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Corporate Central and head office costs.
3. Segmental Information (continued)
Geographic Information
Six months ended30 June 2015 Six months ended30 June 2014 (restated) Year ended31 December 2014
Revenue £m Non-current assets* £m Revenue £m Non-current assets* £m Revenue £m Non-current assets* £m
United Kingdom 839.3 438.5 1,028.7 791.1 1,917.8 485.2
United States 337.5 336.3 345.9 407.6 660.4 337.5
Australia 248.7 129.9 343.2 170.3 657.0 140.3
Middle East 143.9 15.0 127.0 195.5 267.2 13.6
Other countries 219.9 246.4 181.5 212.3 452.6 308.7
Total 1,789.3 1,166.1 2,026.3 1,776.8 3,955.0 1,285.3
*Non-current assets exclude derivative financial instruments, deferred tax assets and loans to joint ventures and includes
assets of £324.6m (30 June 2014 £nil; 31 December 2014: £405.4m) reclassified as held for sale.
The following is an analysis of the Group's revenue and results by operating segment in the six months ended 30 June 2015.
Six months ended 30 June 2015 CG£m LRG£m Americas£m AsPac£m Middle Global Services£m Corporate£m Total£m
East£m
Revenue 366.0 463.8 357.9 281.1 143.9 176.6 - 1,789.3
Result
Trading profit/(loss)* 21.6 10.3 22.7 7.8 14.6 6.4 (20.7) 62.7
Amortisation and impairment of intangibles arising on acquisition - (0.6) (1.3) (1.0) - - - (2.9)
Operating profit/(loss) before exceptional items 21.6 9.7 21.4 6.8 14.6 6.4 (20.7) 59.8
Exceptional loss on disposal of subsidiaries and operations - - - (4.2) (0.7) - - (4.9)
Other exceptional operating items (0.7) (5.2) - (0.8) - (68.0) (5.0) (79.7)
Operating profit/(loss) 20.9 4.5 21.4 1.8 13.9 (61.6) (25.7) (24.8)
Investment income 4.3
Finance costs (22.9)
Exceptional finance costs (32.8)
Loss before tax (76.2)
Tax on (loss)/profit before exceptional items (15.8)
Tax on exceptional items 0.3
Loss for the period (91.7)
*Trading profit/(loss) is defined as operating profit/(loss) before exceptional items and amortisation and impairment of
intangible assets arising on acquisition.
Segment assets
Interests in joint ventures (6.9) 5.3 0.3 2.3 0.4 - - 1.4
Other segment assets 191.3 413.0 463.1 219.9 95.1 343.9 149.3 1,875.6
Total segment assets 184.4 418.3 463.4 222.2 95.5 343.9 149.3 1,877.0
Unallocated assets 249.3
Consolidated total assets 2,126.3
Segment liabilities
Segment liabilities (390.2) (315.9) (109.6) (228.1) (75.2) (87.3) (20.5) (1,226.8)
Unallocated liabilities (535.4)
Consolidated total liabilities (1,762.2)
Segment assets exclude all derivative financial instruments, current and deferred taxation assets, loans to joint ventures
and cash. Segment liabilities consist of all trade and other payables, provisions and retirement benefit obligations.
3. Segmental Information (continued)
Six months ended 30 June 2014 (restated) CG£m LRG£m Americas£m AsPac£m Middle Global Services£m Corporate£m Total£m
East£m
Revenue 505.5 483.5 367.3 367.7 127.5 174.8 - 2,026.3
Result
Trading profit/(loss)* 23.1 5.3 32.9 13.7 11.0 5.9 (28.6) 63.3
Amortisation and impairment of intangibles arising on acquisition (0.1) (0.8) (1.1) (1.1) - (2.7) - (5.8)
Operating profit/(loss) before exceptional items 23.0 4.5 31.8 12.6 11.0 3.2 (28.6) 57.5
Exceptional profit on disposal of subsidiaries and operations 1.7 0.5 - - - - - 2.2
Other exceptional operating items (1.2) (12.4) - (3.5) (0.5) (0.6) (13.4) (31.6)
Operating profit/(loss) 23.5 (7.4) 31.8 9.1 10.5 2.6 (42.0) 28.1
Investment income 2.8
Finance costs (20.0)
Profit before tax 10.9
Tax on (loss)/profit before exceptional items (6.1)
Tax on exceptional items 4.2
Profit for the period 9.0
*Trading profit/(loss) is defined as operating profit/(loss) before exceptional items and amortisation and impairment of
intangible assets arising on acquisition.
Segment assets
Interests in joint ventures (4.0) 3.9 0.2 7.0 - - - 7.1
Other segment assets 254.3 664.7 535.2 356.9 93.5 629.3 105.5 2,639.4
Total segment assets 250.3 668.6 535.4 363.9 93.5 629.3 105.5 2,646.5
Unallocated assets 299.0
Consolidated total assets 2,945.5
Segment liabilities
Segment liabilities (175.2) (309.4) (84.1) (124.3) (58.3) (8.8) (66.1) (826.2)
Unallocated liabilities (890.3)
Consolidated total liabilities (1,716.5)
3. Segmental Information (continued)
Year ended 31 December 2014 (restated**) CG£m LRG£m Americas£m AsPac£m Middle Global Services£m Corporate£m Total£m
East£m
Revenue 961.4 959.8 708.1 706.0 260.4 359.3 - 3,955.0
Result
Trading (loss)/profit* (242.8) (90.4) 16.5 (201.6) (0.2) (23.4) (90.2) (632.1)
Amortisation and impairment of intangibles arising on acquisition (0.1) (7.2) (2.3) (8.6) - (5.5) - (23.7)
Operating (loss)/profit before exceptional items (242.9) (97.6) 14.2 (210.2) (0.2) (28.9) (90.2) (655.8)
Exceptional profit/(loss) on disposal of subsidiaries and operations 1.9 0.4 - - - (3.1) (4.6) (5.4)
Other exceptional operating items (42.7) (95.9) (101.7) (41.3) (1.7) (332.7) (40.1) (656.1)
Operating loss (283.7) (193.1) (87.5) (251.5) (1.9) (364.7) (134.9) (1,317.3)
Investment income 6.2
Finance costs (42.9)
Loss before tax (1,354.0)
Tax on (loss)/profit before exceptional items (11.1)
Tax on exceptional items 18.0
Loss for the year (1,347.1)
*Trading (loss)/profit is defined as operating (loss)/profit before exceptional items and amortisation and impairment of
intangible assets arising on acquisition.
Segment assets
Interests in joint ventures (7.0) 5.0 0.2 3.0 0.4 - - 1.6
Other segment assets 135.1 431.9 458.9 236.3 99.7 394.5 178.9 1,935.3
Total segment assets 128.1 436.9 459.1 239.3 100.1 394.5 178.9 1,936.9
Unallocated assets 287.0
Consolidated total assets 2,223.9
Segment liabilities
Segment liabilities (427.1) (303.4) (109.5) (265.6) (68.5) (64.7) (101.7) (1,340.5)
Unallocated liabilities (949.6)
Consolidated total liabilities (2,290.1)
** The restated segmental information for the year ended 31 December 2014 is the same as that disclosed in note 5 of the
2014 Annual Report and Accounts.
4. Acquisitions
Deferred consideration payments of £0.2m were made in the period in relation to the prior year acquisition of MENA Business
Services LLC. In addition, the fair value of deferred contingent consideration on this acquisition was finalised,
resulting in a reduction of the provisional goodwill of £1.6m.
5. Disposals
The total exceptional loss on disposal of businesses in the six months ended 30 June 2015 was £4.9m (six months ended 30
June 2014: profit of £2.2m). In May 2015, the Group completed the sale of its Great Southern Rail (GSR) business in
Australia for a cash consideration of £2.6m, with a loss on disposal of £4.2m being charged in the six month period to 30
June 2015. The transaction is part of the disposal programme of businesses identified as not being core to Serco's future
strategy, as announced initially in November 2014. In addition, in January 2015, the Group disposed of its National
Physical Laboratory (NPL) business for a consideration of £12.1m, with no gain or loss on disposal. Both these businesses
were classified as held for sale as at 31 December 2014.
In June 2015, the Group also disposed of its Serco India Private Limited business, representing the Group's frontline
public services operations in the Indian transport sector, for a consideration of £1.0m, resulting in a loss on disposal of
£0.7m. Details of these transactions are given below:
The net assets at the date of disposal were: Great Southern RailSix months ended 30 June 2015(unaudited)£m National Physical Laboratory Six months ended 30 June 2015(unaudited)£m OtherSix months ended 30 June 2015(unaudited)£m Total Six months ended 30 June 2015 (unaudited)£m Total Six months ended 30 June 2014 (unaudited)£m Total Year ended 31 December 2014 (audited)£m
Goodwill - - - - 3.4 3.4
Other intangible assets - - - - 0.2 0.2
Property, plant and equipment 0.9 25.4 - 26.3 - 0.2
Deferred tax assets - 2.8 - 2.8 - -
Current tax assets - - 0.9 0.9 - -
Inventories 1.2 - - 1.2 - -
Trade and other receivables 9.7 12.2 0.8 22.7 6.3 6.5
Cash and cash equivalents 7.3 10.6 0.4 18.3 1.0 1.0
Trade and other payables (14.2) (14.9) - (29.1) (1.6) (1.7)
Tax liabilities - - (0.4) (0.4) (0.1) (0.1)
Non recourse loans - (24.0) - (24.0) - -
Provisions (0.7) - - (0.7) - -
Net assets disposed 4.2 12.1 1.7 18.0 9.2 9.5
The (loss)/profit on disposal is calculated as follows:
Cash consideration 2.6 12.1 1.0 15.7 6.0 7.1
Less:Net assets disposed (4.2) (12.1) (1.7) (18.0) (9.2) (9.5)
Impairment of loan receivable in respect of prior year disposal - - - - - (4.6)
Disposal-related costs (2.6) - - (2.6) 5.4 1.6
(Loss)/profit on disposal (4.2) - (0.7) (4.9) 2.2 (5.4)
The net cash (outflow)/inflow arising on disposals is as follows:
Consideration received 2.6 12.1 1.0 15.7 8.0 9.1
Less:
Deferred consideration (0.1) (0.5) - (0.6) 0.5 (0.3)
Cash and cash equivalents disposed (7.3) (10.6) (0.4) (18.3) (1.0) (1.0)
Disposal-related costs paid during the period (1.1) - - (1.1) (0.7) (5.9)
Net cash (outflow)/inflow on disposal (5.9) 1.0 0.6 (4.3) 6.8 1.9
6. Joint Ventures
The Group has certain arrangements where control is shared equally with one or more parties. As each arrangement is a
separate legal entity and legal ownership and control are equal with all other parties, there are no significant judgements
required to be made.
AWE Management Limited and Northern Rail Holdings Limited are the only joint ventures which are material to the Group.
Dividends of £9.8m (six months ended 30 June 2014: £9.0m; year ended 31 December 2014: £16.8m) and £2.0m (six months ended
30 June 2014: £2.9m; year ended 31 December 2014: £8.9m) respectively were received from these companies in the period.
Summarised financial information of the Group's material joint ventures, being AWE Management Limited and Northern Rail
Holdings Limited, and an aggregation of the other joint ventures in which the Group has an interest is as follows:
30 June 2015
Summarised financial information AWE Management Limited(100% of results)£m Northern Rail Holdings Limited(100% of results)£m Other joint venture arrangements (100% of results)£m Group portion of material joint ventures£m Group portion of other joint venture arrangements£m Total£m
Revenue 499.4 278.9 135.5 305.9 58.0 363.9
Operating profit 26.3 4.2 11.1 10.9 5.0 15.9
Net investment income/(finance costs) 0.2 0.1 (0.8) 0.1 (0.3) (0.2)
Income tax expense (2.6) - (1.7) (0.9) (0.9) (1.8)
Profit from continuing operations 23.9 4.3 8.6 10.1 3.8 13.9
Other comprehensive income/(expense) - 4.8 (1.0) 2.4 (0.8) 1.6
Total comprehensive income 23.9 9.1 7.6 12.5 3.0 15.5
Non-current assets 590.3 10.2 51.6 201.9 17.1 219.0
Current assets 331.0 88.2 85.8 154.4 35.7 190.1
Current liabilities (319.9) (92.5) (78.5) (152.8) (33.6) (186.4)
Non-current liabilities (590.0) (8.2) (57.1) (200.8) (20.5) (221.3)
Net assets/(liabilities) 11.4 (2.3) 1.8 2.7 (1.3) 1.4
Proportion of Group ownership 33% 50% Various - - -
Carrying amount of investment 3.8 (1.1) (1.3) 2.7 (1.3) 1.4
31 December 2014
Summarised financial information AWE Management Limited(100% of results)£m Northern Rail Holdings Limited(100% of results)£m Other joint venture arrangements (100% of results)£m Group portion of material joint ventures£m Group portion of other joint venture arrangements£m Total£m
Revenue 989.3 577.5 397.0 618.5 179.8 798.3
Operating profit 54.9 17.7 23.8 27.2 10.7 37.9
Net investment revenue/(finance costs) 0.3 0.4 (1.4) 0.3 (0.6) (0.3)
Income tax expense (4.6) (5.1) (7.0) (4.1) (3.5) (7.6)
Profit from continuing operations 50.6 13.0 15.4 23.4 6.6 30.0
Other comprehensive income/(expense) - 0.8 (4.3) 0.4 (2.3) (1.9)
Total comprehensive income 50.6 13.8 11.1 23.8 4.3 28.1
Non-current assets 583.7 10.5 44.9 199.8 18.1 217.9
Current assets 246.5 72.9 74.4 118.6 31.5 150.1
Current liabilities (230.1) (83.5) (65.7) (118.4) (29.4) (147.8)
Non-current liabilities (583.3) (6.0) (51.1) (197.5) (21.1) (218.6)
Net assets/(liabilities) 16.8 (6.1) 2.5 2.5 (0.9) 1.6
Proportion of Group ownership 33% 50% Various - - -
Carrying amount of investment 5.5 (3.0) (0.9) 2.5 (0.9) 1.6
6. Joint Ventures (continued)
30 June 2014
Summarised financial information AWE Management Limited(100% of results)£m Northern Rail Holdings Limited(100% of results)£m Other joint venture arrangements (100% of results)£m Group portion of material joint ventures£m Group portion of other joint venture arrangements£m Total£m
Revenue 519.0 297.6 205.6 321.8 93.7 415.5
Operating profit 29.4 4.0 10.5 11.8 4.9 16.7
Net investment revenue/(finance costs) 0.3 0.2 (0.9) 0.2 (0.4) (0.2)
Income tax expense (3.0) (1.8) (1.9) (1.9) (0.8) (2.7)
Profit from continuing operations 26.7 2.4 7.7 10.1 3.7 13.8
Other comprehensive income/(expense) - (1.0) 0.9 (0.5) 0.4 (0.1)
Total comprehensive income 26.7 1.4 8.6 9.6 4.1 13.7
Non-current assets 457.2 12.4 49.6 158.6 20.2 178.8
Current assets 193.5 91.8 90.7 110.4 39.9 150.3
Current liabilities (177.9) (100.0) (79.3) (109.3) (35.7) (145.0)
Non-current liabilities (456.9) (10.8) (48.0) (157.7) (19.3) (177.0)
Net assets/(liabilities) 15.9 (6.6) 13.0 2.0 5.1 7.1
Proportion of Group ownership 33% 50% Various - - -
Carrying amount of investment 5.3 (3.3) 5.1 2.0 5.1 7.1
7. Exceptional Items
Exceptional items are non-recurring items of financial performance that are outside of normal practice and material to the
results of the Group either by virtue of size or nature. We believe these items require separate disclosure on the face of
the income statement to assist in the understanding of the underlying performance of the Group.
Net profit on disposal of subsidiaries and operations
A description of net (loss)/profit on disposal of subsidiaries and operations is included in Note 5.
Other Exceptional Operating Items
Six months ended 30 June 2015 (unaudited)£m Six months ended 30 June 2014 (unaudited)£m Year ended 31 December 2014 (audited)£m
Costs associated with UK Government reviews - (5.7) (9.2)
UK frontline clinical health contract provisions - (3.9) (16.1)
Restructuring costs (9.6) (14.5) (32.7)
Provision for settlement relating to DLR pension deficit funding dispute - (7.5) (35.6)
Other provision for legal claims - - (20.1)
Impairment and related charges of Australian rail business - - (37.2)
Impairment of other businesses transferred to assets held for sale (70.1) - (39.2)
Impairment of goodwill - - (466.0)
Other exceptional operating items (79.7) (31.6) (656.1)
In the six months ended 30 June 2015, a charge of £9.6m has arisen in relation to the restructuring programme resulting
from the Strategy Review. This includes redundancy payments, provisions and other charges relating to the exit of the UK
private sector BPO business, and external advisory fees and other incremental costs.
In the six months ended 30 June 2015, there was a £70.1m impairment in the carrying value of assets held for sale. This
impairment reflects the indicative offers received in the period, together with movements of the assets held for sale since
the prior balance sheet date. The impairment would have been £12.7m lower if depreciation and amortisation had been
charged on these assets during the period.
Exceptional Finance Costs
As previously indicated at the time of the rights issue and associated refinancing, as a result of the need to delay the
delivery of the 31 December 2014 covenant test costs were incurred in the six months ended 30 June 2015 to preserve the
existing finance facilities. In addition, payments were made to the US PP Noteholders as a result of early settlement
following the Group refinancing. The total charges of £32.8m have been treated as exceptional items as they are outside of
the normal financing arrangements of the Group and are significant in size.
Tax on Exceptional Items
The tax impact of these exceptional items was a tax credit of £0.3m (six months ended 30 June 2014 £4.2m; year ended 31
December 2014: £18.0m).
8. Investment Income
Six months ended 30 June 2015(unaudited)£m Six months ended 30 June 2014(unaudited)£m Year ended 31 December 2014(audited)£m
Interest receivable on other loans and deposits 1.8 1.3 3.1
Net interest receivable on retirement benefit obligations 2.5 1.5 3.1
4.3 2.8 6.2
9. Finance Costs
Six months ended 30 June 2015(unaudited)£m Six months ended 30 June 2014(unaudited)£m Year ended 31 December 2014(audited)£m
Interest payable on non recourse loans - 0.4 0.8
Interest payable on obligations under finance leases 1.4 1.9 3.2
Interest payable on other loans 15.1 15.7 29.4
Facility fees and other charges 3.5 1.9 9.5
Movement in discount on provisions and deferred consideration 2.9 0.1 -
22.9 20.0 42.9
10. Tax
The effective tax rate on profit before exceptional items is 38% (six months to 30 June 2014: 14.9%). The principal reasons
for a higher tax rate than the UK rate of 20.25% are higher rate of tax on profits arising in the international divisions
(namely the Americas at circa 40%, Australia at circa 30% and India at circa 34%) and the absence of any deferred tax
credit for charges incurred in the UK.
The effective tax rate on exceptional items is less than 1% (six months to 30 June 2014: 14.3%). This rate is driven
primarily by UK charges incurred in the period and goodwill impairment for which no deferred tax credit has been
recognised.
At as 30 June 2015, the total deferred tax asset recognised in respect of UK losses is £10.5m (30 June 2014: £29.6m; 31
December 2014: £10.5m).
11. Dividends
Six months ended30 June 2015(unaudited)£m Six months ended30 June 2014(unaudited)£m Year ended 31 December 2014(audited)£m
Amounts recognised as distributions to equity holders in the period:
Final dividend for the year ended 31 December 2014 of nil per share (2014: Final dividend for the year ended 31 December 2013 of 7.45p per share on 487.4 million ordinary shares) - 36.4 36.4
Interim dividend for the year ended 31 December 2014 of 3.10p per share on 538.4 million ordinary shares - - 16.7
- 36.4 53.1
No interim dividend has been declared for year ended 31 December 2015 (2014: interim dividend of 3.10p per ordinary share
on 538.4 million shares, representing a payment of £16.7m).
A dividend waiver is effective for those shares held on behalf of the Company by its Employee Share Ownership Trust.
12. Earnings per Share
Basic and diluted earnings per ordinary share (EPS) have been calculated in accordance with IAS 33 Earnings per Share.
The calculation of the basic and diluted EPS is based on the following:
Number of shares
Six months ended 30 June 2015 Six months ended 30 June 2014 (restated*) Year ended 31 December 2014 (restated*)
(unaudited) (unaudited) (audited)
Millions Millions Millions
Weighted average number of ordinary shares for the purpose of basic EPS 886.2 632.6 655.1
Effect of dilutive potential ordinary shares: share options - 15.4 -
Weighted average number of ordinary shares for the purpose of diluted EPS 886.2 648.0 655.1
*Restatement of earnings per share reflects adjustments associated with the rights issue.
Six months ended 30 June 2015 Six months ended 30 June 2014 Year ended 31 December 2014
Earnings per share Earnings(unaudited) Per share amount(unaudited) Earnings(unaudited) (restated*)Per share amount(unaudited) Earnings(audited) (restated*)Per share amount(audited)
EPS £m Pence £m Pence £m Pence
Earnings for the purpose of basic EPS (91.5) (10.32) 9.0 1.42 (1,347.3) (205.66)
Effect of dilutive potential ordinary shares - - - (0.03) - -
Diluted EPS (91.5) (10.32) 9.0 1.39 (1,347.3) (205.66)
Basic EPS Excluding Exceptional Items
Earnings for the purpose of basic EPS (91.5) (10.32) 9.0 1.42 (1,347.3) (205.66)
Add back exceptional operating items 84.6 9.54 29.4 4.65 661.5 100.98
Add back exceptional finance costs 32.8 3.70 - - - -
Add back tax on exceptional items (0.3) (0.03) (4.2) (0.66) (18.0) (2.75)
Earnings excluding exceptional items for the purpose of basic EPS 25.6 2.89 34.2 5.41 (703.8) (107.43)
*Restatement of earnings per share reflects adjustments associated with the rights issue
At 30 June 2015, options over 8,058,314 (30 June 2014: 1,348,062; 31 December 2014: 1,855,924) shares were excluded from
the weighted average number of shares used for calculating diluted earnings per share because their exercise price was
above the average share price for the year and they were, therefore, anti-dilutive.
A further 25.4m shares are potentially dilutive but are not included in the above calculation due to the loss making
position in the period.
13. Goodwill
The value of for each CGU is based on value in use calculations derived from forecast cash flows based on past experience,
adjusted to reflect market trends, economic conditions and key risks. These forecasts include an estimate of new business
wins and an assumption that the final year forecast continues on into perpetuity at a CGU specific growth rate.
Goodwill is required to be tested for impairment at least once every financial year, irrespective of whether there is any
indication of impairment. The annual impairment review typically takes place in the final quarter of the year. However, if
there are indicators of impairment a review is also required.
There were no indicators of goodwill impairment as at 30 June 2015 as trading and cash are materially consistent with those
forecast during the most recent impairment review, and there has been no significant change in discount rates as a result
of the impact of the rights issue changing our debt to equity ratio.
14. Analysis of Net Debt
Cash and cash equivalents£m Loans receivable £m Non-recourse loans Other loans Obligations under finance leases Total£m
£m £m £m
At 1 January 2014 (audited) 125.1 5.8 (20.3) (788.0) (68.0) (745.4)
Cash flow 97.5 (0.3) 1.4 48.5 9.2 156.3
Acquisitions* 0.8 - - - - 0.8
Disposals (1.0) - - - - (1.0)
Exchange differences (1.6) - - 17.2 - 15.6
Non-cash movements - - (2.6) - (4.5) (7.1)
At 30 June 2014 (unaudited) 220.8 5.5 (21.5) (722.3) (63.3) (580.8)
Cash flow (23.4) 0.1 (5.1) (29.7) 9.0 (49.1)
Reclassified as held for sale (22.4) - 24.0 0.8 37.1 39.5
Acquisitions* 1.3 - - - - 1.3
Exchange differences 3.8 - - (49.7) (0.1) (46.0)
Non-cash movements - (4.6) 2.6 3.6 (9.2) (7.6)
At 31 December 2014 (audited) 180.1 1.0 - (797.3) (26.5) (642.7)
Cash flow (4.7) (0.2) - 393.2 5.1 393.4
Reclassified as held for sale (14.4) - - - (0.1) (14.5)
Disposals (0.4) - - - - (0.4)
Exchange differences (3.5) (0.1) - (6.7) 0.2 (10.1)
Non cash movements - 0.2 - (1.6) (0.2) (1.6)
At 30 June 2015 (unaudited) 157.1
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