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REG-Renewi plc Renewi plc: Half-year report

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Renewi plc (RWI)
Renewi plc: Half-year report

09-Nov-2021 / 07:00 GMT/BST
Dissemination of a Regulatory Announcement that contains inside information according
to REGULATION (EU) No 596/2014 (MAR), transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.

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9 November 2021

 

                                           

STRONG FIRST HALF PERFORMANCE, WITH FURTHER INCREASE IN MANAGEMENT'S EXPECTATIONS FOR
                              YEAR ENDING 31 MARCH 2022

 

Renewi plc (LSE: RWI), the leading international waste-to-product business,  announces
its results for the six months ended 30 September 2021.

 

Financial Highlights

  • Revenue up 11% to €916m, driven  by Covid recovery and ongoing stronger  recyclate
    prices
  • Underlying EBITDA1 up by  43% to €126.6m;  underlying EBIT1 up  by 125% to  €63.8m
    driven by Commercial  Waste; Commercial Waste  EBIT margin increased  by 470bp  to
    9.6%
  • Statutory profit of €37.1m (2020: €3.5m)
  • Core net debt*  reduced to  €336m (March 2021:  €344m), representing  net debt  to
    EBITDA of 1.82x, within our 2x leverage target two years ahead of expectations
  • Management expectations for the full year ending 31 March 2022 further increased

 

Market and Strategic Highlights

  • Regulation  continues  to   support  our  business   model,  including   increased
    incineration taxes in Belgian regions and the Vlarema 8 legislation in Flanders
  • Increased demand for  recyclates, combined with  shorter-term supply  constraints,
    has led to current higher recyclate  prices; longer term outlook is for  sustained
    value from secondary materials
  • As detailed  in the  Group's  recent Capital  Markets  Event, our  investments  in
    circular innovations are expected to deliver an additional €20m of EBIT by the end
    of 2025.  Further projects remain under development
  • The Renewi 2.0 programme remains on track  to deliver €20m of savings by FY24  and
    is currently delivering run rate benefits of €4.0m
  • ATM has  shipped over  400k tonnes,  representing 31%  of legacy  TGG stocks,  and
    outlets for  secondary  construction  materials  are  developing.   As  previously
    indicated, low intake of inbound contaminated soil will delay the full ATM  profit
    recovery

 

Sustainability

  • Our business enables a  circular economy: sustainability is  core to our  business
    strategy and Renewi contributes to the net  avoidance of over 3 million tonnes  of
    CO2 per annum
  • Newly committed innovation projects  expected to underpin  our target to  increase
    the Group's recycling  rate by  10 percentage  points to  75% and  avoidance of  a
    further 0.5 million tonnes of CO2 per annum

 

1The definition and rationale for  the use of non-IFRS  measures are included in  note
17.

* Core net debt used for banking leverage calculations excludes the impact of IFRS  16
lease liabilities and UK PPP net debt.

 

Otto de Bont, Chief Executive Officer, said:

 

"Renewi delivered a strong performance in the first half of FY22, with underlying EBIT
125% above  prior year  and 69%  above  the pre-Covid  first half  of FY20.   We  have
successfully retained some  of the  structural cost savings  made in  response to  the
Covid-19 pandemic  and  these,  combined  with  volume  recovery  and  ongoing  strong
recyclate prices,  have  contributed  to  the  significant  increase  in  margins  and
profits.  Following this strong first half,  the Board is further increasing its  full
year expectations, which assume a moderation of recyclate prices in the second half as
well as a reduced throughput at ATM.

 

"Our business model  is essential  to enable  advanced circular  economies to  achieve
their carbon reduction targets.  By recycling  more we reduce incineration and  assist
our customers in reducing their carbon footprint as they replace virgin materials with
our high-quality secondary materials.  We therefore expect to see long-term  accretive
growth opportunities across our markets as we  add more value to the waste we  collect
and process."

 

 

Results

 

                                         Sep 21       Sep 20 % change  Sep 192
UNDERLYING NON-STATUTORY                                                      
Revenue                                 €915.6m      €821.4m     +11%  €850.7m
Underlying EBITDA1                      €126.6m       €88.5m     +43%   €91.2m
Underlying EBIT1                         €63.8m       €28.3m    +125%   €37.8m
Underlying profit before tax1            €50.4m       €15.3m    +229%   €20.2m
Underlying EPS1 (cents per share)           47c          15c    +213%         
Adjusted free cash flow1                 €25.9m       €33.7m                  
Free cash flow1                          €14.2m       €77.9m                  
Core net debt*                            €336m        €381m                  
                                                                              
STATUTORY                                                                     
Revenue                                 €915.6m      €821.4m                  
Operating profit                         €58.2m       €17.0m                  
Profit before tax                        €44.7m        €4.4m                  
Profit for the period                    €37.1m        €3.5m                  
Basic EPS (cents per share)                 46c           5c                  
Cash flow from operating activities      €75.5m      €133.9m                  
Total net debt*                           €648m        €684m                  

 

1 The definition and rationale for the  use of non-IFRS measures are included in  note
17.

2 September 2019 values are  for ongoing businesses only  and exclude the results  for
the Canada and Reym activities which were sold during FY20.

* Core net debt used for banking leverage calculations excludes the impact of IFRS  16
lease liabilities and UK PPP net debt.

 

The results for both  this year and  the prior years are  reported applying IFRS  16. 
Where appropriate, we also disclose certain metrics on  an IAS 17 basis as this is  of
particular  relevance  for  the  calculation  of  leverage  for  the  Group's  banking
covenants.

 

 

For further information:    
Paternoster Communications Renewi plc

+44 20 3012 0241           +44 7976 321 540

Tom Buchanan               Adam Richford, Head of Investor Relations  
+44 20 3012 0241           +44 7773 813 180

Ben Honan                  Michelle James, Communications
                            

 

 

Notes:

 1. A copy of this announcement is available on the Company's website,
    ( 1 www.renewi.com)
 2. Renewi will hold an online analyst presentation at 9.30 a.m. GMT / 10.30 a.m. CET
    today
 3. Webcast:   2 https://live.sommedia.nl/renewic-ir-2021
 4. Today's results presentation will also be available on the website

 

Forward-looking statements

Certain statements in this announcement constitute "forward-looking statements". 
Forward-looking statements may sometimes, but not always, be identified by words such
as "will", "may", "should", "continue", "believes", "expects", "intends" or similar
expressions.  These forward-looking statements are subject to risks, uncertainties and
other factors which, as a result, could cause Renewi plc's actual future financial
condition, performance and results to differ materially from the plans, goals and
expectations set out in the forward-looking statements.  Such statements are made only
as at the date of this announcement and, except to the extent legally required, Renewi
plc undertakes no obligation to revise or update such forward-looking statements.

 

Chief Executive Officer's Statement

 

Overview

 

Renewi delivered a strong performance in the first half of FY22, with underlying  EBIT
125% above  prior year  and 69%  above  the pre-Covid  first half  of FY20.   We  have
successfully retained some  of the  structural cost savings  made in  response to  the
Covid-19 pandemic  and  these,  combined  with  volume  recovery  and  ongoing  strong
recyclate prices,  have  contributed  to  the  significant  increase  in  margins  and
profits.  We are  also particularly pleased  to have achieved  our target of  reducing
leverage below 2x while at the same time increasing our investment in growth projects.

 

We remain  confident our  three strategic  value drivers  - our  innovation  pipeline,
recovery of earnings at ATM, and the  Renewi 2.0 programme - will deliver  significant
additional earnings over  the next years  as well  as the longer  term.  Our  business
model is essential to enable advanced circular economies to achieve their  circularity
and consequent  carbon reduction  targets.   We continue  to see  positive  structural
growth drivers as the Dutch and Belgian regional governments progressively tax  carbon
emitters, incentivise recycling over  incineration, and promote  the use of  secondary
materials.  We therefore expect to see long-term accretive growth opportunities across
our markets as  we continue to  assist our customers  to recycle more  and to use  our
high-quality secondary materials.

 

Group financial performance

 

                                                                                  
Group Summary                       Revenue                  Underlying EBIT      
                             Sep 21     Sep 20 Variance   Sep 21 Sep 20 Variance  
                                 €m         €m        %       €m     €m        %  
                                                                                  
Commercial Waste              670.6      595.0      13%     64.7   29.4     120%  
Mineralz & Water               93.6       90.4       4%      4.0    2.3      74%  
Specialities                  168.0      149.4      12%      1.7      -      N/A  
Group central services           -          -              (6.6)  (3.4)     -94%  
Inter-segment revenue        (16.6)     (13.4)                 -      -           
Total                         915.6      821.4      11%     63.8   28.3     125%  
                                                                                  

The underlying figures above are reconciled to statutory measures in note 3 in the
consolidated financial statements.

 

Group revenue was up by 11% to €916m and underlying EBIT increased by 125% to €63.8m. 
Underlying profit before  tax increased by  229% to €50.4m.   Underlying earnings  per
share increased by 213% to 47 cents (2020: 15 cents).

 

The business delivered a positive adjusted  free cash-flow of €25.9m (2020:  €33.7m). 
There was a net cash outflow of €1.9m (2020: inflow of €67.7m, which included the €55m
benefit of deferred payroll and other taxes in the Netherlands).  Core net debt/EBITDA
reduced to 1.82x at 30 September 2021, achieving the Board's target of leverage  below
2x two years ahead of expectations.

 

The Board  is keeping  the dividend  under  review, taking  into account  the  Group's
ongoing investments in growth projects, current trading and longer-term outlook.

 

                                                                                    
Commercial Waste                Revenue        Underlying EBITDA   Underlying EBIT  
                              Sep 21  Sep 20     Sep 21   Sep 20    Sep 21  Sep 20  
                                                                                    
Netherlands Commercial         442.3   396.8       71.1     50.3      43.2    21.1  
Belgium Commercial             228.9   198.5       38.1     22.6      21.5     8.3  
Intra-segment revenue          (0.6)   (0.3)          -        -         -       -  
Total (€m)                     670.6   595.0      109.2     72.9      64.7    29.4  
                                                                                    
Period on period variance %                                                         
Netherlands Commercial           11%                41%               105%          
Belgium Commercial               15%                69%               159%          
Total                            13%                50%               120%          
                                                                                    
                               Return on          Underlying         Underlying     
                            operating assets     EBITDA margin       EBIT margin    
                              Sep 21  Sep 20     Sep 21   Sep 20    Sep 21  Sep 20  
                                                                                    
Netherlands Commercial         22.6%   12.0%      16.1%    12.7%      9.8%    5.3%  
Belgium Commercial             38.5%   21.3%      16.6%    11.4%      9.4%    4.2%  
Total                          26.0%   14.1%      16.3%    12.3%      9.6%    4.9%  
                                                                                    

The return on operating assets for Belgium excludes all landfill related provisions. 
The underlying figures above are reconciled to statutory measures in notes 3 and 17 in
the consolidated financial statements.

 

The Commercial Division increased revenues by 13% to €671m and underlying EBIT by 120%
to €64.7m, representing an EBIT margin of 9.6%.  Return on operating assets  increased
to a strongly accretive 26%.

 

In the Netherlands, revenue increased by 11% to €442.3m and underlying EBIT  increased
by 105% to €43.2m.   Volumes were broadly flat  on the prior year  and were around  3%
below pre-Covid  levels.   Compared to  prior  year, there  was  a small  recovery  in
commercial volumes  offset  by the  expected  contraction in  construction  and  bulky
waste.  Inbound revenues increased by 3% and outbound revenues by 78%, reflecting  the
strength of recyclate prices and a corresponding reduction in inbound revenue from our
customers with whom  we have dynamically  priced contracts.  As  reported at our  last
results, paper/cardboard and ferrous metal  prices have been particularly strong;  the
outlook for recyclates is discussed  later in this review.   Around two thirds of  the
uplift in  earnings was  attributable  to extra  margin  on recyclates,  supported  by
continuing tight control of costs.

 

In Belgium,  revenue increased  by  15% to  €228.9m and  underlying  EBIT by  159%  to
€21.5m.  Core volumes increased by  13% compared to the  prior year and recyclates  by
8%, although these volumes also remain around 7% below pre-Covid levels.  This  strong
volume recovery reflected the very challenging first quarter drop in the prior  year. 
Volume recovery contributed the majority of the increase in underlying EBIT, supported
also by the strong recyclate prices and ongoing operational cost savings.

 

                                                   
Mineralz & Water           Sep 21 Sep 20 Variance  
                               €m     €m        %  
                                                   
Revenue                      93.6   90.4       4%  
Underlying EBITDA            11.0   10.0      10%  
Underlying EBITDA margin    11.8%  11.1%           
Underlying EBIT               4.0    2.3      74%  
Underlying EBIT margin       4.3%   2.5%           
Return on operating assets   4.6%  11.7%           
                                                   

The return on operating assets excludes all landfill related provisions.  Earnings
recovery at ATM was more than offset by the integration of a former joint venture
which increased assets and included significant one-off charges in the second half
last year which read through into the return on operating asset calculation.  The
underlying figures above are reconciled to statutory measures in notes 3 and 17 in the
consolidated financial statements.

 

The Mineralz & Water Division made underlying progress and saw revenues increase by 4%
to €93.6m  and  underlying EBIT  increase  by 74%  to  €4.0m.  The  contaminated  soil
processing line successfully increased throughput to 55% of capacity with no impact on
product quality of the filler, sand and  gravel.  Over 0.4m tonnes out of 1.3m  tonnes
of clean thermally treated soil ("TGG")  stocks have now been shipped, clearing  space
on the site  and reducing external  storage costs.  We  anticipate shipping a  further
250k tonnes in the  second half.  Other  activities in the  Division remained in  line
with expectations.    

 

                                                   
Specialities               Sep 21 Sep 20 Variance  
                               €m     €m        %  
                                                   
Revenue                     168.0  149.4      12%  
Underlying EBITDA             7.9    4.5      76%  
Underlying EBITDA margin     4.7%   3.0%           
Underlying EBIT               1.7      -      N/A  
Underlying EBIT margin       1.0%   0.0%           
Return on operating assets  17.9%   1.8%           
                                                   

Underlying EBIT includes utilisation of €0.5m (2020: €6.1m) from onerous contract
provisions.  The return on operating assets excludes the UK Municipal business.  The
underlying figures above are reconciled to statutory measures in notes 3 and 17 in the
consolidated financial statements.

 

The Specialities Division grew  revenues by 12% to  €168m and delivered an  underlying
EBIT of €1.7m.   Coolrec continued  to perform strongly,  benefiting from  operational
improvements and strong recyclate prices.  Maltha recovered well from a Covid impacted
prior period.  UK Municipal saw the benefits of high recyclate prices offset by higher
Council volumes, some of  which are loss-making, and  an accounting adjustment in  one
contract.

 

Markets and strategy

 

Continuing positive developments in our end markets

 

COP26 is  challenging the  world to  take the  necessary steps  to avoid  catastrophic
increases in  global temperatures  by the  end  of the  century.  Production  of  more
secondary materials to reduce virgin material use and the associated carbon  emissions
is a  requirement for  success in  meeting these  goals.  Becoming  more circular  and
cutting virgin materials use  by 28% within  nine years could lead  to a reduction  in
global greenhouse gas emissions by 39% according to the  3 Circularity Gap Report.

 

Recycling plays a key  part in enabling  a circular economy  by converting waste  back
into secondary materials and is therefore set to be supported by fiscal and regulatory
governmental policy.  Recycling, like most markets, needs balanced supply and demand. 

 

Supply is  stimulated by  banning or  taxing landfill  and incineration  to create  an
environment in  which sorting  and processing  to produce  recyclates is  economically
competitive.   This  is  already  in  place  in  the  Benelux  and  has  been  further
strengthened in Flanders by the recent announcement to double the incineration tax  to
€25 per tonne.   Next generation  stimulation of supply  is fundamental  to Vlarema  8
legislation  in  Flanders  which  comes  into  effect  in  January  2023.   Vlarema  8
effectively introduces the mandatory pre-sorting of waste to remove recyclates  before
residues are incinerated, and this  legislation is the key  driver of our decision  to
build three large state-of-the-art sorting lines in Flanders. 

 

Demand is stimulated by  setting targets for minimum  recycled content for  government
tenders, or  indeed  simply  mandating  certain levels  of  recycled  content  in  all
materials.  For example, the  Netherlands has a longstanding  policy commitment to  be
50% circular  by 2030,  and Belgium  has very  similar circularity  ambitions in  both
Flanders and Wallonia.  This is  further backed by trends  in consumer demand where  a
sustainable solution appeals  to a growing  segment of the  customer universe.   These
targets have led us to predict that recyclates will over time become scarce  materials
and that prices should consequently rise from the long-term lows that we saw in  March
2020, and that  these prices may  ultimately decouple  from trading at  a discount  to
virgin materials.  The last twelve months have seen sustained increases in the selling
prices for most key recyclates, including paper, metals and plastics.  In the  shorter
term, we forecast some moderation of pricing towards the long-term average levels,  as
temporary imbalances in supply and demand attributable to Covid are resolved. 

 

Looking forward, legislators are considering  further action, including carbon  taxes,
minimum recycled  content levels  and producer  responsibility for  the management  of
closed loops.  All these measures will help to accelerate the transition to  increased
recycling rates  and, critically,  increased demand  for secondary  materials.   While
progress is being made, we  believe that it will  have to accelerate significantly  if
governments wish to meet their own recycling and circularity targets. 

 

Our unchanged strategy for long-term profitable growth

 

Our purpose is  to protect the  world by giving  new life to  used materials, and  our
vision is to  be the  leading waste-to-product company  in the  world's most  advanced
circular economies.  This differentiates  Renewi as a company  that focuses on  reuse:
supplying high-quality  secondary materials,  which  we believe  is  the best  way  to
extract value  from waste.   We are  a key  player in  the rapidly  emerging  circular
economy and a pioneer  among companies that  collect our society's  waste to find  new
uses for it.

 

To expand our position as a secondary raw material producer, our strategy is based  on
three pillars:

 1. Leader in recycling: increase our recycling rate.  Our ambitious goal, launched as
    "Mission75", is to increase our recycling rate by 10 percentage points within five
    years to 75%.
 2. Leader in  secondary  material  production:  enhance  value  of  the  products  we
    produce.  To build a circular economy,  the usage of secondary raw materials  must
    increase.  We aim to significantly increase the value of our products by investing
    in advanced processing of our materials.
 3. Selectively gain market  share.  Our primary  focus in the  Benelux is on  driving
    margin expansion from existing  waste flows through the  first two pillars of  our
    strategy.  In addition, there are  consolidation opportunities in our sector,  and
    we intend to  participate both  in smaller acquisitions  in our  core markets  and
    potentially to enter  into new geographies  with strong growth  potential for  our
    waste-to-product model.

 

Positive progress with our three value drivers

 

We have three key  value drivers, each expected  to be worth €20m  EBIT in the  coming
years: our innovation pipeline, Renewi 2.0, and  the return to full production at  our
ATM facility. 

 

Capital committed to underpin the €20m EBIT target from the innovation pipeline

 

Innovation is one of  our core priorities and  we are working on  a growing number  of
initiatives to deliver the  first two pillars  of our growth  strategy.  Given that  a
number of these initiatives relate to new  products or technologies, we do not  expect
them all to proceed  to commercialisation.  During  the past six  months we have  made
significant progress and  we have now  committed €110m  in total to  the programme  to
underpin our targeted EBIT increase, of which €25m has been spent.  Our programme  was
outlined in detail in our recent virtual  Capital Markets Event, which can be seen  on
our website.  The most  significant of the  investments is the  €60m project to  build
advanced sorting lines in Flanders  to meet the needs  of the Vlarema 8  legislation. 
These sorting  lines will  provide  up to  400kT  of capacity,  generating  attractive
returns due to increased pricing, reduced incineration costs and some extra  recyclate
income.  The Walloon government  has indicated that it  will likely implement  similar
legislation to come into effect  in 2025 and we  expect pre-sorting of residual  waste
will become  more common  across other  advanced circular  economies with  time.   Our
investments at ATM and at our organics facility in Amsterdam are largely complete  and
will commission by the end  of FY22.  These Board  approved investments each meet  the
required return on operating assets of 16%-20%.

 

Project                Partner           Opportunity Status
Advanced residual      Stand-alone          €€€€€    Three lines approved, with the
waste sorting Flanders                               first to commission during 2022
ATM Gravel sand &                                    Filler capacity installed and
filler                 Stand-alone           €€€     product certifications
                                                     progressing well
Organics: bio-gas to                                 Opened by King Willem-Alexander
bio-LNG                Shell & Nordsol       €€      on October 14 2021 and now
                                                     commissioning
Organics: expanded     Stand-alone            €      Construction complete and will
depackaging capacity                                 commission in 2021
Expansion plastic                                    Ghent and Waalwijk investments
recycling              Stand-alone           €€      complete.  Acht to commission in
                                                     2023
                                                     New facilities: fourth facility
Mattress recycling     IKEA group            €€€     completed and fifth in planning. 
                                                     Chemical recycling plant to be
                                                     commissioned in early 2022
Feedstock for chemical                               Discussions ongoing concerning
recycling of plastics  Petro Chemical      € - €€€   feedstock specification and
                                                     sourcing
Polyurethane recycling Chemical recycler   € - €€€   Technical feasibility studies
                                                     underway
Wood flake for         Arcelor-Mittal     €€ - €€€€  Commercial discussions ongoing
low-carbon steel

€ = c€2m of additional EBIT at full run rate

 

Renewi 2.0 programme

 

We are now eighteen months  into our Renewi 2.0  programme: a three-year programme  to
make the company simpler, more customer-focused, more efficient and a better place  to
work.   This  comprises   multiple  projects,  orientated   around  two  key   themes:
digitisation of the business and the simplification and harmonisation of processes.

 

As previously indicated, the  programme is expected  to deliver a  minimum of €20m  of
annual cost benefits on a run-rate basis after completion of this three-year programme
to 2023 for a total cash cost of €40m, which will be split into an exceptional cost of
€33m and capital investment of €7m.  Our current run-rate of savings has increased  to
€4.0m.  We remain confident that we will achieve the targeted savings on schedule.

 

After the successful launch  of the MyRenewi portal  more than 140,000 customers  have
been invited to access the platform.  The current number of active customers is around
40,000 and adoption is increasing each  month.  Around 2,700 orders and questions  per
week are being processed over the platform,  which has driven phone call volumes  down
5% year to date towards a target 20% reduction.

 

Our procure-to-pay process,  PEAR, is now  fully operational in  Belgium and is  being
extended to the Netherlands. 

 

ATM profit recovery

 

ATM is  our  major site  that  cleans contaminated  soil,  water and  chemical  waste,
providing a unique range of services in  the Netherlands.  The market for the  thermal
treatment of contaminated soil and its reuse as TGG was disrupted from mid-2018 due to
environmental concerns, reducing earnings  by around €20m.  ATM's  TGG was cleared  by
IL&T, the national regulator, for use in appropriate locations from late 2019. 

 

We continue to make good progress with our recovery plan.  Certification projects  for
our  filler,  sand  and  gravel  are  continuing  at  pace.   Inbound  deliveries   of
contaminated soil  have been  lower than  expected, as  previously announced,  due  to
short-term reductions in active projects in the  market as well as delays in  securing
import permits from the authorities.  As a result, we have reduced our throughput back
to 35% from 55%  until we see an  upturn in inbound volumes.   We remain confident  in
ongoing progress and in delivery of the €20m EBIT target albeit with an expected delay
of up to two years.

 

Sustainability performance

 

In 2020 we launched Renewi's upgraded sustainability strategy and our new  sustainable
development objectives for the  next three and five  years.  Using the UN  Sustainable
Development Goals, we are focusing on three key themes: Enabling the circular economy;
Reducing carbon  emissions and  waste; and  Caring for  people.  In  keeping with  our
purpose, our  business  and  sustainability strategies  are  inextricably  linked  and
mutually supportive.  By delivering on one, we will help to deliver on the others.

 

During the last six months we have made good progress with our strategy, including the
following highlights:

  • Recycling rate increased from 65.8% at March 2021 to 66.5% (+0.7% points),  mainly
    driven by Specialities and Mineralz & Water Divisions

  • Significantly improved H1 safety results: significant incidents are down 77%, LTIs
    (lost time injuries) are down 26% and major fires are down 47%

  • Established a Diversity & Inclusion committee, aimed at making Renewi an even more
    rewarding and inclusive place to work

 

Outlook

 

Following the strong  performance in the  first half and  previous increased  guidance
expectations, the Board is  further increasing its FY22  expectations, which assume  a
moderation of recyclate prices in the second  half as well as a reduced throughput  at
ATM.

 

We remain confident our three strategic growth initiatives - our innovation  pipeline,
recovery of earnings at ATM, and the  Renewi 2.0 programme - will deliver  significant
additional earnings over the coming years as well as the longer term. 

 

Our business model is essential to enable advanced circular economies to achieve their
carbon reduction targets.  We  continue to see positive  structural growth drivers  as
the  Dutch  and  Belgian  regional  governments  progressively  tax  carbon  emitters,
incentivise recycling over incineration, and promote the use of secondary  materials. 
We therefore expect to see long-term accretive growth opportunities across our markets
as we continue to  assist our customers  to recycle more and  to use our  high-quality
secondary materials.

FINANCE REVIEW

 

                                                        
Financial Performance           Sep 21 Sep 20 Variance  
                                    €m     €m        %  
                                                        
Revenue                          915.6  821.4      11%  
Underlying EBITDA                126.6   88.5      43%  
Underlying EBIT                   63.8   28.3     125%  
Operating profit                  58.2   17.0     242%  
                                                        
Underlying profit before tax      50.4   15.3     229%  
Non-trading & exceptional items  (5.7) (10.9)           
Profit before tax                 44.7    4.4           
Total tax charge for the period  (7.6)  (0.9)           
Profit for the period             37.1    3.5           
                                                        

The underlying figures above are reconciled to statutory measures in notes 3 and 17 in
the consolidated financial statements.

 

Renewi delivered a strong  performance in the  first half of  FY22, with revenues  and
underlying EBIT  11%  and  125% above  prior  year.   We have  retained  some  of  the
structural cost savings  made in response  to Covid and  these, combined with  ongoing
strong recyclate prices,  have contributed to  a significant increase  in margins  and
profits.  Underlying EBIT was €35.5m higher than prior year, of which €23.7m  resulted
from all-time high recyclate prices  and €9.3m from volume  and mix changes, with  the
balance coming from  net price  gains more  than offsetting  inflation, increased  ATM
throughput, costs  savings and  others.  Underlying  EBITDA increased  by 43%  whereas
underlying EBIT  increased by  125%  as the  level  of depreciation  and  amortisation
remained fairly constant year on year.  The level of exceptional and non-trading items
in the current year was again significantly reduced to €5.7m resulting in a  statutory
operating profit of €58.2m compared to  €17.0m last year.  Interest charges and  share
of results from associates and joint ventures  were comparable to last year which  has
resulted in an underlying profit before tax of €50.4m for this year compared to €15.3m
in the prior year.

 

Non-trading and exceptional items excluded from pre-tax underlying profits

To enable a better understanding of underlying performance, certain items are excluded
from underlying EBIT and  underlying profit before  tax due to  their size, nature  or
incidence.  Total non-trading and exceptional items excluding tax were reduced by  48%
to €5.7m (2020:  €10.9m), of which  €1.6m was  non-cash.  Of the  total charge,  €4.0m
relates to the Renewi 2.0 programme. 

 

Operating profit from continuing operations,  after taking account of all  non-trading
and exceptional items, was €58.2m (2020: €17.0m).

 

Net finance costs

Net finance costs  excluding exceptional  items increased  by €0.2m  to €13.7m  (2020:
€13.5m), with savings on main facility interest  due to lower borrowing levels net  of
increased costs for leases which reflect an increase in new leases entered into during
the previous  years.  Further  details are  provided  in note  6 to  the  consolidated
interim financial statements.

 

Taxation

Total taxation for the period was a charge of €7.6m (2020: €0.9m).  The effective  tax
rate on underlying profits at 25% is based on the estimate of the full year  effective
tax rate.   An exceptional  tax credit  of €5.0m  includes €1.3m  attributable to  the
non-trading and exceptional items of €5.7m and €3.7m as a result of tax rates  changes
in the UK which were substantively enacted during the first half.

 

The Group statutory profit after tax, including all non-trading and exceptional items,
was €37.1m (2020: €3.5m).

 

Earnings per share (EPS)

Following the one for ten share consolidation, EPS comparatives have been restated  to
reflect the change in the number of shares.  Underlying EPS excluding non-trading  and
exceptional items was 47 cents per share, an  increase of 32 cents.  Basic EPS was  46
cents per share compared to 5 cents per share in the prior year.

 

The Board has not declared an interim dividend.

 

CASH FLOW PERFORMANCE

 

The funds flow performance table is derived from the statutory cash flow statement and
reconciliations are included in note 17 in the consolidated financial statements. 

 

The table shows the cash  flows from an adjusted free  cash flow to total cash  flow. 
The adjusted free cash flow measure was introduced last March and focuses on the  cash
generation excluding the  impact of  Covid-19 tax  deferrals, settlement  of ATM  soil
liabilities and spend relating  to the UK PPP  onerous contracts.  Adjusted free  cash
flow also includes lease repayments for IFRS 16 leases.  The prior period comparatives
have been restated to reflect this new layout.

 

                                                                
Funds flow performance                           Sep 21 Sep 20  
                                                     €m     €m  
                                                                
EBITDA                                            126.6   88.5  
Working capital movement                         (36.0)    6.4  
Movement in provisions and other                  (0.2)      -  
Net replacement capital expenditure              (29.7) (23.7)  
Repayment of obligations under lease liabilities (21.9) (19.9)  
Interest, loan fees and tax                      (12.9) (17.6)  
Adjusted free cash flow                            25.9   33.7  
Deferred Covid taxes                              (0.4)   55.0  
Offtake of ATM soil                               (3.4)  (2.6)  
UK Municipal contracts                            (7.9)  (8.2)  
Free cash flow                                     14.2   77.9  
Growth capital expenditure                        (7.5)  (3.3)  
Renewi 2.0 and other exceptional spend            (6.0)  (5.6)  
Other                                             (2.6)  (1.3)  
Total cash flow                                   (1.9)   67.7  
                                                                
Free cash flow conversion                           22%   275%  
                                                                

Free cash flow conversion is free cash  flow as a percentage of underlying EBIT.   The
non-IFRS measures  above  are reconciled  to  statutory measures  in  note 17  in  the
consolidated financial statements.

 

Adjusted free cash flow  was lower at €25.9m  despite the strong EBITDA  improvement. 
There was an outflow on  working capital in the  period primarily driven by  temporary
delays in billing during  a process change and  an underlying reduction in  payables. 
Core days sales outstanding (DSO) remain unimpacted by Covid-19. 

 

Replacement capital spend  at €29.7m was  slightly ahead of  last year.  In  addition,
€16.6m of new leases have been entered into which are reported as right-of-use  assets
with a corresponding lease  liability.  These leases include  the continuation of  the
truck replacement programme, property lease renewals or extensions and other  assets. 
Growth  capital  spend  included  further  spend  on  the  €10m  facility  to  process
out-of-date food waste in Amsterdam.

 

Interest and tax payments were  lower than the prior period  due to phasing of  annual
tax settlements which  have fallen into  the second  half this year  along with  lower
interest payments given reduced bank borrowings.

 

Looking at the three components  that are shown below  adjusted free cash flow,  there
has been minimal repayment  on Covid-19 tax deferrals.   The total tax deferrals  were
€60m at  the end  of  March and  the Dutch  elements  will be  settled in  36  monthly
instalments starting in October  2021.  Initial cash spend  for placement of TGG  soil
stocks placed in the  market in the first  six months was €3.4m.   The balance of  the
liability of up  to €20m  is expected  to be placed  in the  market over  the next  24
months.  Cash outflow on UK PPP contracts was €7.9m.

 

Spending on Renewi 2.0 and other exceptional costs was similar to last year at €6.0m. 
Other cash flows include the funding for the closed UK defined benefit scheme and  the
purchase of short-term  investments in the  insurance captive net  of sundry  dividend
income from other investments.

 

Net cash  generated from  operating activities  decreased from  €129.4m in  the  prior
period to €74.1m in the  current year.  A reconciliation  to the underlying cash  flow
performance as referred to above  is included in note  17 in the consolidated  interim
financial statements.

 

We continue  to pay  significant attention  to cash,  taking into  account the  future
investment needs of  the business alongside  the ongoing replacement  capital and  the
medium term repayment of the Covid taxes.

 

INVESTMENT PROJECTS

 

Expenditure in FY22

The Group's long-term expectations for  replacement capital expenditure remain  around
80% of depreciation.   FY22 replacement capital  spend is  expected to be  up to  €80m
which includes some catch-up from the prior two years and a second half investment  in
a replacement LUVO emissions cleaning unit at  the ATM TRI plant.  In addition, up  to
€40m of  IFRS 16  lease  investments are  expected for  the  full year,  primarily  in
replacement trucks.

 

Growth capital expenditure  will continue to  increase as elements  of the  innovation
pipeline comes into the construction phase.  Growth investments in FY22 are  estimated
at €23m  which includes  the first  half  expenditure on  the out-of-date  food  waste
facility in  Amsterdam,  with  the second  half  influenced  by the  exact  timing  of
expenditure on the  advanced sorting investments  in Belgium for  Vlarema 8 and  other
initiatives.  The following table shows the  investments and returns expected for  the
circular innovation projects shared at the recent Capital Markets Event.

 

                                                              
                     FY21 &                                   
Circular innovations  Prior  FY22 FY23 FY24 FY25  FY26 TOTAL  
                         €m    €m   €m   €m   €m    €m    €m  
                                                              
Capital Investment     19.0  23.0 42.0 19.0  7.0     - 110.0  
EBIT                  (4.0) (2.0)  2.0  9.0 19.0 >20.0 >20.0  
                                                              

 

Return on assets

The Group return  on operating assets  excluding debt, tax  and goodwill increased  to
36.0% at 30 September 2021 from 22.6% at 31 March 2021.  The Group post-tax return  on
capital employed at September 2021 was 9.5% up from 6.3% at 31 March 2021.

 

Treasury and cash management

 

Core net debt and leverage ratios

Core net debt excludes IFRS 16 lease liabilities  and the net debt relating to the  UK
PPP contracts which is non-recourse  to the Group and secured  over the assets of  the
special purpose vehicles.  Core  net debt was better  than management expectations  at
€336.0m (31 March  2021: €343.6m)  which resulted  in a net  debt to  EBITDA ratio  of
1.82x, comfortably within our  covenant limit of  3.50x. Liquidity headroom  including
core cash and undrawn facilities was also strong at €492m up from €364m at March 2021.

 

Debt structure and strategy

Borrowings, excluding PPP non-recourse borrowings, are mainly long-term.  All our core
borrowings of bonds and loans  are green financed.  During  the period all term  loans
and revolving credit facilities  denominated in Sterling were  repaid and the  related
cross-currency interest rate swaps were cancelled.   On 23 July 2021 new Green  retail
bonds of €125m were issued at a gross coupon of 3.00% for a period of six years.

 

                                                                        
Debt Structure                                 Sep 21  Sep 20 Variance  
                                                   €m      €m       €m  
                                                                        
€100m Belgian Green retail bonds              (100.0) (100.0)        -  
€75m Belgian Green retail bonds                (75.0)  (75.0)        -  
€125m Belgian Green retail bonds              (125.0)       -  (125.0)  
€495m Green RCF and term loan                  (82.5) (306.1)    223.6  
Green EUPP                                     (25.0)  (25.0)        -  
Gross borrowings before lease liabilities     (407.5) (506.1)     98.6  
Historical IAS 17 lease liabilities and other  (11.0)  (15.6)      4.6  
Loan fees                                         3.3     4.3    (1.0)  
Core cash and money market funds                 79.2   136.3   (57.1)  
Core net debt (as per covenant definitions)   (336.0) (381.1)     45.1  
IFRS 16 lease liabilities                     (232.8) (219.1)   (13.7)  
Net debt excluding UK PPP net debt            (568.8) (600.2)     31.4  
UK PPP restricted cash balances                  21.1    16.6      4.5  
UK PPP non-recourse debt                      (100.7) (100.8)      0.1  
Total net debt                                (648.4) (684.4)     36.0  
                                                                        

As set out in note 2 in the consolidated financial statements the comparatives for  UK
PPP balances and lease liabilities have been restated.

 

The Group operates a committed invoice  discounting programme.  The cash received  for
invoices sold at 30 September 2021 was €83.7m (March 2021: €80.3m).

 

The introduction of IFRS 16 on 1 April 2019 brought additional lease liabilities  onto
the balance sheet with an associated increase  in assets.  Covenants on our main  bank
facilities remain on a frozen GAAP basis and exclude IFRS 16 lease liabilities.

 

Debt borrowed in the special purpose vehicles  (SPVs) created for the financing of  UK
PPP programmes is separate from the Group core debt and is secured over the assets  of
the SPVs with no recourse to the Group  as a whole.  Interest rates on PPP  borrowings
were fixed by means  of interest rate  swaps at contract  inception.  At 30  September
2021 this net debt amounted to €79.6m (31  March 2021: €87.8m).  As set out in note  2
in the consolidated financial statements the presentation  of cash held in the UK  PPP
entities is now shown gross  in cash and cash equivalents  rather than netted off  the
non-recourse debt balance. 

 

PROVISIONS AND CONTINGENT LIABILITIES

Around 85%  of  the Group's  provisions  are long-term  in  nature, with  the  onerous
contract provisions  against  the PPP  contracts  being  utilised over  20  years  and
landfill provisions for many decades longer.  The provisions balance classified as due
within one year  amounts to €35m,  including €3m for  restructuring, €10m for  onerous
contracts, €8m  for landfill  related  spend and  €14m  for environmental,  legal  and
others.

 

The position on  the alleged Belgian  State Aid claim  remains unchanged since  March,
with a gross potential liability of €63m against which we have provided for €15m.   We
expect a ruling from the  European Commission during FY22  but no monies would  likely
become payable until FY23.  Details of contingent  liabilities are set out in note  15
of the financial statements and the Group does not expect any of these to  crystallise
in the coming year. 

 

Retirement benefits

The Group has a defined benefit pension scheme for certain UK employees which has been
closed to new entrants since September 2002  and was closed to future benefit  accrual
from 1 December 2019.  At 30 September 2021, the scheme had moved back to a surplus of
€5.9m from a deficit of  €4.0m at 31 March  2021.  The move in  the period was due  to
strong asset returns.   There are  also several  defined benefit  pension schemes  for
employees in the  Netherlands and Belgium  which had a  retirement benefit deficit  of
€7.4m at 30 September 2021, unchanged from March.

 

PRINCIPAL RISKS AND UNCERTAINTIES

Renewi operates a risk management framework  to identify, assess and control the  most
serious risks facing the Group.   The 2021 Annual Report (pages  80 to 83) provides  a
discussion of the Group's principal risks and uncertainties.  The Board believes  that
the key risks and associated mitigation strategies have not changed in the period.

 

Renewi  continues  to  monitor  for  aftershocks  from  Covid-19,  including  customer
insolvencies, reduced  volumes  from ongoing  homeworking  and the  risks  of  further
lockdowns.  In  common  with the  broader  market we  observe  inflationary  pressures
including  energy  costs,  and  a  shortage   of  labour  in  specific  locations   or
specialisms.  The  global post  Covid-19  demand recovery  has also  created  positive
pricing pressure on recyclates,  which heightens attention as  to how to maximise  the
opportunity caused by this  volatility and to  identify potentially heightened  risks,
such as new entrants.   Cyber crime is  an increasing risk for  all businesses and  we
have been investing significantly to further strengthen our capabilities.  The  floods
in Europe this summer have highlighted the risks of physical loss arising from climate
change.  While we  experienced no material  impact from these  floods, we continue  to
appraise potential risks to our assets as well as ensuring we can maintain  continuity
of service to our customers.  All of  these potential risks are actively reviewed  and
managed at the Board and in our executive management teams.

 

GOING CONCERN

The Directors have  adopted the going  concern basis in  preparing these  consolidated
interim financial statements  after assessing  the Group's  principal risks.   Further
details of the modelling and scenarios prepared are set out in note 2 of the financial
statements.  Having  considered all  the  elements of  the financial  projections  and
applying appropriate  sensitivities,  the Directors  confirm  they have  a  reasonable
expectation that the Group has adequate resources to continue in operational existence
for the foreseeable future and to meet its covenants.

 

STATEMENT OF THE DIRECTORS' RESPONSIBILITIES

The Directors confirm that these  condensed consolidated interim financial  statements
have been prepared  in accordance  with International Accounting  Standard 34  Interim
Financial Reporting as  adopted for use  in the  UK, and that  the interim  management
report includes a fair review of the information required by DTR 4.2.7 R and DTR 4.2.8
R, namely:
  • an indication of important events that  have occurred during the first six  months
    and their impact on the condensed  set of financial statements, and a  description
    of the  principal risks  and uncertainties  for the  remaining six  months of  the
    financial year; and
  • material related-party  transactions in  the  first six  months and  any  material
    changes in the related-party transactions described in the last Annual Report.

 

A list of current Directors is maintained on the Renewi plc website: www.renewi.com.

 

By order of the Board

 

 

O de Bont      T Woolrych

Chief Executive Officer     Chief Financial Officer

8 November 2021     8 November 2021

 

 

Consolidated Interim Income Statement (unaudited)

First half ended 30 September 2021

 

                             First half 2021/22               First half 2020/21
                                  Non-trading                      Non-trading        
                                                                  
                                            &                                &        
                Note   Underlying exceptional           Underlying exceptional
                                        items   Total                    items   Total
                               €m                               €m
                                           €m      €m                       €m      €m
Revenue          3,4        915.6           -   915.6        821.4           -   821.4
Cost of sales      5      (740.0)       (1.8) (741.8)      (687.1)       (7.7) (694.8)
Gross profit                175.6       (1.8)   173.8        134.3       (7.7)   126.6
(loss)
Administrative     5      (111.8)       (3.8) (115.6)      (106.0)       (3.6) (109.6)
expenses
Operating          3         63.8       (5.6)    58.2         28.3      (11.3)    17.0
profit (loss)
Finance income   5,6          4.7           -     4.7          5.6         0.4     6.0
Finance charges  5,6       (18.4)       (0.1)  (18.5)       (19.1)           -  (19.1)
Share of
results from                  0.3           -     0.3          0.5           -     0.5
associates and
joint ventures
Profit (loss)      3         50.4       (5.7)    44.7         15.3      (10.9)     4.4
before taxation
Taxation         5,7       (12.6)         5.0   (7.6)        (3.7)         2.8   (0.9)
Profit (loss)                37.8       (0.7)    37.1         11.6       (8.1)     3.5
for the period
Attributable                                                                          
to:
Owners of the                37.3       (0.7)    36.6         11.9       (8.1)     3.8
parent
Non-controlling               0.5           -     0.5        (0.3)           -   (0.3)
interests
                             37.8       (0.7)    37.1         11.6       (8.1)     3.5

 

 

                                    Restated*
                        First half
                                   First half
Earnings per share Note    2021/22
                                      2020/21
                             cents
                                        cents
Basic                 9         46          5
Diluted               9         46          5
Underlying basic      9         47         15
Underlying diluted    9         47         15

*The comparatives have been restated in accordance with the requirements of IAS 33
Earnings per share following the share consolidation as explained in note 2.

 

 

Consolidated Interim Statement of Comprehensive Income (unaudited)

First half ended 30 September 2021

 

                                                 First half 2021/22 First half 2020/21
                                                
                                                                 €m                 €m
Items that may be reclassified subsequently to                       
profit or loss:
Exchange differences on translation of foreign                  0.5                1.8
subsidiaries
Fair value movement on cash flow hedges                         5.3                2.0
Deferred tax on fair value movement on cash flow              (0.3)              (0.6)
hedges
Share of other comprehensive income of
investments accounted for using the equity                      0.3                0.1
method
                                                                5.8                3.3
                                                                                      
Items that will not be reclassified to profit or                                      
loss:
Actuarial gain (loss) on defined benefit pension                8.0             (18.4)
schemes
Deferred tax on actuarial gain (loss) on defined              (1.8)                3.5
benefit pension schemes
                                                                6.2             (14.9)
                                                                                      
Other comprehensive income (loss) for the                      12.0             (11.6)
period, net of tax
Profit for the period                                          37.1                3.5
Total comprehensive income (loss) for the period               49.1              (8.1)
                                                                                      
Attributable to:                                                                      
Owners of the parent                                           48.6              (7.8)
Non-controlling interests                                       0.5              (0.3)
Total comprehensive income (loss) for the period               49.1              (8.1)

 

 

Consolidated Interim Balance Sheet (unaudited)

As at 30 September 2021

                                                                   Restated* Restated*
                                                   30 September
                                                                30 September  31 March
                                              Note         2021
                                                                        2020      2021
                                                             €m
                                                                          €m        €m
Assets                                                                                
Non-current assets                                                                    
Goodwill and intangible assets                  10        603.2        609.6     602.2
Property, plant and equipment                   10        546.9        562.1     560.7
Right-of-use assets*                            10        227.0        220.8     233.8
Investments                                                14.7         14.8      17.2
Financial assets relating to PPP contracts                137.3        135.7     142.4
Derivative financial instruments                14          0.2            -       7.9
Defined benefit pension scheme surplus          13          5.9            -         -
Trade and other receivables                                 4.0          2.5       4.1
Deferred tax assets                                        46.3         39.7      49.5
                                                        1,585.5      1,585.2   1,617.8
Current assets                                                                        
Inventories                                                22.5         20.6      20.6
Investments                                                11.5          8.5       9.3
Loans to associates and joint ventures                      0.9          0.9       0.9
Financial assets relating to PPP contracts                  7.1          6.2       6.7
Trade and other receivables                               253.4        250.4     247.7
Derivative financial instruments                14          3.4            -       1.2
Current tax receivable                                      1.6            -       0.5
Cash and cash equivalents*                      11        100.3        152.9      68.8
                                                          400.7        439.5     355.7
Total assets                                            1,986.2      2,024.7   1,973.5
Liabilities                                                                           
Non-current liabilities                                                               
Borrowings*                                     11      (600.9)      (793.0)   (689.1)
Derivative financial instruments                14       (22.3)       (35.5)    (25.3)
Other non-current liabilities                            (44.4)       (60.9)    (54.4)
Defined benefit pension schemes deficit         13        (7.4)        (8.3)    (11.4)
Provisions                                      12      (254.4)      (238.9)   (252.6)
Deferred tax liabilities                                 (48.6)       (44.4)    (50.9)
                                                        (978.0)    (1,181.0) (1,083.7)
Current liabilities                                                                   
Borrowings*                                     11      (147.8)       (44.3)    (47.8)
Derivative financial instruments                14            -        (3.2)     (0.2)
Trade and other payables                                (509.8)      (509.7)   (546.2)
Current tax payable                                      (22.3)       (14.5)    (13.8)
Provisions                                      12       (34.9)       (45.3)    (38.7)
                                                        (714.8)      (617.0)   (646.7)
Total liabilities                                     (1,692.8)    (1,798.0) (1,730.4)
Net assets                                                293.4        226.7     243.1
                                                                                      
Issued capital and reserves attributable to                                           
the owners of the parent
Share capital                                              99.5         99.5      99.5
Share premium                                             473.6        473.6     473.6
Exchange reserve                                         (14.3)        (9.9)    (14.8)
Retained earnings                                       (272.0)      (337.6)   (321.3)
                                                          286.8        225.6     237.0
Non-controlling interests                                   6.6          1.1       6.1
Total equity                                              293.4        226.7     243.1

*The comparatives for cash and cash equivalents and PPP non-recourse debt within both
current and non-current borrowings have been restated at September 2020 and March
2021, additionally the comparatives for right-of-use assets and lease liabilities
within both current and non-current borrowings at September 2020 have been restated. 
These are due to prior year adjustments which are explained in note 2.

 

 

Consolidated Interim Statement of Changes in Equity (unaudited)

First half ended 30 September 2021

 

                                Share   Share Exchange Retained Non-controlling  Total
                                               reserve
                              capital premium          earnings       interests equity
                                                    €m
                                   €m      €m                €m              €m     €m
                                                                                 
Balance at 1 April 2021          99.5   473.6   (14.8)  (321.3)             6.1  243.1
Profit for the period               -       -        -     36.6             0.5   37.1
Other comprehensive income:                                                           
Exchange gain on translation        -       -      0.5        -               -    0.5
of foreign subsidiaries
Fair value movement on cash         -       -        -      5.3               -    5.3
flow hedges
Actuarial gain on defined           -       -        -      8.0               -    8.0
benefit pension schemes
Tax in respect of other             -       -        -    (2.1)               -  (2.1)
comprehensive income items
Share of other comprehensive                          
income of investments                                       0.3               -    0.3
accounted for using the             -       -        -
equity method
Total comprehensive income          -       -      0.5     48.1             0.5   49.1
for the period
                                                                                      
Share-based compensation            -       -        -      0.8               -    0.8
Movement on tax arising on          -       -        -      0.4               -    0.4
share-based compensation
Balance as at 30 September       99.5   473.6   (14.3)  (272.0)             6.6  293.4
2021
                                                                                      
Balance at 1 April 2020          99.5   473.6   (11.6)  (327.6)             1.4  235.3
Profit (loss) for the year          -       -        -     11.1           (0.1)   11.0
Other comprehensive (loss)                                                            
income:
Exchange (loss) gain on
translation of foreign              -       -    (3.2)        -             0.1  (3.1)
subsidiaries
Fair value movement on cash         -       -        -     14.4           (0.1)   14.3
flow hedges
Actuarial loss on defined           -       -        -   (23.3)               - (23.3)
benefit pension schemes
Tax in respect of other             -       -        -      2.0               -    2.0
comprehensive income items
Share of other comprehensive
income of investments               -       -        -      0.3               -    0.3
accounted for using the
equity method
Total comprehensive (loss)          -       -    (3.2)      4.5           (0.1)    1.2
income for the year
                                                                                      
Share-based compensation            -       -        -      1.4               -    1.4
Movement on tax arising on          -       -        -      0.3               -    0.3
share-based compensation
Disposal of non-controlling         -       -        -      1.3             4.8    6.1
interest
Own shares purchased by the         -       -        -    (1.2)               -  (1.2)
Employee Share Trust
Balance as at 31 March 2021      99.5   473.6   (14.8)  (321.3)             6.1  243.1
                                                                                      
Balance at 1 April 2020          99.5   473.6   (11.6)  (327.6)             1.4  235.3
Profit (loss) for the period        -       -        -      3.8           (0.3)    3.5
Other comprehensive income                                                            
(loss):
Exchange gain on translation        -       -      1.7        -             0.1    1.8
of foreign subsidiaries
Fair value movement on cash         -       -        -      2.1           (0.1)    2.0
flow hedges
Actuarial loss on defined           -       -        -   (18.4)               - (18.4)
benefit pension schemes
Tax in respect of other             -       -        -      2.9               -    2.9
comprehensive income items
Share of other comprehensive
income of investments               -       -        -      0.1               -    0.1
accounted for using the
equity method
Total comprehensive income          -       -      1.7    (9.5)           (0.3)  (8.1)
(loss) for the period
                                                                                      
Share-based compensation            -       -        -      0.7               -    0.7
Own shares purchased by the         -       -        -    (1.2)               -  (1.2)
Employee Share Trust
Balance as at 30 September       99.5   473.6    (9.9)  (337.6)             1.1  226.7
2020

 

 

Consolidated Interim Statement of Cash Flows (unaudited)

First half ended 30 September 2021

 

                                                                             Restated*
                                                                 First half
                                                                            First half
                                                            Note    2021/22
                                                                               2020/21
                                                                         €m
                                                                                    €m
Profit before tax                                                      44.7        4.4
Finance income                                                        (4.7)      (6.0)
Finance charges                                                        18.5       19.1
Share of results from associates and joint ventures                   (0.3)      (0.5)
Operating profit                                                       58.2       17.0
Amortisation and impairment of intangible assets            10          4.8        5.0
Depreciation and impairment of property, plant and          10         35.5       40.8
equipment
Depreciation and impairment of right-of-use assets          10         22.8       19.5
Impairment of investment in associate                                   1.9          -
Gain on disposal of property, plant and equipment                     (0.6)      (0.4)
Net decrease in provisions                                            (4.4)      (6.1)
Payment related to committed funding of the defined benefit           (1.8)      (1.7)
pension schemes
Share-based compensation                                                0.8        0.7
Operating cash flows before movement in working capital               117.2       74.8
Increase in inventories                                               (1.9)          -
(Increase) decrease in receivables                                    (6.0)       21.3
(Decrease) increase in payables                                      (33.8)       37.8
Cash flows from operating activities                                   75.5      133.9
Income tax paid                                                       (1.4)      (4.5)
Net cash inflow from operating activities                              74.1      129.4
Investing activities                                                                  
Purchases of intangible assets                                        (6.6)      (4.5)
Purchases of property, plant and equipment                           (32.7)     (24.6)
Proceeds from disposals of property, plant and equipment                2.1        2.1
Dividends received from associates and joint ventures                   1.2        1.1
Receipt of deferred consideration                                       0.2        0.4
Purchase of other short-term investments                              (2.2)          -
Outflows in respect of PPP arrangements under the financial           (0.2)      (0.7)
asset model
Capital received in respect of PPP financial assets                     3.0        2.5
Finance income                                                          5.0        4.8
Net cash outflow from investing activities                           (30.2)     (18.9)
Financing activities                                                                  
Finance charges and loan fees paid                                   (16.5)     (18.0)
Investment in own shares by the Employee Share Trust                      -      (1.2)
Proceeds from retail bonds                                  11        125.0          -
Proceeds from bank borrowings                               11        126.6        9.0
Repayment of bank borrowings                                11      (228.9)    (134.7)
Settlement of cross currency interest rate swaps                        6.4          -
Repayment of PPP debt                                       11        (3.5)      (1.9)
Repayment of obligations under lease liabilities            11       (21.9)     (19.9)
Net cash outflow from financing activities                           (12.8)    (166.7)
Net increase (decrease) in cash and cash equivalents                   31.1     (56.2)
Effect of foreign exchange rate changes                     11          0.4      (0.7)
Cash and cash equivalents at the beginning of the period*   11         68.8      209.8
Cash and cash equivalents at the end of the period          11        100.3      152.9

*Cash and cash equivalents at the beginning and end of the period for the first half
2020/21 and beginning of the period for the first half 2021/22 along with the
repayment of PPP debt and the effect of foreign exchange rate changes have been
restated due to a prior year adjustment as explained in note 2.

 

 

Notes to the Consolidated Financial Statements

 

1. General information

 

Renewi plc is a public limited company listed on the London Stock Exchange with a
secondary listing on Euronext Amsterdam. Renewi plc is incorporated and domiciled in
Scotland under the Companies Act 2006, registered number SC077438. The address of the
registered office is 16 Charlotte Square, Edinburgh, EH2 4DF. The nature of the
Group's operations and its principal activities are set out in note 3.

 

2. Basis of preparation

 

This condensed set of consolidated interim financial statements for the six months
ended 30 September 2021 has been prepared in accordance with the Disclosure and
Transparency Rules of the United Kingdom Financial Conduct Authority and with IAS 34
Interim Financial Reporting as adopted for use in the UK. They should be read in
conjunction with the 2021 Annual Report and Accounts, which have been prepared in
accordance with international financial reporting standards in conformity with the
requirements of the Companies Act 2006 and international financial reporting standards
adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union.
The 2021 Annual Report and Accounts are available from the Company's website
www.renewi.com.

 

These primary statements and selected notes comprise the unaudited consolidated
interim financial statements of the Group for the six months ended 30 September 2021
and 2020, together with the audited results for the year ended 31 March 2021. These
interim financial results do not comprise statutory accounts within the meaning of
Section 434 of the Companies Act 2006. The comparative figures as at 31 March 2021
have been extracted from the Group's statutory Annual Report and Accounts for that
financial year, but do not constitute those accounts. Those statutory accounts for the
year ended 31 March 2021 were approved by the Board of Directors on 27 May 2021 and
delivered to the Registrar of Companies. The report of the auditors on those accounts
was unqualified, did not contain an emphasis of matter paragraph and did not contain
any statement under Section 498 of the Companies Act 2006.

 

The Board of Directors approved, on 8 November 2021, these consolidated interim
financial statements which have been reviewed by BDO LLP but not been audited.

 

Going concern

 

The Directors have adopted the going concern basis in preparing these consolidated
interim financial statements after assessing the Group's principal risks including the
ongoing risks arising from the Covid-19 pandemic.

 

Given the economic uncertainty arising from the Covid-19 pandemic, the Directors have
carried out a comprehensive assessment of the Group's ability to continue as a going
concern. This assessment has involved the review of medium-term cash flow modelling
over an 18 month period to 31 March 2023 which includes estimates of any further
impact of Covid-19 on the Group's operations together with other factors that may
affect its performance and financial position. These factors include actual trading
performance in the period, expectations on the future economic environment, available
liquidity, which includes repayment of the €100m Belgian retail bond in June 2022, as
well as other principal risks associated with the Group's ongoing operations.

 

The assessment includes a base case scenario setting out the Directors' current
expectations of future trading and a plausible downside scenario and without applying
any mitigating actions to assess the potential impact on the Group's future financial
performance.  The key judgement in both scenarios is the level and speed of economic
recovery following the disruption caused by the Covid-19 pandemic.

 

The downside scenario includes another, less severe, wave of Covid-19 measures in the
second half of the current financial year to 31 March 2022, weaker macro-economic
conditions leading to a volume recovery rate at least 50% lower than the forecast
economic recoveries in all of our territories in FY23 and as well as other downsides
which are not linked to Covid-19, including a further delay in the operational ramp up
at the ATM site and a settlement of the potential maximum claim in FY23 arising from
the European Commission investigation into alleged state aid in Belgium. These factors
reduce FY23 EBIT by 22% compared to the base case.  No mitigating cost and cash
actions, such as deferral of uncommitted capital expenditure and reduced discretionary
spend, have been applied to our downside modelling as these are not necessary to
preserve sufficient liquidity or to avoid a breach of covenants.

 

In the base case and plausible downside scenarios the Group has sufficient liquidity
and headroom in its existing facilities and no covenants are breached at any of the
forecast testing dates.

 

In addition, a reverse stress test calculation has been undertaken to consider the
points at which the covenants may be breached. Underlying EBIT in FY23 would need to
reduce by 57% compared to the base case without considering any mitigating actions. In
the opinion of the Directors there is no scenario or combination of scenarios that we
consider to be remotely likely that would generate this result.

 

Having considered all the elements of the financial projections, sensitivities and
potential mitigating actions, the Directors confirm they have a reasonable expectation
that the Group has adequate resources to continue in operational existence for the
foreseeable future and to meet all banking covenants as described in note 11.

 

2. Basis of preparation - continued

 

Restatement due to prior year adjustments

 

Given that cash held in UK PPP entities is not available to the Group, historically
management determined that it was appropriate to present these cash balances together
with the gross non-recourse debt as PPP non-recourse net debt. In preparing these
financial statements, management identified this presentation of cash and cash
equivalents and PPP non-recourse debt in the balance sheet as an error and accordingly
a prior year adjustment has been made. Non-recourse debt in these UK PPP entities has
always been excluded from the calculation of the Group's covenants which remains
unchanged. It has been determined that the appropriate presentation should be on a
gross basis in line with the requirements of IAS 32 Financial Instruments. The impact
of this change has led to gross PPP non-recourse debt and PPP cash held at bank being
presented separately within borrowings and current assets respectively which has
resulted in an increase in non-current borrowings of €14.9m at September 2020 and
€15.2m at March 2021, an increase in current borrowings of €1.7m at September 2020 and
€2.1m at March 2020 with a corresponding increase in cash and cash equivalents of
€16.6m at September 2020 and €17.3m at March 2021. There is no impact on the Income
Statement, earnings per share, Statement of comprehensive income, Group equity or the
alternative performance measure of core net debt. The Balance Sheets and Statements of
Cash flows together with related disclosures have been restated to reflect this
adjustment.

 

In preparing the financial statements for the year ended 31 March 2021, management
identified an error relating to the prior period and accordingly an adjustment was
made for the year ended 31 March 2020 which also impacted the balance sheet of 30
September 2020. The error arose as a result of a lease being recorded incorrectly in
an entity in which the Group acquired the remaining 50% and took full control in
November 2019. The term used on the implementation of IFRS 16 was shorter than the
term stated in the lease contract. The impact at 30 September 2020 was to increase
right-of-use assets by €9.0m and increase lease liabilities by €9.0m, with the latter
split as a reduction of €0.4m in current lease liabilities and an increase of €9.4m in
non-current lease liabilities. The impact to the Income Statement for the six months
ended 30 September 2020 was not material and therefore no adjustment was made. There
is no goodwill impact on the acquisition accounting of the entity.

 

Restatement of earnings per share due to share capital consolidation

 

At the Annual General Meeting of Renewi plc held on 15 July 2021, shareholders
approved the consolidation of the Company's share capital on the basis of one new
ordinary share with a nominal value of £1.00 each for every ten existing ordinary
shares of 10 pence each held. As a result earnings per share disclosures have been
restated in these consolidated interim financial statements in accordance with the
requirements of IAS 33 Earnings per share.

 

Seasonality or cyclicality of operations

 

The Group is not subject to any significant seasonality or cyclicality fluctuations.

 

Accounting policies

 

The results have been prepared applying the accounting policies that were used in the
preparation of the 2021 Annual Report and Accounts except taxes on income in the
interim periods are accrued using the estimated tax rate that is expected for the full
financial year.

Standards and interpretations issued by the International Accounting Standards Board
(IASB) are only applicable if endorsed by the UK Endorsement Board (UKEB). At the date
of approval of these financial statements there were no new IFRSs or IFRS IC
interpretations which were early adopted by the Group. The following amendments are
effective for the period beginning 1 April 2022 and the Group is currently assessing
any potential impact:

  • Onerous Contracts - Costs of Fulfilling a Contract (Amendments to IAS 37)
  • Property, plant and equipment: Proceeds before Intended Use (Amendments to IAS 16)
  • Annual improvements to IFRS Standards 2018-2020 (Amendments to IFRS 1, IFRS 9,
    IFRS 16 and IAS 41)
  • References to Conceptual Framework (Amendments to IFRS 3)

 

Exchange Rates

 

In addition to the Group's presentational currency of Euros, the most significant
currency for the Group is Sterling with the closing rate on 30 September 2021 of
€1:£0.859 (30 September 2020: €1:£0.907, 31 March 2021: €1:£0.852) and an average rate
for the period ended 30 September 2021 of €1:£0.858 (30 September 2020: €1:£0.891).

 

Critical accounting judgements and estimates

 

The preparation of consolidated interim financial statements in accordance with IFRS
requires management to make judgements, estimates and assumptions that affect the
application of policies and reported amounts of assets and liabilities, income and
expenditure. Critical estimates are defined as those that have a significant risk of
resulting in a material adjustment to the carrying amounts of assets and liabilities
within the next financial year. The estimates and associated assumptions are based on
factors including historical experience and expectations of future events that are
considered to be relevant and reasonable. These estimates, assumptions and judgements
are reviewed on an ongoing basis. Actual results may differ from these estimates.

 

2. Basis of preparation - continued

 

In preparing these consolidated interim financial statements management have reviewed
the nature of the significant judgements in applying the Group's accounting policies
and the key sources of estimation uncertainty, as set out on pages 145 to 147 of the
2021 Annual Report and Accounts. It has been determined that there have been no
significant changes in methodology in relation to these key estimates with all key
inputs considered and refreshed as appropriate.

 

Defined benefit pension scheme surplus

 

As noted previously, management have concluded that the Group has an unconditional
right to a refund of any surplus in the UK defined benefit pension scheme once the
liabilities have been discharged and the trustees of the scheme do not have the
unilateral right to wind up the scheme. Consequently the asset at 30 September 2021
has not been restricted and no additional liability has been recognised.

 

Underlying business performance

 

The Group uses alternative performance measures as we believe these measures provide
additional useful information on the underlying trends, performance and position of
the Group. These underlying measures are used by the Group for internal performance
analysis and incentive compensation arrangements for employees. The term 'underlying'
refers to the relevant measure being reported excluding non-trading and exceptional
items. These include underlying earnings before interest and tax (underlying EBIT),
underlying profit before tax, underlying profit after tax, underlying earnings per
share and underlying EBITDA (earnings before interest, tax, depreciation and
amortisation). The terms 'EBIT', 'EBITDA', 'exceptional items', 'adjusted' and
'underlying' are not defined terms under IFRS and may therefore not be comparable with
similarly titled profit measures reported by other companies. These measures are not
intended to be a substitute for, or superior to, GAAP measurements of profit. A full
list of alternative performance measures and non-IFRS measures together with
reconciliations are set out in note 17.

 

Non-trading and exceptional items

 

In establishing which items are disclosed separately as non-trading and exceptional to
enable a better understanding of the underlying financial performance of the Group,
management exercise judgement in assessing the size, nature or incidence of specific
items. There has been no change to that adopted in the March 2021 consolidated
financial statements. The Group incurs costs each year in maintaining intangible
assets which include acquired customer relationships, permits and licences and
excludes amortisation of these assets from underlying EBIT to avoid double counting
such costs within underlying results. A policy for non-trading and exceptional items
is followed consistently and is submitted to the Audit Committee for annual review and
full details are set out on page 154 of the 2021 Annual Report and Accounts. See note
5 for further details of the costs included within this category.

 

Impact of Covid-19

 

For the year ended March 2021 management considered the impact of Covid-19 when
assessing the future cash flows of cash generating units in the impairment reviews and
similarly the impact of Covid-19 in the assessment of the recoverability of trade
receivables and deferred tax assets. Overall trading in the first half has been ahead
of our expectations and therefore no adverse indicators have been identified to
trigger an update to goodwill impairment modelling.

 

Management have continued to use judgement to determine the expected impact on
financial instruments, principally how expected credit loss could be impacted as a
result of the Covid-19 pandemic. There has not been a significant increase in losses
to date as government measures have provided support and financial aid packages but as
these come to end there is an expectation of increased defaults and bankruptcies.

 

3. Segmental reporting

 

The Group's chief operating decision maker is considered to be the Board of Directors.
The Group's reportable segments, determined with reference to the information provided
to the Board of Directors in order for it to allocate the Group's resources and to
monitor the performance of the Group are unchanged from March 2021 and are set out
below.

 

Commercial Waste       Collection and treatment of commercial waste in the Netherlands
                       and Belgium.
                       Decontamination, stabilisation and re-use of highly
Mineralz & Waste       contaminated materials to produce certified secondary products
                       for the construction industry in the Netherlands and Belgium.
                       Processing plants focusing on recycling and diverting specific
Specialities           waste streams. The operations are in the UK, the Netherlands,
                       Belgium, France, Portugal and Hungary.
Group central services Head office corporate function.

 

The profit measure the Board of Directors uses to evaluate performance is underlying
EBIT. The Group accounts for inter-segment trading on an arm's length basis.

 

The Commercial Waste reportable segment includes the Netherlands Commercial Waste and
Belgium Commercial Waste operating segments which have been aggregated and reported as
one reportable segment as they operate in similar markets in relation to the nature of
the products, services, processes and type of customer.

 

                                                  First half
                               First half 2021/22
Revenue                                              2020/21
                                               €m
                                                          €m
Netherlands Commercial Waste                442.3      396.8
Belgium Commercial Waste                    228.9      198.5
Intra-segment                               (0.6)      (0.3)
Commercial Waste                            670.6      595.0
                                                            
Mineralz & Water                             93.6       90.4
                                                            
Specialities                                168.0      149.4
                                                            
Inter-segment revenue                      (16.6)     (13.4)
Revenue                                     915.6      821.4

 

                                                                            First half
                                                         First half 2021/22
Results                                                                        2020/21
                                                                         €m
                                                                                    €m
Netherlands Commercial Waste                                           43.2       21.1
Belgium Commercial Waste                                               21.5        8.3
Commercial Waste                                                       64.7       29.4
                                                                                      
Mineralz & Water                                                        4.0        2.3
                                                                                      
Specialities                                                            1.7          -
                                                                                      
Group central services                                                (6.6)      (3.4)
                                                                                      
Underlying EBIT                                                        63.8       28.3
Non-trading and exceptional items (note 5)                            (5.6)     (11.3)
Operating profit                                                       58.2       17.0
Finance income (note 6)                                                 4.7        5.6
Finance charges (note 6)                                             (18.4)     (19.1)
Finance income - non trading and exceptional items                        -        0.4
(note 5)
Finance charges - non trading and exceptional items                   (0.1)          -
(note 5)
Share of results from associates and joint ventures                     0.3        0.5
Profit before taxation                                                 44.7        4.4

 

3. Segmental reporting - continued

 

                                                                   Restated*
                     Commercial Mineralz                 Group               Restated*
                                         Specialities  central Tax, net debt
Net assets                Waste  & Water              services                   Total
                                                   €m                    and
                             €m       €m                    €m   derivatives        €m

                                                                          €m
30 September 2021                                                             
Gross non-current       1,025.4    255.7        216.7     41.2          46.5   1,585.5
assets
Gross current assets      195.8     32.2         66.1      1.3         105.3     400.7
Gross liabilities       (386.4)  (212.1)      (167.8)   (84.6)       (841.9) (1,692.8)
Net assets                834.8     75.8        115.0   (42.1)       (690.1)     293.4
(liabilities)
31 March 2021                                                                         
Gross non-current       1,042.6    258.2        225.7     33.9          57.4   1,617.8
assets
Gross current assets      174.1     31.6         64.3     15.2          70.5     355.7
Gross liabilities       (414.6)  (224.3)      (173.0)   (91.4)       (827.1) (1,730.4)
Net assets                802.1     65.5        117.0   (42.3)       (699.2)     243.1
(liabilities)

*The comparatives for cash and cash equivalents within gross current assets and PPP
non-recourse debt within gross liabilities have been restated at March 2021 due to a
prior year adjustment as explained in note 2.

 

For the reportable segments there has been no material change in net assets and
liabilities from the prior period.  As explained in note 2, the gross current assets
and gross liabilities at 31 March 2021 have been restated.

 

4. Revenue

 

 The following tables show the Group's revenue by type of service delivered and by
primary geographic markets.

 

                   Commercial Mineralz &
                                         Specialities Inter-segment Total
By type of service      Waste      Water
                                                   €m            €m    €m
                           €m         €m
30 September 2021                                                    
Inbound                 535.6       70.0        111.8        (14.9) 702.5
Outbound                 97.8       23.6         55.7         (1.6) 175.5
On-Site                  25.7          -            -         (0.1)  25.6
Other                    11.5          -          0.5             -  12.0
Total revenue           670.6       93.6        168.0        (16.6) 915.6
30 September 2020                                                        
Inbound                 510.1       73.0        104.2        (11.3) 676.0
Outbound                 53.9       17.4         43.1         (1.2) 113.2
On-Site                  18.2          -            -         (0.1)  18.1
Other                    12.8          -          2.1         (0.8)  14.1
Total revenue           595.0       90.4        149.4        (13.4) 821.4

 

                     Commercial Mineralz &
                                           Specialities Inter-segment Total
By geographic market      Waste      Water
                                                     €m            €m    €m
                             €m         €m
30 September 2021                                                      
Netherlands               442.0       73.1         22.6        (15.7) 522.0
Belgium                   228.6       20.5         16.2         (0.9) 264.4
UK                            -          -        113.2             - 113.2
France                        -          -         10.9             -  10.9
Other                         -          -          5.1             -   5.1
Total revenue             670.6       93.6        168.0        (16.6) 915.6
30 September 2020                                                          
Netherlands               396.6       69.7         20.5        (12.7) 474.1
Belgium                   198.4       20.7         13.0         (0.7) 231.4
UK                            -          -        102.5             - 102.5
France                        -          -          9.2             -   9.2
Other                         -          -          4.2             -   4.2
Total revenue             595.0       90.4        149.4        (13.4) 821.4

 

Revenue recognised at a point in time amounted to €861.7m (2020/21: €767.3m) with the
remainder recognised over time. The majority of the Commercial Waste and Specialities
revenue is recognised at a point in time, whereas for Mineralz & Water 61% of revenue
(2020/21: 49%) is recognised over time.

 

5. Non-trading and exceptional items

 

To improve the understanding of the Group's financial performance, items which are not
considered to reflect the underlying performance are presented in non-trading and
exceptional items.

                                                            First half First half

                                                               2021/22    2020/21

                                                                    €m         €m
                                                                        
Renewi 2.0 improvement programme                                   4.0        3.6
                                                                                 
Other items:                                                                     
Restructuring charges - non-cash impairments                         -        3.2
Restructuring charges - cash                                         -        2.8
                                                                     -        6.0
                                                                                 
Ineffectiveness on cash flow hedges                                  -      (0.4)
Termination of cash flow hedges                                    0.1          -
Amortisation of acquisition intangibles                            1.6        1.7
Non-trading and exceptional items in profit before tax             5.7       10.9
Tax on non-trading and exceptional items                         (1.3)      (2.8)
Exceptional tax credit                                           (3.7)          -
Total non-trading and exceptional items in profit after tax        0.7        8.1

 

Renewi 2.0 improvement programme

Renewi 2.0 improvement programme is a significant one-off business improvement project
with expected capital and one-off costs of €40m over a three-year period and as a
result is considered to be exceptional. Following the transformational merger in
February 2017, the goal of the Renewi 2.0 programme is to make the Group more
streamlined and more efficient and improve customer experience and increase employee
engagement. The programme also includes around €4m of IT integration costs carried
over from the original integration programme and now merged with the Renewi 2.0
digitisation plans. This is the second year of the programme which is on track.  Of
the total cost of €4.0m (2020/21: €3.6m), €0.2m (2020/21: €nil) was recorded in cost
of sales and €3.8m (2020/21: €3.6m) was recorded in administrative expenses.

 

Other items

The restructuring charges in the prior year related to a Covid-19 cost action
programme to address the challenges of the pandemic. These costs were considered to be
exceptional due to the total cost of the programme and the one-off nature of the
circumstances. The costs of €6.0m were reflected following the decision to close two
processing lines in Belgium and some sites and business activities in the Netherlands.
Of the total costs €3.2m were non-cash asset impairments. The total charge of €6.0m
was recorded in cost of sales.

 

Items recorded in finance charges and finance income

The €0.1m charge in the current year related to the termination of cross-currency
interest rate cash flow hedges. The prior year credit of €0.4m related to the Cumbria
PPP project interest rate swap cash flow hedges as a result of a revised repayment
programme for the PPP non-recourse debt.

 

Amortisation of acquisition intangibles

Amortisation of intangible assets acquired in business combinations of €1.6m (2020/21:
€1.7m) was all recorded in cost of sales.

 

Exceptional tax credit

The €3.7m exceptional tax credit related to changes in UK tax rates as explained in
note 7.

 

6. Net finance charges

 

                                                                 First half First half

                                                                    2021/22    2020/21

                                                                         €m         €m
Finance charges                                                              
Interest payable on borrowings                                          6.5        7.6
Interest payable on PPP non-recourse net debt                           3.7        3.7
Lease liabilities interest                                              3.6        3.2
Unwinding of discount on provisions (note 12)                           3.2        3.1
Interest charge on the retirement benefit schemes                       0.1          -
Amortisation of loan fees                                               0.8        0.7
Other finance costs                                                     0.5        0.8
Total finance charges before non-trading and exceptional items         18.4       19.1
Non-trading and exceptional finance charges:                                          
Charge as a result of the termination of cash flow hedges               0.1          -
Total finance charges                                                  18.5       19.1
                                                                                      
Finance income                                                                        
Interest receivable on financial assets relating to PPP               (4.5)      (4.5)
contracts
Unwinding of discount on deferred consideration receivable            (0.1)      (0.1)
Interest income on the retirement benefit schemes                         -      (0.2)
Other finance income                                                  (0.1)      (0.8)
Total finance income before non-trading and exceptional items         (4.7)      (5.6)
Non-trading and exceptional finance income:                                           
Ineffectiveness income on cash flow hedges                                -      (0.4)
Total finance income                                                  (4.7)      (6.0)
                                                                                      
Net finance charges                                                    13.8       13.1

 

7. Taxation

 

                                                                 First half First half

                                                                    2021/22    2020/21

                                                                         €m         €m
Current tax                                                                  
UK corporation tax                                                           
Current tax                                                             0.7        0.7
Overseas tax                                                                          
Current year                                                            7.8        2.6
Adjustment in respect of the prior year                                 0.2          -
Total current tax                                                       8.7        3.3
                                                                                      
Deferred tax                                                                          
Origination and reversal of temporary differences in the current        2.6      (2.4)
period
Exceptional tax credit                                                (3.7)          -
Total deferred tax                                                    (1.1)      (2.4)
                                                                                      
Total tax charge for the period                                         7.6        0.9

 

Tax expense is recognised based on management's best estimate of the full year
effective tax rate on expected full year profits to March 2022. The estimated average
underlying annual tax rate for the year to 31 March 2022 is 25.0% (2020/21: 24.5%).

 

Exceptional credit relating to change in UK tax rate

In the UK Chancellor's Budget of 3 March 2021 it was announced that the UK corporation
tax rate will increase to 25% with effect from 1 April 2023. This measure was
substantively enacted on 24 May 2021. As a result, the UK deferred tax position has
been calculated based on the substantively enacted rates of 19% and 25% (2021: 19%)
based on the timing of the utilisation of the deferred tax. This resulted in an
exceptional tax credit of €3.7m in the current period.

 

7. Taxation - continued

 

Amendments to Dutch tax rules

In September 2020 the Dutch government announced some amendments to the loss
utilisation rules. Under the new rules, losses may be carried forward indefinitely,
instead of the previous time limit of between 6 and 9 years (depending on the date of
origin of the losses) with the offset of tax losses against taxable income in excess
of €1m limited to a maximum of 50%. On 4 June 2021 a Royal Decree was published
confirming that the new rules will enter into force for accounting periods beginning
on or after 1 January 2022. Consequently the deferred tax asset position at 30
September 2021 in respect of Dutch tax losses has been calculated based on these
enacted changes. Furthermore on 15 October 2021 the Dutch government published
proposals to increase the Dutch corporate income tax rate from 25.0% to 25.8% for
accounting periods beginning on or after 1 January 2022. At the same time, an
amendment to the general interest deduction rule was announced, which if enacted would
lower the EBITDA threshold from 30% to 20% for financial years starting on or after 1
January 2022.

 

8. Dividends

 

The Directors did not recommend an interim dividend for the current year (2020/21: nil
per share). The Directors did not recommend a final dividend for the year ended March
2021 (2020: nil per share).

 

9. Earnings per share

 

Underlying basic and diluted earnings per share excludes non-trading and exceptional
items, amortisation of acquisition intangibles and the change in fair value of
derivatives, net of related tax. Non-trading and exceptional items are those items
that are disclosed separately on the face of the Income Statement, because of their
size or incidence, to enable a better understanding of performance as more fully
explained in the accounting policy in the 31 March 2021 Annual Report and Accounts.
The Directors believe that adjusting earnings per share in this way enables comparison
with historical data calculated on the same basis to reflect the business performance
in a consistent manner and reflect how the business is managed and measured on a day
to day basis.

 

In May 2021 95,204 ordinary shares were allotted following the exercise of share
options under the Savings Related Share Options Schemes for an aggregate consideration
of €25,104.

 

At the Annual General Meeting of Renewi plc held on 15 July 2021, shareholders
approved the consolidation of the Company's share capital on the basis of one new
ordinary share with a nominal value of £1.00 each for every ten existing ordinary
shares of 10 pence each held. This was subsequently completed on 19 July 2021 when the
issued share capital of 800,236,740 10 pence shares were replaced with 80,023,674 £1
shares. As a result earnings per share comparatives have been restated below as
required by IAS 33 Earnings per share.

 

                                     First half 2021/22    First half 2020/21 restated
                                   Basic Dilutions Diluted   Basic  Dilutions  Diluted
Weighted average number of shares   79.7       0.3    80.0    79.5          -     79.5
(million)
                                                                                      
Profit after tax (€m)               37.1         -    37.1     3.5          -      3.5
Non-controlling interests (€m)     (0.5)         -   (0.5)     0.3          -      0.3
Profit after tax attributable to    36.6         -    36.6     3.8          -      3.8
ordinary shareholders (€m)
Earnings per share (cents)            46         -      46       5          -        5

 

The reconciliation between underlying earnings per share and basic earnings per share
is as follows:

 

                                        First half 2021/22 First half 2020/21 restated
                                            Cents       €m         Cents            €m
Underlying earnings per
share/Underlying profit after tax              47     37.3            15          11.9
attributable to ordinary shareholders
Adjustments:                                                                          
Non-trading and exceptional items             (7)    (5.7)          (14)        (10.9)
Tax on non-trading and exceptional              1      1.3             4           2.8
items
Exceptional tax                                 5      3.7             -             -
Basic earnings per share/Earnings after
tax attributable to ordinary                   46     36.6             5           3.8
shareholders
                                                                                      
Diluted underlying earnings per
share/Underlying profit after tax              47     37.3            15          11.9
attributable to ordinary shareholders
Diluted basic earnings per
share/Earnings after tax attributable          46     36.6             5           3.8
to ordinary shareholders

 

10.  Goodwill, intangible assets, property, plant and equipment and right-of-use
assets

 

                                        Intangible     Property,  Right-of-use
                               Goodwill                    plant                 Total
                                            assets                      assets
                                     €m            and equipment                    €m
                                                €m                          €m
                                                              €m
Net book value at 31 March        561.1       49.0         584.0         215.9 1,410.0
2020
Additions/modifications               -       11.3          61.1          60.9   133.3
Disposals                             -      (0.2)         (4.0)         (0.1)   (4.3)
Derecognition of a
right-of-use assets into a            -          -             -         (0.4)   (0.4)
finance sub-lease
Amortisation and depreciation         -      (9.6)        (74.2)        (40.7) (124.5)
charge
Impairment charge                 (9.5)          -         (6.2)         (1.8)  (17.5)
Exchange rate changes                 -        0.1             -             -     0.1
Net book value at 31 March        551.6       50.6         560.7         233.8 1,396.7
2021
Additions/modifications               -        5.8          23.2          16.6    45.6
Disposals                             -          -         (1.5)         (0.6)   (2.1)
Amortisation and depreciation         -      (4.8)        (33.7)        (22.5)  (61.0)
charge
Impairment charge                     -          -         (1.8)         (0.3)   (2.1)
Net book value at 30 September    551.6       51.6         546.9         227.0 1,377.1
2021

 

At 30 September 2021, the Group had property, plant and equipment commitments of
€25.7m (2020/21: €16.6m), right-of-use asset commitments of €15.0m (2020/21: €23.3m)
and intangible asset commitments of €2.0m (2020/21: €2.4m).

 

The impairment charge of €1.8m in property plant and equipment and €0.3m in
right-of-use assets relates to specific assets in the Commercial Division in both
Belgium and Netherlands following a detailed review principally in relation to the
Vlarema-8 project in Belgium where assets will be replaced.

 

Goodwill impairment

Goodwill is tested for impairment annually or more frequently if there is any
indication of impairment with the last annual test being undertaken at 31 March 2021.
The Group has performed an assessment across all cash generating units to identify
whether any indicators of impairment existed and no indicators were identified in the
period. As a result no impairment testing was carried out in the period and a full
detailed review will be conducted at 31 March 2022.

 

11. Cash and borrowings

 

Cash and cash equivalents are analysed as follows:

                                                                   Restated* Restated*
                                                   30 September
                                                                30 September  31 March
                                                           2021
                                                                        2020      2021
                                                             €m
                                                                          €m        €m
Cash at bank and in hand                                   49.8         75.5      51.5
Money market funds                                         29.4         60.8         -
Total core cash                                            79.2        136.3      51.5
Cash at bank - restricted relating to PPP                  21.1         16.6      17.3
contracts
Total cash and cash equivalents                           100.3        152.9      68.8

*The comparatives for cash and cash equivalents have been restated to include cash at
bank relating to PPP contracts due to a prior year adjustment as explained in note 2.

 

Of the total cash and cash equivalents, €2.4m was held by joint operations which is
only available in consultation with all other partners in the joint operations.

 

11. Cash and borrowings continued

 

Borrowings are analysed as follows:

                                                         Restated* Restated*
                                         30 September
                                                      30 September  31 March
                                                 2021
                                                              2020      2021
                                                   €m
                                                                €m        €m
Non-current borrowings                                              
Retail bonds                                    199.2        174.4     174.5
European private placements                      24.8         24.6      24.7
Term loans and Revolving credit facility         80.4        302.8     182.3
Lease liabilities                               200.1        192.7     205.7
Other loans                                       0.6          1.9       1.3
PPP non-recourse debt                            95.8         96.6     100.6
                                                600.9        793.0     689.1
Current borrowings                                                          
Retail bonds                                     99.9            -         -
Bank overdrafts                                   0.3          0.7         -
Lease liabilities                                41.5         38.2      42.1
Other loans                                       1.2          1.2       1.2
PPP non-recourse debt                             4.9          4.2       4.5
                                                147.8         44.3      47.8

*The comparatives for current and non-current PPP non-recourse debt have been restated
at September 2020 and March 2021, additionally the comparatives for current and
non-current lease liabilities at 30 September 2020 have been restated.  Further
details for these prior year adjustments are explained in note 2.

 

On 23 July 2021 the Group successfully issued new Green retail bonds for €125m at a
gross coupon of 3.00% for a period of 6 years maturing on 23 July 2027.

 

During the six months to 30 September 2021 the Group repaid all term loans and
revolving credit facilities denominated in Sterling and the related cross-currency
interest rate swaps were cancelled. The Group's Euro denominated multicurrency green
finance facility agreement has covenants including adjusted net debt to comparable
adjusted EBITDA and interest cover in accordance with a frozen GAAP concept.  The
Group has complied with its banking covenants during the period.

 

Movement in total net debt

                            Restated*
                                                 Other non-cash  Exchange 30 September
                              1 April Cash flows        changes
                                                                movements         2021
                                 2021         €m             €m
                                                                       €m           €m
                                   €m
Bank loans and overdrafts     (184.8)      102.3          (0.6)       0.6       (82.5)
European private               (24.7)          -          (0.1)         -       (24.8)
placements
Retail bonds                  (174.5)    (125.0)            0.4         -      (299.1)
Lease liabilities             (247.8)       21.9         (15.9)       0.2      (241.6)
Debt excluding PPP            (631.8)      (0.8)         (16.2)       0.8      (648.0)
non-recourse debt
PPP non-recourse debt         (105.1)        3.5              -       0.9      (100.7)
Total debt                    (736.9)        2.7         (16.2)       1.7      (748.7)
Cash and cash equivalents        51.5       27.2              -       0.5         79.2
- core
Cash and cash equivalents
- restricted relating to         17.3        3.9              -     (0.1)         21.1
PPP contracts
Total net debt                (668.1)       33.8         (16.2)       2.1      (648.4)
                                                                                      
Analysis of total net                                                                 
debt:
Net debt excluding PPP        (580.3)       26.4         (16.2)       1.3      (568.8)
non-recourse net debt
PPP non-recourse net debt      (87.8)        7.4              -       0.8       (79.6)
Total net debt                (668.1)       33.8         (16.2)       2.1      (648.4)

*The comparatives for cash and cash equivalents relating to PPP contracts and PPP
non-recourse debt have been restated as explained in note 2.

 

11. Cash and borrowings continued

 

Analysis of movement in total net debt

                                                                 Restated* Restated*
                                                     First half
                                                                First half Full year
                                                        2021/22
                                                                   2020/21   2020/21
                                                             €m
                                                                        €m        €m
Net increase (decrease) in cash and cash equivalents       31.1     (56.2)   (141.2)
Net decrease in borrowings and lease liabilities            2.7      147.5     304.5
Total cash flows in net debt                               33.8       91.3     163.3
Lease liabilities entered into during the period         (15.9)     (24.7)    (60.9)
Capitalisation of loan fees                                 0.5        0.2       0.2
Amortisation of loan fees                                 (0.8)      (0.7)     (1.5)
Exchange gain (loss)                                        2.1        8.4    (10.3)
Movement in net debt                                       19.7       74.5      90.8
Total net debt at beginning of period                   (668.1)    (758.9)   (758.9)
Total net debt at end of period                         (648.4)    (684.4)   (668.1)

*The net debt at the beginning and end of the period of the first half 2020/2021 has
been restated. The total cash flows in net debt in both prior periods are unchanged,
however the split of movements between cash and cash equivalents and borrowings and
lease liabilities has been restated. Further details of these restatements are
explained in note 2.

 

12. Provisions

 

                       Site restoration   Onerous Legal and
                                                            Restructuring Other  Total
                          and aftercare contracts  warranty
                                                                       €m    €m     €m
                                     €m        €m        €m
At 31 March 2020                  152.8      89.7      25.2           4.3  18.1  290.1
Provided in the year                5.7      17.4       3.2           5.9   7.2   39.4
Released in the year              (1.1)    (15.8)     (2.4)         (1.0) (0.8) (21.1)
Finance charges -                   3.7       2.4         -             -   0.2    6.3
unwinding of discount
Utilised in the year              (3.7)    (15.6)     (0.3)         (5.4) (1.6) (26.6)
Exchange rate changes               0.2       2.8         -             -   0.2    3.2
At 31 March 2021                  157.6      80.9      25.7           3.8  23.3  291.3
Provided in the period                -       0.5         -           1.8   0.8    3.1
Released in the period                -     (0.2)     (0.1)             -     -  (0.3)
Finance charges -                   2.0       1.1         -             -   0.1    3.2
unwinding of discount
Utilised in the period            (1.6)     (1.6)     (0.7)         (2.7) (0.6)  (7.2)
Exchange rate changes                 -     (0.7)     (0.1)             -     -  (0.8)
At 30 September 2021              158.0      80.0      24.8           2.9  23.6  289.3
Current                             8.6       9.5       6.3           2.9   7.6   34.9
Non-current                       149.4      70.5      18.5             -  16.0  254.4
At 30 September 2021              158.0      80.0      24.8           2.9  23.6  289.3
Current                             8.4      11.0       7.3           3.8   8.2   38.7
Non-current                       149.2      69.9      18.4             -  15.1  252.6
At 31 March 2021                  157.6      80.9      25.7           3.8  23.3  291.3
Current                             6.3      20.6       8.2           6.6   3.6   45.3
Non-current                       146.7      60.9      16.9             -  14.4  238.9
At 30 September 2020              153.0      81.5      25.1           6.6  18.0  284.2

 

Site restoration and aftercare

The site restoration provisions at 30 September 2021 relate to the cost of final
capping and covering of the landfill and mineral extraction sites. These site
restoration costs are expected to be paid over a period of up to 31 years from the
balance sheet date. However, the timing of the payments is not certain and has been
estimated based on management's latest expectations. Aftercare provisions cover
post-closure costs of landfill sites which include such items as monitoring, gas and
leachate management and licensing. The dates of payments of these aftercare costs are
uncertain but are anticipated to be over a period of at least 30 years from closure of
the relevant landfill site. All site restoration and aftercare costs have been
estimated by management based on current best practice and technology available and
may be impacted by a number of factors including changes in legislation and
technology.

 

12. Provisions - continued

 

Onerous contracts

Onerous contract provisions arise when the unavoidable costs of meeting contractual
obligations exceed the cash flows expected. Onerous contracts are provided for at the
lower of the net present value of either exiting the contracts or fulfilling our
obligations under the contracts. The provisions have been calculated on the best
estimate of likely future cash flows over the contract term based on the latest budget
and five year plan projections, including assumptions on tonnage inputs, plant
performance with efficiency improvements, off-take availability and recyclates
pricing. The provisions are to be utilised over the period of the contracts to which
they relate with the latest date being 2040.

 

Legal and warranty

Legal and warranty provisions relate to legal claims, warranties and indemnities.
Under the terms of the agreements for the disposal of certain businesses, the Group
has given a number of warranties and indemnities to the purchasers which may give rise
to payments. The Group has a liability until the end of the contractual terms in the
agreements. The Group considers each warranty provision based on the nature of the
business disposed of and the type of warranties provided with judgement used to
determine the most likely obligation.

 

On 6 February 2020 the European Commission announced its decision to initiate a formal
investigation in which it alleges that the Walloon Region of Belgium provided state
aid to the Group in relation to the Cetem landfill. An adverse judgement would require
the Walloon Region to seek repayment from the Group and a provision of €15.1m has been
recognised in both the current year and prior years as non-current as timing of any
cash flow is expected to be after 12 months from the balance sheet date. The matter
remains ongoing and based on legal advice management consider this value to be their
best estimate of the potential exposure based on the most likely outcome. Further
contingent liability information is provided in note 16.

 

Restructuring

The restructuring provision primarily relates to redundancy and related costs incurred
as a result of restructuring initiatives and is expected to be spent in the following
twelve months as affected employees leave the business.

 

Other

Other provisions includes dilapidations €8.7m (March 2021: €8.7m, September 2020:
€7.3m), long-service employee awards €6.3m (March 2021: €6.0m, September 2020: €5.7m)
and other environmental liabilities €8.6m (March 2021: €8.6m, September 2021: €5.0m).
The dilapidations provisions are determined on a site by site basis using internal
expertise and experience and are calculated as the most likely cash outflow at the end
of the contracted obligation. The provisions will be utilised over the period up to
2070.

 

13. Retirement benefit schemes

 

The UK defined benefit scheme (called the Shanks Group Scheme) provides pension
benefits for pensioners, deferred members and eligible UK employees and is closed to
both new entrants and future benefit accrual. In addition there are a number of
defined benefit schemes in both the Netherlands and Belgium for certain eligible
employees.

 

The amounts recognised in the Income Statement were as follows:

                                                      First half First half

                                                         2021/22    2020/21

                                                              €m         €m
Current service cost                                         0.7        0.7
Interest expense (income) on scheme net liabilities          0.1      (0.2)
Net retirement benefit charge before tax                     0.8        0.5

 

The amounts recognised in the balance sheet were as follows:

                                                                 30 September 31 March
                                               30 September 2021
                                                                         2020     2021
                                                              €m
                                                                           €m       €m
Present value of funded obligations                      (296.6)      (292.2)  (296.6)
Fair value of plan assets                                  295.1        283.9    285.2
Pension schemes net deficit                                (1.5)        (8.3)   (11.4)
Related deferred tax asset                                   0.4          1.8      2.7
Net pension liability                                      (1.1)        (6.5)    (8.7)
                                                                                      
Classified as:                                                                        
Defined benefit scheme surplus - included in                 5.9            -        -
non-current assets
Defined benefit pension schemes deficit -                  (7.4)        (8.3)   (11.4)
included in non-current liabilities
Pension schemes net deficit                                (1.5)        (8.3)   (11.4)

 

Following updated actuarial assumptions at 30 September 2021, the legacy Shanks UK
defined benefit scheme moved by €9.9m from a deficit of €4.0m at 31 March 2021 to a
surplus of €5.9m at 30 September 2021. This was principally due to asset returns being
significantly better than the impact on scheme liabilities of a small increase in the
discount rate from 2.05% at 31 March 2021 to 2.10% at 30 September 2021. The deficit
for the overseas defined benefit schemes remained unchanged at €7.4m.

 

14. Financial instruments at fair value

 

The Group uses the following hierarchy of valuation techniques to determine the fair
value of financial instruments:

 

  • Level 1: quoted (unadjusted) prices in active markets for identical assets or
    liabilities
  • Level 2: other techniques for which all inputs which have a significant effect on
    the recorded fair value are observable, either directly or indirectly
  • Level 3: techniques which use inputs which have a significant effect on the
    recorded fair value that are not based on observable market data

 

During the period or preceding periods there were no transfers between level 1 and
level 2 fair value measurements and no transfers into or out of level 3.

 

Valuation techniques used to derive level 2 fair values:

 

  • Unlisted non-current investments comprise unconsolidated companies where the fair
    value approximates the book value
  • Short term investments valuations are provided by the fund manager
  • Derivative financial instruments are determined by discounting the future cash
    flows using the applicable period-end yield curve
  • The fair value of the European private placements are determined by discounting
    the future cash flows using the applicable period-end yield curve
  • The fair value of retail bonds is based on indicative market pricing

 

The table below presents the Group's assets and liabilities measured at fair values.
The Group considers that the fair value of all other financial assets and financial
liabilities are not materially different to their carrying value.

 

                                 30 September 2021 30 September 2020  31 March 2021
                                  Level 1  Level 2  Level 1  Level 2 Level 1 Level 2
 
                                       €m       €m       €m       €m      €m      €m
Assets                                                                              
Money market funds                   29.4        -     60.8        -       -       -
Unlisted non-current investments        -      4.6        -      4.7       -     4.6
Short term investments                  -     11.5        -      8.5       -     9.3
Derivative financial instruments        -      3.6        -        -       -     9.1
                                     29.4     19.7     60.8     13.2       -    23.0
Liabilities                                                                         
Derivative financial instruments        -     22.3        -     38.7       -    25.5
European private placements             -     26.4        -     26.9       -    26.6
Retail bonds                            -    307.9        -    176.2       -   179.1
                                        -    356.6        -    241.8       -   231.2

 

15. Contingent liabilities

 

There is an ongoing investigation by the European Commission in which it alleges the
Walloon region of Belgium provided state aid to the Group in relation to the Cetem
landfill. An adverse judgement would require the Walloon region to seek repayment from
the Group. Both the Walloon Region and Renewi believe that no state aid was offered
and will defend their conduct vigorously. Renewi has provided €15m based on legal
advice which represents management's best estimate of the most likely outcome. It is
noted that the potential maximum claim is €58m (excluding compound interest currently
amounting to €5m), and therefore there is a potential further liability should the
Group be wholly unsuccessful in its defence. A ruling from the European Commission is
expected during FY22 but no monies would likely become payable until FY23.

 

There is an ongoing criminal investigation into the production of thermally cleaned
soil at ATM. This may or may not result in a prosecution and if so, we expect such a
process will likely take many years, should it proceed. ATM will defend its conduct
strongly in such an event. Given that it is not even clear whether or what charges
might be brought in the criminal case and the charge is expected to be lower than €1m
we do not consider it appropriate at this stage to provide for this. Given these
uncertainties, it cannot be ruled out that the outcome of the criminal investigation
or the topic it concerns could result in liability for damages resulting from third
party claims in the future.

 

Due to the nature of the industry in which the business operates, from time to time
the Group is made aware of claims or litigation arising in the ordinary course of the
Group's business. Provision is made for the Directors' best estimate of all known
claims and all such legal actions in progress. The Group takes legal advice as to the
likelihood of success of claims and actions and no provision is made where the
Directors consider, based on that advice, that the action is unlikely to succeed or a
sufficiently reliable estimate of the potential obligation cannot be made. None of
these other matters are expected to have a material impact.

 

Under the terms of sale agreements, the Group has given a number of indemnities and
warranties relating to businesses sold in prior periods. Different warranty periods
are in existence and it is assumed that these will expire within 10 years. Based on
management's assessment of the most likely outcome appropriate warranty provisions are
held.

 

16. Related party transactions

 

The Group's significant related parties remain as disclosed in note 8.2 of the 2021
Annual Report and Accounts. There were no material differences in related parties or
related party transactions in the period compared to the prior year.

 

17. Explanation of non-IFRS measures and reconciliations

 

The Directors  use alternative  performance measures  as they  believe these  measures
provide additional  useful  information  on the  underlying  trends,  performance  and
position of the  Group. These  measures are  used for  internal performance  analysis.
These terms are not defined terms under IFRS and may therefore not be comparable  with
similarly titled measures used by other companies. These measures are not intended  to
be a substitute for,  or superior to, IFRS  measurements. The alternative  performance
measures used are set out below.

 

Financial Measure   How we define it                        Why we use it
                    Operating profit excluding non-trading
                    and exceptional items, amortisation of
                    intangible assets arising on
                    acquisition and fair value
                    remeasurements. Amortisation on         Provides insight into
Underlying EBIT     acquisition intangibles is excluded to  profit generation and
                    avoid double counting of costs in       trends
                    underlying EBIT as the Group incurs
                    costs each year in maintaining
                    intangible assets which include
                    acquired customer relationships,
                    permits and licences.
Underlying EBIT                                             Provides insight into
margin              Underlying EBIT as a percentage of      margin development and
                    revenue                                 trends
 
                    Underlying EBIT before depreciation,    Measure of earnings and
Underlying EBITDA   amortisation, impairment and profit or  cash generation to assess
                    loss on disposal of plant, property and operational performance
                    equipment
Underlying EBITDA   Underlying EBITDA as a percentage of    Provides insight into
margin              revenue                                 margin development and
                                                            trends
                    Profit before tax excluding non-trading
Underlying profit   and exceptional items, amortisation of  Facilitates underlying
before tax          intangible assets arising on            performance evaluation
                    acquisition and fair value
                    remeasurements
                    Earnings per share excluding
                    non-trading and exceptional items,      Facilitates underlying
Underlying EPS      amortisation of intangible assets       performance evaluation
                    arising on acquisition and the change
                    in fair value of derivatives 
Underlying          The effective tax rate on underlying    Provides a more comparable
effective tax rate  profit before tax                       basis to analyse our tax
                                                            rate
                    Last 12 months underlying EBIT divided  Provides a measure of the
                    by a 13-month average of net assets     return on assets across
Return on operating excluding core net debt, IFRS 16 lease  the Divisions and the
assets              liabilities, derivatives, tax balances, Group excluding goodwill
                    goodwill and acquisition intangibles    and acquisition intangible
                                                            balances
                    Last 12 months underlying EBIT as       Provides a measure of the
                    adjusted by the Group effective tax     Group return on assets
Post-tax return on  rate divided by a 13-month average of   taking into account the
capital employed    net assets excluding core net debt,     goodwill and acquisition
                    IFRS 16 lease liabilities               intangible balances
                    and derivatives
                    Net cash generated from operating
                    activities including interest, tax and
                    replacement capital spend and excluding
                    cash flows from non-trading and
                    exceptional items, Covid-19 tax
                    deferral payments or receipts,          Measure of cash generation
                    settlement of ATM soil liabilities and  in the underlying
                    cash flows relating to the UK PPP       business, including
                    contracts. Payments to fund defined     regular replacement
Adjusted free cash  benefit pension schemes are also        capital expenditure and
flow                excluded as these schemes are now       excluding items of a
                    closed to both new members and ongoing  historical nature,
                    accrual and as such relate to historic  available to fund growth
                    liabilities. The Municipal contract     capital projects and
                    cash flows are excluded because they    invest in acquisitions
                    principally relate to onerous contracts
                    as reported in exceptional charges in
                    the past and caused by adverse market
                    conditions not identified at the
                    inception of the contracts.
                    Net cash generated from operating       Measure of cash available
                    activities principally excluding        after regular replacement
Free cash flow      non-trading and exceptional items and   capital expenditure to pay
                    including interest, tax and replacement dividends, fund growth
                    capital spend                           capital projects and
                                                            invest in acquisitions
Free cash flow      The ratio of free cash flow to          Provides an understanding
conversion          underlying EBIT                         of how our profits convert
                                                            into cash
                    Total cash flow is net debt excluding
                    loan fee capitalisation and
                    amortisation, exchange movements,       Provides an understanding
Total cash flow     settlement of cross currency interest   of total cash flow of the
                    rate swaps, movement in PPP cash and    Group
                    PPP non-recourse debt and additions to
                    IFRS 16 lease liabilities

 

17. Explanation of non-IFRS measures and reconciliations - continued

 

Financial Measure     How we define it            Why we use it
                      Renewi 2.0 and other
                      exceptional related cash
                      flows are presented in cash
Non-trading and       flows from operating        Provides useful information on
exceptional           activities and are included non-trading and exceptional cash
cash flow items       in the categories in note   flow spend
                      5, net of opening and
                      closing Balance Sheet
                      positions
                                                  The borrowings relating to the UK
                      Core net debt includes core PPP contracts are non-recourse to
                      cash but excludes net debt  the Group and excluding these gives
                      relating to the UK PPP      a suitable measure of indebtedness
Core net debt         contracts and lease         for the Group and IFRS 16 lease
                      liabilities as a result of  liabilities are excluded as
                      IFRS 16                     financial covenants on the main
                                                  multicurrency green finance facility
                                                  remain on a frozen GAAP basis
                                                  The cash relating to UK PPP
                                                  contracts is not available to the
                      Core cash excludes cash and Group and is excluded from financial
Core cash             cash equivalents relating   covenant calculations of the main
                      to UK PPP contracts         multicurrency green finance facility
                                                  therefore excluding this gives a
                                                  suitable measure of cash for the
                                                  Group
                      Liquidity headroom includes
                      core cash, money market
Liquidity             funds and undrawn committed Provides an understanding of
                      amounts on the              available headroom to the Group
                      multicurrency green finance
                      facility
                      Core net debt divided by an
                      annualised underlying
                      EBITDA with a net debt      Commonly used measure of financial
Net debt to           value based on the          leverage and consistent with
EBITDA/leverage ratio terminology of financing    covenant definition
                      arrangements and translated
                      at an average rate of
                      exchange for the period

 

Reconciliation of operating profit (loss) to underlying EBITDA

 

                                                                           Group
                           Netherlands    Belgium Mineralz
                            Commercial Commercial  & Water Specialities  Central Total
First half 2021/22               Waste      Waste
                                                        €m           €m services    €m
                                    €m         €m
                                                                              €m
Operating profit (loss)           40.2       20.2      4.0          1.2    (7.4)  58.2
Non-trading and
exceptional items                  3.0        1.3        -          0.5      0.8   5.6
(excluding finance items)
Underlying EBIT                   43.2       21.5      4.0          1.7    (6.6)  63.8
Depreciation and
impairment of property,           28.2       16.3      6.7          4.3      2.8  58.3
plant and equipment and
right-of-use assets
Amortisation of intangible
assets (excluding                  0.4          -      0.3          0.2      2.3   3.2
acquisition intangibles)
Impairment of investment             -          -        -          1.9        -   1.9
in associate
Non-exceptional (gain)
loss on disposal of              (0.7)        0.3        -        (0.2)        - (0.6)
property, plant and
equipment
Underlying EBITDA                 71.1       38.1     11.0          7.9    (1.5) 126.6

 

                                                                           Group
                           Netherlands    Belgium Mineralz
                            Commercial Commercial  & Water Specialities  Central Total
First half 2020/21               Waste      Waste
                                                        €m           €m services    €m
                                    €m         €m
                                                                              €m
Operating profit (loss)           18.3        1.4      1.7        (0.3)    (4.1)  17.0
Non-trading and
exceptional items                  2.8        6.9      0.6          0.3      0.7  11.3
(excluding finance items)
Underlying EBIT                   21.1        8.3      2.3            -    (3.4)  28.3
Depreciation and
impairment of property,           28.9       14.3      7.4          4.4      2.3  57.3
plant and equipment and
right-of-use assets
Amortisation of intangible
assets (excluding                  0.6        0.1      0.3          0.1      2.2   3.3
acquisition intangibles)
Non-exceptional gain on
disposal of property,            (0.3)      (0.1)        -            -        - (0.4)
plant and equipment
Underlying EBITDA                 50.3       22.6     10.0          4.5      1.1  88.5

 

17. Explanation of non-IFRS measures and reconciliations - continued

 

Reconciliation of statutory profit before tax to underlying profit before tax

                                                      First half First half

                                                         2021/22    2020/21

                                                              €m         €m
Statutory profit before tax                                 44.7        4.4
Non-trading and exceptional items in operating profit        5.6       11.3
Non-trading and exceptional finance charges (income)         0.1      (0.4)
Underlying profit before tax                                50.4       15.3

 

Reconciliation of adjusted free cash flow as presented in the Finance Review

                                                                 First half First half

                                                                    2021/22    2020/21

                                                                         €m         €m
Net cash generated from operating activities                           74.1      129.4
Exclude non-trading and exceptional provisions and working              6.0        5.5
capital
Exclude payments to fund defined benefit pension schemes                1.8        1.7
Exclude payments (receipts) relating to deferred Covid taxes            0.4     (55.0)
Exclude offtake payments for ATM soil                                   3.4        2.6
Exclude spend related to UK Municipal contracts                         7.9        8.2
Include finance charges and loan fees paid                           (16.5)     (18.0)
Include finance income received                                         5.0        4.8
Include repayment of obligations under lease liabilities             (21.9)     (19.9)
Include purchases of replacement items of intangible assets           (6.6)      (4.5)
Include purchases of replacement items of property, plant and        (25.2)     (21.3)
equipment
Include proceeds from disposals of property, plant & equipment          2.1        2.1
Include repayment of UK Municipal contracts PPP debt                  (3.5)      (1.9)
Include capital received in respect of PPP financial asset net          2.8        1.8
of outflows
Include movement in UK Municipal contracts PPP cash                   (3.9)      (1.8)
Adjusted free cash flow                                                25.9       33.7

 

Reconciliation of net capital spend in the Finance Review to purchases and disposal
proceeds of property, plant and equipment and intangible assets within Investing
activities in the consolidated Statement of Cash Flows

                                                                 First half First half

                                                                    2021/22    2020/21

                                                                         €m         €m
Purchases of intangible assets                                        (6.6)      (4.5)
Purchases of replacement property, plant and equipment               (25.2)     (21.3)
Proceeds from disposals of property, plant & equipment                  2.1        2.1
Net replacement capital expenditure                                  (29.7)     (23.7)
Growth capital expenditure                                            (7.5)      (3.3)
Total capital spend as shown in the cash flow in the Finance         (37.2)     (27.0)
Review

 

                                                                 First half First half

                                                                    2021/22    2020/21

                                                                         €m         €m
Purchases of intangible assets                                        (6.6)      (4.5)
Purchases of property, plant and equipment (replacement and          (32.7)     (24.6)
growth)
Proceeds from disposals of property, plant & equipment                  2.1        2.1
Purchases and disposal proceeds of property, plant and equipment
and intangible assets within Investing activities in the             (37.2)     (27.0)
consolidated Statement of Cash Flows

 

Reconciliation of property, plant and equipment additions to replacement capital
expenditure as presented in the Finance Review

                                                                 First half First half

                                                                    2021/22    2020/21

                                                                         €m         €m
Property, plant and equipment additions (note 10)                    (23.2)     (20.5)
Intangible asset additions (note 10)                                  (5.8)      (4.5)
Exclude growth capital expenditure - as disclosed in the Finance        7.5        3.3
Review
Movement in capital creditors (included in trade and other            (9.0)      (4.1)
payables)
Proceeds from disposals of property, plant and equipment                2.1        2.1
Government grant received in a prior period transferred to            (1.3)          -
property, plant and equipment
Replacement capital expenditure per the Finance Review               (29.7)     (23.7)

 

17. Explanation of non-IFRS measures and reconciliations - continued

 

Reconciliation of total cash flow as presented in the Finance Review

                                                             Restated*
                                                 First half
                                                            First half
                                                    2021/22
                                                               2020/21
                                                         €m
                                                                    €m
Total cash flow                                       (1.9)       67.7
Additions to lease liabilities                       (15.9)     (24.7)
Repayment of obligations under lease liabilities       21.9       19.9
Movement in PPP non-recourse debt                       3.5        4.5
Movement in PPP cash and cash equivalents               3.9        1.3
Capitalisation of loan fees net of amortisation       (0.3)      (0.5)
Exchange movements                                      2.1        6.3
Settlement of cross currency interest rate swaps        6.4          -
Movement in total net debt (note 11)                   19.7       74.5

*The prior period comparatives for total cash flow, movement in PPP non-recourse debt,
movement in PPP cash and cash equivalents and repayments of obligations under lease
liabilities have been restated as explained in note 2.

 

Reconciliation of total net debt to net debt under covenant definition

                                                   Restated* Restated*
                                   30 September
                                                30 September  31 March
                                           2021
                                                        2020      2021
                                             €m
                                                          €m        €m
Total net debt                          (648.4)      (684.4)   (668.1)
Less PPP non-recourse debt                100.7        100.8     105.1
Less PPP cash and cash equivalents       (21.1)       (16.6)    (17.3)
Less IFRS 16 lease liabilities            232.8        219.1     236.7
Net debt under covenant definition      (336.0)      (381.1)   (343.6)

*The comparatives for PPP non-recourse debt and PPP cash at September 2020 and March
2021 and total net debt and IFRS 16 lease liabilities at September 2020 have been
restated due to prior year adjustments as explained in note 2.

 

 

INDEPENDENT REVIEW REPORT TO RENEWI PLC

Introduction

We have  been  engaged  by the  Company  to  review the  condensed  set  of  financial
statements in the half-yearly financial report  for the six months ended 30  September
2021 which  comprises  Consolidated  Interim Income  Statement,  Consolidated  Interim
Statement of Comprehensive  Income, Consolidated Interim  Balance Sheet,  Consolidated
Statement of Changes in Equity and Consolidated Interim Statement of Cash Flows.

We have read the other information  contained in the half-yearly financial report  and
considered whether it contains any apparent misstatements or material  inconsistencies
with the information in the condensed set of financial statements.

Directors' responsibilities

The half-yearly financial report is the responsibility of and has been approved by the
directors.  The  directors are  responsible for  preparing the  half-yearly  financial
report in accordance with the Disclosure Guidance and Transparency Rules of the United
Kingdom's Financial Conduct Authority.

As disclosed in note 2, the annual financial statements of the group will be  prepared
in accordance with UK adopted international accounting standards. The condensed set of
financial statements included in  this interim financial report  has been prepared  in
accordance with UK  adopted International  Accounting Standard  34, Interim  Financial
Reporting.

Our responsibility

Our responsibility is to express to the  Company a conclusion on the condensed set  of
financial statements in the half-yearly financial report based on our review.

Scope of review

We  conducted  our  review  in  accordance  with  International  Standard  on   Review
Engagements (UK and Ireland) 2410, ''Review of Interim Financial Information Performed
by the Independent Auditor of the Entity'', issued by the Financial Reporting  Council
for use in the United Kingdom.  A review of interim financial information consists  of
making enquiries,  primarily  of  persons responsible  for  financial  and  accounting
matters,  and  applying  analytical  and   other  review  procedures.   A  review   is
substantially less in scope than an  audit conducted in accordance with  International
Standards on Auditing  (UK) and consequently  does not enable  us to obtain  assurance
that we would become aware of all  significant matters that might be identified in  an
audit.  Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe  that
the condensed set of financial statements in the half-yearly financial report for  the
six months ended  30 September  2021 is  not prepared,  in all  material respects,  in
accordance with UK  adopted International  Accounting Standard 34  and the  Disclosure
Guidance and Transparency Rules of the United Kingdom's Financial Conduct Authority.

Use of our report

Our report has been prepared in accordance with the terms of our engagement to  assist
the Company  in  meeting its  responsibilities  in respect  of  half-yearly  financial
reporting in accordance  with the Disclosure  Guidance and Transparency  Rules of  the
United Kingdom's Financial Conduct  Authority and for no  other purpose. No person  is
entitled to rely on this report unless such a person is a person entitled to rely upon
this report by virtue of and  for the purpose of our  terms of engagement or has  been
expressly authorised to do so by our prior  written consent. Save as above, we do  not
accept responsibility for this report to any other person or for any other purpose and
we hereby expressly disclaim any and all such liability.

 

BDO LLP

Chartered Accountants

London, UK

8 November 2021

 

BDO LLP is a limited liability partnership registered in England and Wales (with
registered number OC305127).

 

 

══════════════════════════════════════════════════════════════════════════════════════

   ISIN:           GB00BNR4T868
   Category Code:  IR
   TIDM:           RWI
   LEI Code:       213800CNEIDZBL17KU22
   OAM Categories: 1.2. Half yearly financial reports and audit
                   reports/limited reviews
   Sequence No.:   126307
   EQS News ID:    1247180


    
   End of Announcement EQS News Service

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