The Board and Executive Committee have regular reporting and review processes
in place in order to closely monitor the ongoing operational and financial
performance of the Group. As part of the ongoing risk management process,
principal and emerging risks are identified and reviewed on a regular basis.
In addition, the Directors have assessed the risk of climate change and do not
consider that it will impact the Group's ability to operate as a going concern
for the period under consideration.
The Board fully recognises the challenges that lie ahead but, after making
enquiries, and in the absence of any material uncertainties, the Directors
have a reasonable expectation that the Company and the Group have adequate
resources to continue in operational existence for a period of 18 months from
the date of signing this half-yearly report. Accordingly, they continue to
adopt the going concern basis in preparing the condensed consolidated
financial statements for the six months ended 30 June 2023.
Note 2. Segment reporting
The Group reports as five global business units, which have been identified as
the Group's reportable operating segments. These have been identified on the
basis of internal management reporting information that is regularly reviewed
by the Group's Board of Directors (the Chief Operating Decision Maker) in
order to allocate resources and assess performance.
Segment results, assets and liabilities include items directly attributable to
a segment as well as those that can be allocated on a reasonable basis.
Unallocated items comprise mainly investments and related income, borrowings
and related expenses, corporate assets and head office expenses, and income
tax assets and liabilities.
The information presented below represents the operating segments of the
Group.
Six months ended 30 June 2023
Thermal Ceramics Molten Metal Systems Electrical Carbon Seals and Bearings Technical Ceramics Segment totals Corporate costs Group
Continuing operations £m £m £m £m £m £m £m £m
Revenue from external customers 205.2 26.1 95.5 72.8 154.3 553.9 - 553.9
Segment adjusted operating profit(1) 14.0 1.9 16.4 5.9 14.8 53.0 - 53.0
Corporate costs (3.0) (3.0)
Group adjusted operating profit(1) 50.0
Amortisation of intangible assets (0.8) (0.1) (0.3) (0.4) (0.5) (2.1) - (2.1)
Operating profit before specific adjusting items 13.2 1.8 16.1 5.5 14.3 50.9 (3.0) 47.9
Specific adjusting items included in operating profit(2) (1.8) - (0.1) (0.1) 1.1 (0.9) (12.5) (13.4)
Operating profit 11.4 1.8 16.0 5.4 15.4 50.0 (15.5) 34.5
Finance income 2.2
Finance expense (8.3)
Profit before taxation 28.4
Segment assets 355.9 42.8 161.9 119.4 214.5 894.5 160.1 1,054.6
Segment liabilities 92.0 7.9 32.1 23.2 78.2 233.4 423.8 657.2
Segment capital expenditure 6.1 1.2 5.6 5.2 5.9 24.0 - 24.0
Segment depreciation - property, plant and equipment 5.8 1.0 2.9 3.0 3.0 15.7 - 15.7
Segment depreciation - right-of-use assets 1.5 0.1 0.5 0.3 1.4 3.8 - 3.8
Segment impairment of non-financial assets - - - - - - 0.8 0.8
1. Definitions of these non-GAAP measures can be found in the glossary of
terms on page 43, reconciliations of the statutory results to the adjusted
measures can be found on pages 16 to 20.
2. Details of specific adjusting items are given in note 3 to the condensed
consolidated financial statements.
Six months ended 30 June 2022
Thermal Ceramics Molten Metal Systems Electrical Carbon Seals and Bearings Technical Ceramics Segment totals Corporate costs Group
Continuing operations £m £m £m £m £m £m £m £m
Revenue from external customers 200.5 28.1 91.3 71.8 138.5 530.2 - 530.2
Segment adjusted operating profit(1) 22.7 4.2 18.9 10.9 18.8 75.5 - 75.5
Corporate costs (3.0) (3.0)
Group adjusted operating profit(1) 72.5
Amortisation of intangible assets (0.9) (0.1) (0.3) (0.4) (0.6) (2.3) - (2.3)
Operating profit before specific adjusting items 21.8 4.1 18.6 10.5 18.2 73.2 (3.0) 70.2
Specific adjusting items included in operating profit(2) - - - - - - - -
Operating profit 21.8 4.1 18.6 10.5 18.2 73.2 (3.0) 70.2
Finance income 0.4
Finance expense (4.9)
Profit before taxation 65.7
Segment assets 360.9 45.9 152.5 112.4 183.5 855.2 142.4 997.6
Segment liabilities 98.9 8.7 31.9 22.6 80.8 242.9 332.0 574.9
Segment capital expenditure 6.9 1.1 3.0 3.8 8.1 22.9 - 22.9
Segment depreciation - property, plant and equipment 5.2 1.0 2.5 3.0 2.7 14.4 - 14.4
Segment depreciation - right-of-use assets 1.7 0.1 0.5 0.3 1.3 3.9 - 3.9
Segment impairment of non-financial assets - - - - - - - -
1. Definitions of these non-GAAP measures can be found in the glossary of
terms on page 43, reconciliations of the statutory results to the adjusted
measures can be found on pages 16 to 20.
2. Details of specific adjusting items are given in note 3 to the condensed
consolidated financial statements.
Year ended 31 December 2022
Thermal Ceramics Molten Metal Systems Electrical Carbon Seals and Bearings Technical Ceramics Segment totals Corporate costs Group
Continuing operations £m £m £m £m £m £m £m £m
Revenue from external customers 421.4 57.8 188.7 148.5 295.7 1,112.1 - 1,112.1
Segment adjusted operating profit(1) 48.7 7.8 39.7 19.0 41.7 156.9 - 156.9
Corporate costs (5.9) (5.9)
Group adjusted operating profit(1) 151.0
Amortisation of intangible assets (1.6) (0.3) (0.7) (0.8) (1.3) (4.7) - (4.7)
Operating profit before specific adjusting items 47.1 7.5 39.0 18.2 40.4 152.2 (5.9) 146.3
Specific adjusting items included in operating profit(2) (2.8) - 0.1 (1.6) (1.2) (5.5) - (5.5)
Operating profit 44.3 7.5 39.1 16.6 39.2 146.7 (5.9) 140.8
Finance income 1.6
Finance expense (10.8)
Profit before taxation 131.6
Segment assets 361.2 44.0 159.5 115.8 199.8 880.3 140.0 1,020.3
Segment liabilities 93.2 8.9 32.6 26.5 86.3 247.5 343.2 590.7
Segment capital expenditure 16.8 3.5 8.7 9.7 19.3 58.0 - 58.0
Segment depreciation - property, plant and equipment 11.2 2.1 5.3 6.0 5.7 30.3 - 30.3
Segment depreciation - right-of-use assets 3.2 0.3 1.0 0.6 2.7 7.8 - 7.8
Segment impairment of non-financial assets 3.2 - - 1.6 1.7 6.5 - 6.5
1. Definitions of these non-GAAP measures can be found in the glossary of
terms on page 43, reconciliations of the statutory results to the adjusted
measures can be found on pages 16 to 20.
2. Details of specific adjusting items are given in note 3 to the condensed
consolidated financial statements.
Revenue from external customers by geography
Continuing operations Six months ended Six months ended Year ended
30 June 2023 30 June 2022 31 December 2022
£m £m £m
US 203.7 190.7 405.6
China 56.7 61.0 121.4
Germany 45.3 39.1 85.1
UK (the Group's country of domicile) 22.6 22.9 53.2
Other Asia, Australasia, Middle East and Africa 97.3 94.1 194.1
Other Europe 92.3 88.2 182.0
Other North America 21.4 18.2 39.1
South America 14.6 16.0 31.6
553.9 530.2 1,112.1
Revenue from external customers is based on geographic location of the
end-customer. No customer represents more than 5% of revenue.
Revenue from external customers by end-market
Continuing operations Six months ended Six months ended Year ended
30 June 2023 30 June 2022(1) 31 December 2022
£m £m £m
Semiconductors 51.6 43.2 91.3
Healthcare 39.1 36.8 74.7
Clean energy and clean transportation 24.4 26.4 51.7
Faster growing markets 115.1 106.4 217.7
Industrial 170.3 165.2 344.5
Conventional transportation 91.8 82.2 179.9
Metals 72.0 75.6 159.9
Petrochemical and chemical 57.2 56.2 112.6
Security and defence 32.4 29.6 65.2
Conventional energy 15.1 15.0 32.3
Core markets 438.8 423.8 894.4
553.9 530.2 1,112.1
1. Revenue from external customers by end market for the period ended 30 June
2022 has been re-presented to better reflect the end-markets of our customers.
Intercompany sales to other segments
Continuing operations Six months ended Six months ended Year ended
30 June 2023 30 June 2022 31 December 2022
£m £m £m
Thermal Ceramics 0.3 0.3 0.4
Molten Metal Systems - - 0.1
Electrical Carbon 0.1 0.1 0.5
Seals and Bearings 0.3 0.4 0.7
Technical Ceramics 0.1 0.6 1.0
0.8 1.4 2.7
Note 3. Specific adjusting items
Continuing operations Six months ended Six months ended Year ended
30 June 2023 30 June 2022 31 December 2022
£m £m £m
Specific adjusting items:
Cyber incident recovery costs and charges (12.0) - -
Business closure and exit costs (1.8) - -
Restructuring credit 0.4 - 0.6
Impairment of non-financial assets - - (6.5)
Net profit on disposal of businesses - - 0.4
Total specific adjusting items before income tax (13.4) - (5.5)
Income tax credit from specific adjusting items 2.2 - 1.1
Total specific adjusting items after income tax (11.2) - (4.4)
There were no specific adjusting items in relation to discontinued operations
in the six months to 30 June 2023 and to 30 June 2022.
2023
Cyber incident recovery costs and charges
As disclosed in the 2022 Annual Report, the Group experienced a cyber security
incident in January 2023. £11.2 million was incurred during the six months to
June 2023 relating to system recovery and specialist support costs and £0.8
million of leased and owned IT assets which were impacted by the incident were
impaired.
Business closure and exit costs
In July 2023, the Board of our joint venture in Dalian, China made the
decision to liquidate the entity as the joint venture agreement is due to
expire in August 2023. A £1.8 million charge associated with the liquidation
costs has been recognised, mainly in relation to severance costs, costs of
dismantling equipment and advisor fees.
Restructuring credit
The Group recognised a £0.4 million credit relating to the partial release of
a provision following final settlement of the US multi-employer pension plan
for our Technical Ceramics, Ceramics Cores site which was closed in 2021.
2022
There were no specific adjusting items in the six months to 30 June 2022.
Note 4. Finance income and expense
Continuing operations Six months ended Six months ended Year ended
30 June 2023 30 June 2022 31 December 2022
£m £m £m
Interest on bank balances and cash deposits 2.2 0.4 1.6
Finance income 2.2 0.4 1.6
Interest expense on borrowings and overdrafts (7.2) (3.1) (7.0)
Interest expense on lease liabilities (1.1) (1.1) (2.4)
Net interest on IAS 19 defined benefit pension obligations - (0.7) (1.4)
Finance expense (8.3) (4.9) (10.8)
Net financing costs recognised in profit or loss (6.1) (4.5) (9.2)
No finance income or expense related to discontinued operations in either the
current or preceding periods.
Note 5. Taxation
Continuing operations Six months ended Six months ended Year ended
30 June 2023 30 June 2022 31 December 2022
£m £m £m
Income tax charge on profit before specific adjusting items (11.3) (17.7) (37.1)
Income tax credit from specific adjusting items 2.2 - 1.1
Total income tax expense recognised in profit or loss (9.1) (17.7) (36.0)
The Group's consolidated effective tax rate, excluding specific adjusting
items, was 27.0% for the six months ended 30 June 2023 (30 June 2022: 27.0%;
31 December 2022: 27.0%) and is based on the Directors' best estimate of the
effective tax rate for the year.
The Group operates in many jurisdictions around the world and is subject to
factors that may impact future tax charges including the implementation of the
OECD's BEPS actions, tax rate and legislation changes, expiry of the statute
of limitations and resolution of tax audits and disputes.
Note 6. Discontinued operations
The results from discontinued operations, which represent the Composites and
Defence Systems business disposed in 2018, are set out below:
Six months ended Six months ended Year ended
30 June 2023 30 June 2022 31 December 2022
Results Specific Total Results Specific Total Results Specific Total
before specific adjusting before specific adjusting before specific adjusting
adjusting items items adjusting items items adjusting items items
£m £m £m £m £m £m £m £m £m
Revenue - - - - - - - 0.7 0.7
Operating income - - - - - - - 0.4 0.4
Profit before taxation - - - - - - - 1.1 1.1
Income tax expense - - - - - - - - -
Profit from discontinued operations - - - - - - - 1.1 1.1
Basic profit per share from discontinued operations - - 0.4p
Diluted profit per share from discontinued operations - - 0.4p
In 2022, a gain of £1.1 million was recognised following the receipt of cash
from a long-term contract and disposal of an investment in accordance with the
terms of the disposal agreement.
There was no income tax expense in relation to the discontinued operations in
either the current or preceding periods.
There were no cash flows from discontinued operations for the six months ended
30 June 2023 or 30 June 2022. There were net cash inflows from operating
activities of £1.1 million during the year ended 31 December 2022.
Note 7. Earnings per share
Six months ended Six months ended Year ended
30 June 2023 30 June 2022 31 December 2022
Earnings Basic earnings Diluted earnings Earnings Basic earnings Diluted earnings Earnings Basic earnings Diluted earnings
per share per share per share per share per share per share
£m pence pence £m pence pence £m pence pence
Profit for the period attributable to shareholders of the Company 14.8 5.2p 5.2p 42.9 15.1p 15.0p 88.0 31.0p 30.7p
Profit from discontinued operations - - - - - - (1.1) (0.4)p (0.4)p
Profit from continuing operations 14.8 5.2p 5.2p 42.9 15.1p 15.0p 86.9 30.6p 30.3p
Specific adjusting items 13.4 4.7p 4.7p - - - 5.5 1.9p 1.9p
Amortisation of intangible assets 2.1 0.8p 0.7p 2.3 0.8p 0.8p 4.7 1.7p 1.6p
Tax effect of the above (2.2) (0.8)p (0.8)p - - - (1.1) (0.4)p (0.4)p
Non-controlling interests' share of the above adjustments - - - - - - - - -
Adjusted profit for the period from continuing operations as used in adjusted 28.1 9.9p 9.8p 45.2 15.9p 15.8p 96.0 33.8p 33.5p
earnings per share(1)
1. Definitions of these non-GAAP measures can be found in the glossary of
terms on page 43, reconciliations of the statutory results to the adjusted
measures can be found on pages 16 to 20.
Six months ended Six months ended Year ended
30 June 2023 30 June 2022 31 December 2022
millions millions millions
Number of shares
Weighted average number of Ordinary shares for the purposes of basic earnings 284.5 284.4 284.2
per share(1)
Effect of dilutive potential Ordinary shares:
Share options 1.8 1.8 2.6
Weighted average number of Ordinary shares for the purposes of diluted 286.3 286.2 286.8
earnings per share
1. The calculation of the weighted average number of shares excludes the
shares held by The Morgan General Employee Benefit Trust, on which dividends
are waived.
Note 8. Property, plant and equipment
Land and Plant, Total
buildings equipment
and fixtures
£m £m £m
Cost
At 1 January 2023 219.2 770.2 989.4
Additions 1.7 19.7 21.4
Disposals - (1.1) (1.1)
Transfer between categories 0.4 (0.4) -
Effect of movement in foreign exchange (10.9) (34.6) (45.5)
At 30 June 2023 210.4 753.8 964.2
Depreciation and impairment losses
At 1 January 2023 117.7 588.5 706.2
Depreciation charge for the period 2.7 13.0 15.7
Disposals - (1.0) (1.0)
Effect of movement in foreign exchange (6.4) (25.9) (32.3)
At 30 June 2023 114.0 574.6 688.6
Carrying amounts
At 1 January 2023 101.5 181.7 283.2
At 30 June 2023 96.4 179.2 275.6
Note 9. Intangible assets
Acquisition intangibles
Goodwill Customer Other Capitalised Computer Total
relationships development software
costs
£m £m £m £m £m £m
Cost
At 1 January 2023 181.9 63.9 4.3 0.8 37.8 288.7
Additions - - - - 0.2 0.2
Disposals - - - - (0.7) (0.7)
Effect of movement in foreign exchange (4.6) (2.9) 0.2 - (1.0) (8.3)
At 30 June 2023 177.3 61.0 4.5 0.8 36.3 279.9
Amortisation and impairment losses
At 1 January 2023 - 63.1 3.8 0.8 32.0 99.7
Amortisation charge for the period - 0.3 0.1 - 1.7 2.1
Impairment losses - - - - 0.4 0.4
Disposals - - - - (0.7) (0.7)
Effects of movement in foreign exchange - (2.9) 0.3 - (0.9) (3.5)
At 30 June 2023 - 60.5 4.2 0.8 32.5 98.0
Carrying amounts
At 1 January 2023 181.9 0.8 0.5 - 5.8 189.0
At 30 June 2023 177.3 0.5 0.3 - 3.8 181.9
Note 10. Cash and cash equivalents reconciled to net debt*
At 30 June 2023 At 30 June 2022 At 31 December 2022
£m £m £m
Bank balances 123.9 114.6 105.8
Cash deposits 13.6 7.0 11.9
Cash and cash equivalents 137.5 121.6 117.7
Reconciliation of cash and cash equivalents to net debt*
Six months ended Six months ended Year ended
30 June 2023 30 June 2022 31 December 2022
£m £m £m
Opening borrowings and lease liabilities (318.1) (223.8) (223.8)
Increase in borrowings (200.5) (23.6) (113.3)
Reduction and repayment of borrowings 112.2 13.9 39.0
Payment of lease liabilities 4.6 4.6 9.0
Total changes from cash flows (83.7) (5.1) (65.3)
New leases and lease remeasurement (4.0) (3.0) (6.7)
Effect of movements in foreign exchange on borrowings 10.6 (18.2) (22.3)
Closing borrowings and lease liabilities (395.2) (250.1) (318.1)
Cash and cash equivalents 137.5 121.6 117.7
Closing net debt(1) (257.7) (128.5) (200.4)
1. Definitions of these non-GAAP measures can be found in the glossary of
terms on page 43, reconciliations of the statutory results to the adjusted
measures can be found on pages 16 to 20.
The table below details changes in the Group's liabilities arising from
financing activities, including both cash and non-cash changes.
Borrowings Lease liabilities Total financing liabilities Cash and cash equivalents Movement in
net debt(1)
£m £m £m
£m
£m
At 1 January 2023 (266.2) (51.9) (318.1) 117.7 (200.4)
Cash inflow - - - 38.2 38.2
Borrowings and lease liability cash flow (88.3) 4.6 (83.7) - (83.7)
Interest paid - - - (7.8) (7.8)
Net cash inflow/(outflow) (88.3) 4.6 (83.7) 30.4 (53.3)
Share purchases - - - (0.7) (0.7)
New leases and lease remeasurement - (4.0) (4.0) - (4.0)
Exchange and other movements 8.5 2.1 10.6 (9.9) 0.7
At 30 June 2023 (346.0) (49.2) (395.2) 137.5 (257.7)
1. Definitions of these non-GAAP measures can be found in the glossary of
terms on page 43, reconciliations of the statutory results to the adjusted
measures can be found on pages 16 to 20.
Note 11. Financial risk management
Fair values
At 30 June 2023 At 30 June 2022 At 31 December 2022
Carrying Fair value Carrying Fair value Carrying Fair value
amount amount amount
£m £m £m
Level 1 Level 2 Total Level 1 Level 2 Total Level 1 Level 2 Total
£m £m £m £m £m £m £m £m £m
Financial assets and liabilities held at
amortised cost
1.18% Euro Senior Notes 2023 (21.5) - (21.2) (21.2) (21.6) - (21.3) (21.3) (22.1) - (21.6) (21.6)
3.17% US Dollar Senior Notes 2023 (11.9) - (11.7) (11.7) (12.4) - (12.2) (12.2) (12.4) - (12.1) (12.1)
1.55% Euro Senior Notes 2026 (21.5) - (19.5) (19.5) (21.6) - (20.7) (20.7) (22.2) - (20.1) (20.1)
3.37% US Dollar Senior Notes 2026 (76.8) - (69.8) (69.8) (80.1) - (75.4) (75.4) (80.6) - (73.5) (73.5)
4.87% US Dollar Senior Notes 2026 (20.1) - (19.2) (19.2) (20.9) - (20.8) (20.8) (21.1) - (20.2) (20.2)
1.74% Euro Senior Notes 2028 (8.6) - (7.6) (7.6) (8.6) - (8.1) (8.1) (8.9) - (7.7) (7.7)
2.89% Euro Senior Notes 2030 (21.5) - (18.7) (18.7) (21.5) - (20.2) (20.2) (22.1) - (19.0) (19.0)
5.47% US Dollar Senior Notes 2031 (7.9) - (7.6) (7.6) - - - - - - - -
5.53% US Dollar Senior Notes 2033 (7.9) - (7.6) (7.6) - - - - - - - -
5.61% US Dollar Senior Notes 2035 (23.7) - (22.7) (22.7) - - - - - - - -
5.50% Cumulative First Preference shares (0.1) - (0.1) (0.1) (0.1) - (0.1) (0.1) (0.1) - (0.1) (0.1)
5.00% Cumulative Second Preference shares (0.3) - (0.3) (0.3) (0.3) - (0.3) (0.3) (0.3) - (0.3) (0.3)
(221.8) - (206.0) (206.0) (187.1) - (179.1) (179.1) (189.8) - (174.6) (174.6)
Derivatives held at fair value
Derivative financial assets 0.8 - 0.8 0.8 0.4 - 0.4 0.4 1.3 - 1.3 1.3
Derivative financial liabilities (0.6) - (0.6) (0.6) (1.7) - (1.7) (1.7) (1.6) - (1.6) (1.6)
0.2 - 0.2 0.2 (1.3) - (1.3) (1.3) (0.3) - (0.3) (0.3)
(221.6) - (205.8) (205.8) (188.4) - (180.4) (180.4) (190.1) - (174.9) (174.9)
The table above analyses financial instruments carried at fair value, by
valuation method, together with the carrying amounts shown in the balance
sheet. The fair value of cash and cash equivalents, current trade and other
receivables/payables and floating-rate bank and other borrowings are excluded
from the preceding table as their carrying amount approximates to their fair
value.
Fair value hierarchy
The different levels have been defined as follows:
Level 1: quoted prices (unadjusted) in active markets for identical assets or
liabilities.
Level 2: not traded in an active market but the fair values are based on
quoted market prices or alternative pricing sources with reasonable levels of
price transparency. Fair value is calculated using discounted cash flow
methodology, future cash flows are estimated based on forward exchange rates.
Level 3: inputs for the asset or liability that are not based on observable
market data (unobservable inputs).
There were no transfers between Level 1 and Level 2 during the six months to
30 June 2023 or 2022 and there were no Level 3 financial instruments in either
the six months to 30 June 2023 or 2022.
The major methods and assumption used in estimating the fair values of
financial instruments reflected in the preceding table are as follows:
Fixed-rate borrowings
Fair value is calculated based on discounted expected future principal and
interest cash flows. The interest rates used to determine the fair value of
borrowings are 4.3-7.1% (30 June 2022: 2.1-5.1%; 31 December 2022: 4.2-6.4%).
Equity securities
Fair value is based on quoted market prices at the balance sheet date.
Derivatives
Forward exchange contracts are marked to market either using listed market
prices or by discounting the contractual forward price and deducting the
current spot rate.
Credit risk
Credit risk is the risk of financial loss to the Group if a customer or
counterparty to a financial instrument fails to meet its contractual
obligations. The Group is exposed to credit risk on financial instruments such
as liquid assets, derivative assets and trade receivables.
The current economic climate gives rise to an increased credit risk, primarily
with respect to trade receivables.
The Group establishes an allowance for impairment that represents its estimate
of expected credit losses in respect of trade receivables.
The loss allowance for trade receivables by ageing category is as follows:
At 30 June 2023 At 30 June 2022 At 31 December 2022
Expected credit loss rate Gross trade receivables Expected credit losses Net trade receivables Expected credit loss rate Gross trade receivables Expected credit losses Net trade receivables Expected credit loss Gross trade receivables Expected credit losses Net trade receivables
rate
% £m £m £m % £m £m £m % £m £m £m
Not past due 0.1% 152.1 (0.1) 152.0 0.1% 146.9 (0.1) 146.8 0.1% 144.7 (0.2) 144.5
Past due 0-30 days 0.4% 25.7 (0.1) 25.6 0.5% 18.9 (0.1) 18.8 0.5% 21.5 (0.1) 21.4
Past due 31-60 days 0.0% 7.2 - 7.2 0.0% 3.6 - 3.6 - 3.9 - 3.9
Past due 61-90 days 2.2% 4.5 (0.1) 4.4 7.7% 1.3 (0.1) 1.2 61.9% 2.1 (1.3) 0.8
Past due more than 90 days 77.4% 11.5 (8.9) 2.6 90.7% 10.7 (9.7) 1.0 100.0% 7.5 (7.5) -
201.0 (9.2) 191.8 181.4 (10.0) 171.4 179.7 (9.1) 170.6
Full details of the Group's policies and processes for managing financial risk
are described in note 21 of the Group's 2022 Annual Report and Accounts.
Offsetting financial assets and liabilities
The following table shows the amounts recognised for forward exchange
contracts, which are subject to offsetting arrangements on a gross basis, and
the amounts offset in the balance sheet.
The Group also has cash pooling agreements which cannot be offset under IFRS,
but which could be settled net under the terms of master netting agreements,
are also presented in the table to show the total net exposure of the Group.
Gross amounts of recognised financial assets/ (liabilities) Amounts offset Net amounts presented on the balance sheet Financial instruments not offset in the balance sheet Net amount
£m £m £m £m £m
At 30 June 2023
Derivative financial assets 61.1 (60.3) 0.8 - 0.8
Derivative financial liabilities (60.9) 60.3 (0.6) - (0.6)
Cash and cash equivalents 137.5 - 137.5 (6.8) 130.7
Current bank and other borrowings (6.8) - (6.8) 6.8 -
At 30 June 2022
Derivative financial assets 75.2 (74.8) 0.4 - 0.4
Derivative financial liabilities (76.5) 74.8 (1.7) - (1.7)
Cash and cash equivalents 121.6 - 121.6 (1.1) 120.5
Current bank and other borrowings (10.8) - (10.8) 1.1 (9.7)
At 31 December 2022
Derivative financial assets 97.4 (96.1) 1.3 - 1.3
Derivative financial liabilities (97.7) 96.1 (1.6) - (1.6)
Cash and cash equivalents 117.7 - 117.7 (1.5) 116.2
Current bank and other borrowings (1.5) - (1.5) 1.5 -
Note 12. Pensions and other post-retirement employee benefits
Defined benefit obligations
Six months ended 30 June 2023
UK US Europe Rest of World Total
£m £m £m £m £m
Summary of net obligations
Present value of unfunded defined benefit obligations - (5.4) (26.6) (3.8) (35.8)
Present value of funded defined benefit obligations (341.1) (109.0) (0.9) (7.8) (458.8)
Fair value of plan assets 360.1 107.5 0.2 7.6 475.4
19.0 (6.9) (27.3) (4.0) (19.2)
Movements in present value of defined benefit obligation
At 1 January 2023 (359.5) (121.9) (28.3) (12.1) (521.8)
Current service cost - - (0.3) (1.0) (1.3)
Interest cost (8.3) (2.8) (0.5) (0.1) (11.7)
Actuarial gain/(loss):
Experience (loss)/gain on plan obligations (1.2) - - 0.4 (0.8)
Changes in financial assumptions - gain/(loss) 17.7 (0.1) - - 17.6
Benefits paid 10.2 4.6 0.7 0.5 16.0
Exchange adjustments - 5.8 0.9 0.7 7.4
At 30 June 2023 (341.1) (114.4) (27.5) (11.6) (494.6)
Movements in fair value of plan assets
At 1 January 2023 384.7 112.7 0.4 8.4 506.2
Interest on plan assets 8.9 2.6 - 0.2 11.7
Remeasurement loss/(gain) (23.3) 1.8 0.1 (0.4) (21.8)
Contributions by employer - 0.3 0.7 0.6 1.6
Benefits paid (10.2) (4.6) (0.7) (0.5) (16.0)
Exchange adjustments - (5.3) (0.3) (0.7) (6.3)
At 30 June 2023 360.1 107.5 0.2 7.6 475.4
Actual return on assets (14.4) 4.4 0.1 (0.2) (10.1)
Fair value of plan assets by category
Equities - 5.9 - - 5.9
Growth assets 48.9 - - - 48.9
Bonds 24.9 98.3 - - 123.2
Liability-driven investments (LDI) 186.0 - - - 186.0
Matching insurance policies 99.0 1.3 0.2 5.9 106.4
Other 1.3 2.0 - 1.7 5.0
360.1 107.5 0.2 7.6 475.4
Principal actuarial assumptions at 30 June 2023 were: % % % %
Discount rate 5.26 4.93 3.70 5.30
Inflation (UK: RPI/CPI) 3.28/2.52 n/a 2.20 n/a
Six months ended 30 June 2022
UK US Europe Rest of World Total
£m £m £m £m £m
Summary of net obligations
Present value of unfunded defined benefit obligations - (7.1) (29.1) (4.3) (40.5)
Present value of funded defined benefit obligations (404.7) (121.2) (1.1) (8.2) (535.2)
Fair value of plan assets 374.3 120.1 0.4 7.4 502.2
(30.4) (8.2) (29.8) (5.1) (73.5)
Principal actuarial assumptions at 30 June 2022 were: % % % %
Discount rate 3.86 4.52 3.00 2.90
Inflation (UK: RPI/CPI) 3.23/2.44 n/a 2.00 n/a
Year ended 31 December 2022
UK US Europe Rest of World Total
£m £m £m £m £m
Summary of net obligations
Present value of unfunded defined benefit obligations - (5.8) (26.7) (4.0) (36.5)
Present value of funded defined benefit obligations (359.5) (116.1) (1.6) (8.1) (485.3)
Fair value of plan assets 384.7 112.7 0.4 8.4 506.2
25.2 (9.2) (27.9) (3.7) (15.6)
Principal actuarial assumptions at 31 December 2022 were: % % % %
Discount rate 4.81 4.99 3.70 5.30
Inflation (UK: RPI/CPI) 3.26/2.47 n/a 2.20 n/a
Note 13. Provisions and contingent liabilities
Closure and Legal and other Environmental Total
restructuring provisions provisions
provisions
£m £m £m £m
At 1 January 2023 10.5 8.1 7.4 26.0
Provisions made during the period 2.8 0.6 - 3.4
Provisions used during the period (1.7) (0.9) (0.6) (3.2)
Provisions reversed during the period (1.3) (0.6) - (1.9)
Effect of movements in foreign exchange (0.6) (0.4) (0.1) (1.1)
At 30 June 2023 9.7 6.8 6.7 23.2
Current 7.3 2.9 3.5 13.7
Non-current 2.4 3.9 3.2 9.5
At 30 June 2023 9.7 6.8 6.7 23.2
Closure and restructuring provisions
Closure and restructuring provisions are based on the Group's restructuring
programmes and represent committed expenditure at the balance sheet date. The
amounts provided are based on the costs of terminating relevant contracts,
under the contract terms, and management's best estimate of other associated
restructuring costs including professional fees.
We retain provisions for remaining lease exit costs and a multi-employer
pension plan from two US sites which were closed during 2021. The cash
outflows relating to the pension obligations may continue for up to eighteen
years, subject to any settlement being reached in advance of that date. Cash
outflows in relation to the lease may continue for the next four years.
Legal and other provisions
Legal and other provisions mainly comprise amounts provided against open legal
and contractual disputes arising in the normal course of business and
long-service costs. Provisions are made for the expected costs associated with
such matters, based on past experience of similar items and other known
factors, taking into account professional advice received, and represent
management's best estimate of the most likely outcome. The timing of
utilisation of these provisions is frequently uncertain, reflecting the
complexity of issues and the outcome of various court proceedings and
associated negotiations.
Legal and other contingent liabilities
Whilst we have completed our investigation into the cyber incident which
occurred in January, we are in the process of informing impacted parties and
consequently have a contingent liability relating to potential enforcement
action or civil claims pending the completion of these discussions.
Environmental provisions
Environmental provisions are made for quantifiable environmental liabilities
arising from known environmental issues. The amounts provided are based on the
best estimate of the costs required to remedy these issues. At one site, a
remediation feasibility study is currently being conducted in relation to
a known environmental issue and in conjunction with the local Environmental
Regulator. A remediation plan has been prepared. The provision recorded
reflects the estimated costs of remediation and awaits final regulatory
approval. The provision is expected to be utilised in the next five years.
Environmental contingent liabilities
The Group is subject to local health, safety and environmental laws and
regulations concerning its manufacturing operations around the world. These
laws and regulations may require the Group to take future action to remediate
the impact of historical manufacturing processes on the environment or lead to
other economic outflows. Such contingencies may exist for various sites which
the Group currently operates or has operated in the past. There is a
contingent liability arising from additional, as yet unknown, environmental
issues at the site referred to above, pending the completion of the
feasibility study.
Tax contingent liabilities
The Group is subject to periodic tax audits by various fiscal authorities
covering corporate, employee and sales taxes in the various jurisdictions in
which it operates. We have provided for estimates of the Group's likely
exposures where these can be reliably estimated.
Note 14. Related parties
Identification of related parties
The Company has related party relationships with its subsidiaries and with its
Directors and executive officers.
Transactions with key management personnel
Details of transactions with key management personnel are described in note 26
of the Group's 2022 Annual Report and Accounts.
Transactions with related parties
There were no related party transactions during the period that have
materially affected the financial position or the performance of the Group
during the period. There have been no changes in the nature of related party
transactions as described in note 26 to the Group's 2022 Annual Report and
Accounts which could have a material effect on the financial position or
performance of the Group during the period.
Note 15. Subsequent events
There were no reportable events subsequent to the balance sheet date.
Glossary
Constant-currency(1) Constant-currency revenue and Group adjusted operating profit are derived by
translating the prior year results at current year average exchange rates.
Corporate costs Corporate costs consist of the costs of the central head office.
Free cash flow before acquisitions, disposals and dividends(1) Cash generated from continuing operations less net capital expenditure, net
interest paid, tax paid and lease payments.
Group earnings before interest, tax, depreciation EBITDA is defined as operating profit before specific adjusting items,
and amortisation (EBITDA)(1) amortisation of intangible assets and depreciation.
Group adjusted operating profit(1) Operating profit adjusted to exclude specific adjusting items and amortisation
of intangible assets.
Group adjusted operating profit margin(1) The ratio of Group adjusted operating profit to revenue.
Group organic(1) The Group results excluding acquisition, disposal and business exit impacts at
constant-currency.
Adjusted earnings per share (EPS)(1) Adjusted earnings per share is defined as operating profit adjusted to exclude
specific adjusting items and amortisation of intangible assets, plus share of
profit of associate less net financing costs, income tax and non-controlling
interests, divided by the weighted average number of Ordinary shares during
the period.
Net debt(1) Borrowings, bank overdrafts and lease liabilities less cash and cash
equivalents.
Net cash and cash Net cash and cash equivalents is defined as cash and cash equivalents less
bank overdrafts.
equivalents(1)
Return on invested capital (ROIC)(1) Group adjusted operating profit (operating profit excluding specific adjusting
items and amortisation of intangible assets) divided by the year-on-year
average adjusted net assets (excludes long-term employee benefits, deferred
tax assets and liabilities, current tax receivable and payable, non-current
other receivables, non-trade payables, provisions, cash and cash equivalents,
borrowings, bank overdrafts, derivative financial assets and liabilities, and
lease liabilities).
Specific adjusting items See note 3 to the condensed consolidated financial statements for further
details.
Underlying Reference to underlying reflects the trading results of the Group without the
impact of specific adjusting items and amortisation of intangible assets that
would otherwise impact the users' understanding of the Group's performance.
The Directors believe that adjusted results provide additional useful
information on the core operational performance of the Group and review the
results of the Group on an adjusted basis internally.
1. See definitions and reconciliations of non-GAAP measures to GAAP
measures on pages 16 to 20.
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