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RNS Number:7133Z South East Water Limited 06 July 2007 SOUTH EAST WATER LIMITED Preliminary consolidated results for the year ended 31 March 2007 Contents Page 3 Chairman's statement 5 Managing Director's report 11 Consolidated income statement 11 Consolidated statement of recognised income and expense 12 Consolidated balance sheet 13 Consolidated cash flow statement 14 Notes to the preliminary consolidated results The financial information contained in these preliminary results does not constitute the group's statutory financial statements for the years ended 31 March 2007 and 31 March 2006. The financial information is derived from the audited statutory consolidated financial statements of the group for the year ended 31 March 2007 which were approved by the Board of Directors on 5 July 2007. The auditors have reported on those financial statements; their report was unqualified and did not contain a statement under section 237 of the Companies Act 1985. The 2007 financial statements will be delivered to the Registrar of Companies in due course. For further details please contact: Paul Butler Managing Director 01444 448222 Jo Stimpson Finance Director 01444 448208 Barrie Watson Director of Corporate Development 01444 448214 Noel Burns Company Secretary 01444 448215 Chairman's statement This is my first report as Chairman of the Board, an appointment I took up in the second half of the year. South East Water has had significant challenges to meet, including the change in ownership of the business and the drought, in delivering its operational and financial results this year. I take this opportunity to comment on key issues dealt within the body of this report. Results For the 12 month period ended 31 March 2007 the group delivered an operating profit of #49.2 million (2006: #59.8 million after an exceptional credit of #5.5 million on sale of property in the first half of this year) on turnover of #110.6 million (2006: #113.7 million). Water revenues were adversely affected by proper measures taken to reduce demand and an increase in customers switching to metered supplies. We remain committed to encouraging water efficiency measures amongst our customers and to the extension of metered supplies. Strong cost controls were in place particularly in the latter half of the year although additional expenditure was needed to service customer enquiries mainly about the drought and increased calls relating to the implementation of our new billing system, and also to maintain leakage below our target level. Energy costs continued to exceed the levels assumed in our Business Plan and remain a concern for the future. Investment Capital investment during the year was #44.6 million (2006: #41.0 million), a tangible reflection of our commitment to the sustainable development of our business. Much of our programme has been aimed at improving our water resource position with a view to improving our Security of Supply for customers. Key outputs included completion of the #9 million extension to Hazards Green Water Treatment Works which will increase to 12Ml/d water available from Bewl Reservoir to our customers in East Sussex, replacement of 18km of mains, and installation of 15,859 meters. During the remaining three years of the current five year Asset Management Plan, the group will continue with our #223 million (2007/8 prices) programme of capital investment to improve water resources, renew ageing infrastructure and deliver excellent water quality. Drought Throughout the year, the group faced a continuing drought which records show was the driest period since 1933 and which affected all water companies in the south east of England. Hose pipe restrictions already introduced in our Kent and Sussex region were extended in to our Hampshire, Surrey and Berkshire region. These were the first water restrictions put in place in the company since 1995. South East Water worked closely with all its statutory stakeholders and neighbouring water companies to minimise the impact on customers. Amongst other measures, we captured water which would normally flow to sea as winter run-off to assist Southern Water's Weir Wood Reservoir; we increased leakage resources to ensure all leaks were repaired more quickly and I am pleased that the group has once again met its leakage target. We took a lead role in regional communication initiatives, which included customer and stakeholder briefings, and we introduced a dedicated website www.beatthedrought.com. The public response of reducing consumption, coupled with improved rainfall over the winter of 2006/7 helped us end restrictions in February 2007. I take this opportunity to particularly thank the group's staff and management for their commitment and extra efforts in managing the drought. We strongly believe that extra reservoir capacity in the south east of England is needed, amongst other measures, to manage water resources in future drought conditions which climate change makes even more likely. We continue to monitor closely the debate on compulsory metering of customers in water-stressed areas and its role in long-term demand management. We welcome the review of the legislative framework governing how water restrictions are applied. Chairman's statement (continued) Board Early in the year, Margaret Devlin resigned as Managing Director. Martin Baggs was appointed to the Board as Managing Director and was subsequently replaced by our current Managing Director, Paul Butler, on the purchase of the group by the Utilities Trust of Australia and Hastings Diversified Utilities Fund. The change in ownership was also the occasion for Peter Dyer to resign as Non-Executive Chairman, to be replaced by me in that role, and for the resignations from their non-executive board roles of Howard Higgins, Martin Stanley and Peter Antolik. I am pleased to welcome Peter Taylor as a non-executive to the Board. The new Board has been balanced with a greater representation of executive directors by the appointment of Jo Stimpson, Finance Director, and David Shore, Operations Director. Our independent non-executives, Baroness O'Cathain and Keith Henry, have provided valuable continuity in the year. Our third independent non-executive, Stephen Box, resigned to avoid a conflict of interest with another role and was replaced by Baroness Cumberlege. Pension In common with many pension schemes, that of South East Water is in deficit, and the group was not fully funded for its pension costs in the regulatory price review period 2005 to 2010. Our strategy during the period to the next full valuation is to provide additional funding from the sale of small pieces of surplus land. I am pleased to note a significant improvement in the FRS17 deficit from #16.8 million at 31 March 2006 to #11.9 million at 31 March 2007, and in the IAS 19 deficit from #19.9 million at 31 March 2006 to #17.9 million at 31 March 2007 (the deficit figures are net of deferred tax). Competition Commission In the latter part of the year we have, in addition, provided strong representation to the Competition Commission of the case for merging South East Water with the adjacent Mid Kent Water. We believed from the outset that the advantages for water resource management, efficiency, optimising synergies and customer service far out weigh any potential disadvantage to Ofwat's ability to operate its comparative model. We are pleased that the Competition Commission, in its decision issued on 2 May 2007, allowed the merger. An application has now been made to Ofwat to transfer the operating licences to enable the companies to operate as a single business. Until the licences are consolidated, it is impossible to proceed to a full merger and it is a worrying time for our staff, and for those of Mid Kent Water, as uncertainties about the future persist. These we shall resolve at the very earliest opportunity through information and consultation and urge Ofwat to merge the licences without undue delay. We are grateful to our staff for their professionalism and dedication to maintaining service standards to customers during this uncertain period. Prospects Prospects for the new business are excellent. Our challenge will be to deliver the full benefits of the merger as early as possible from a larger, more efficient organisation which combines the best of both companies and builds on our joint strengths to the advantage of customers, staff, shareholders and all our stakeholders. Gordon Maxwell Chairman Date: 5 July 2007 Managing Director's report Introduction I joined South East Water during the reporting year and found a sound business facing challenges presented by drought, cost pressures and a new billing system, but providing our customers with safe, reliable drinking water 365 days a year and 24 hours a day. Key Performance Indicators (KPIs) The group regularly monitors its financial and operating performance through regular KPI measurement. Financial KPIs Financial performance is measured by the ratio of group operating profit before exceptional items to revenue reflecting control of its costs and cash flows. At the group level the ratio for 2006/7 was 44.5% (2005/6: 47.8%) indicating margin reduction largely as a result of reduced revenue reflecting both lower water usage in a dry year and increased meter optants. The cash flow measure of net cash generated from operations for the group in 2006/7 of #66.4 million (2005/6: #62.4 million) shows an improvement in the working capital and is due to cash in advance received from earlier billing in the run up to the year end. The outstanding debt to revenue ratio at March 2007 of 24.4% (March 2006: 13.1%) shows an increase due to the catch up of some back log of invoicing from the previous year end and some worsening of the debt ageing. The company will continue to pursue the outstanding debt through debt agency and court actions if considered appropriate. Covenant KPIs The company, under licence condition F, is required to maintain a credit rating equivalent to investment grade. The company's credit rating is better than required, and is as follows: Moody's: Baa2 S&P: BBB As part of the ring-fenced group for the issuance of the bond by its wholly-owned subsidiary South East Water (Finance) Limited, the company is required to comply with financing covenants which include: * Regulatory Asset Ration (RAR)with a distribution lock-up at 85% * Interest Cover Ratio (ICR) with a default at 1.4 times cover * Adjusted ICR with a trigger event at 1.1 times cover The company was in compliance with its covenants at 31 March 2007. The introduction of the new accounting standard FRS 26 Financial Instruments: Measurement will have an impact on the forward looking ratios if included in the calculations. This is currently being considered by South East Water and the Security Trustee as provided for in the Bond Financial Covenants. Operational KPIs KPIs measuring operational performance are those used by Ofwat and comprise the following: * Number of properties experiencing inadequate pressure * Number of properties suffering unplanned and prolonged interruptions to supply * Number of properties subject to water restrictions * Speed of response to billing contacts * Meter reading performance * Ease of telephone contact * Drinking water quality * Leakage * Environmental impacts (pollution incidents) Managing Director's report (continued) Whilst measured separately, each of the indicators is weighted by Ofwat and combined to give an Overall Performance Assessment (OPA) which is compared to the assessments for other water companies in England and Wales. Ofwat assessed the OPA in the year ended 31 March 2006 to be 279 (2004/5: 271) out of a maximum possible score of 288. Ofwat's assessment for 2006/7 will be published in September 2007. In addition to regulatory measures, the group monitors other company and departmental KPIs and relies on external audit of its systems and processes. Staff absence was 2.3% (2005/6: 2.8%) compared to the national average of 3.1% and labour turnover was 17.8 % (2005/6: 15%) compared to the national average of 15.5% (national averages taken from CBI's 2006 report). Through external audit, the group's quality systems were certified to ISO9001 and our safety management systems to OHSAS 18001, the laboratory retained its UKAS accreditation and our people development processes were re-certified to Investor in People standard. Water Resources 2006/7 started as the second consecutive year of very low rainfall following a second exceptionally dry winter in 2005/6. Over the 24 months from October 2004 only around 75% of average rainfall was received, much of this deficit occurring in the winter months when stocks are traditionally replenished. As a result of this extended dry period the group's drought plan was already in action, having been implemented in November 2004. In the previous year, we had been able, despite the drought, to start the year with our reservoirs full; this was not the case for the start of this year, with significant depletion of both reservoir and groundwater sources from which we derive some 70% of our supplies. Continuation of the drought over the summer months heightened concerns about the adequacy of water resources across the south east of England. Hosepipe restrictions were implemented by the majority of water companies in the region. South East Water's hosepipe restrictions in Kent and Sussex were extended in April 2006 to cover the whole of the group's supply area. The restrictions remained in place throughout 2006. An intensive media campaign was launched, in parallel with significant operational activity and investment to ensure that every possible water source was fully utilised. The media campaign drew great interest both from local and national press helping to raise public awareness. Our customers responded, helping reduce average daily demand on already stretched water resources by approximately 5% (12% peak day) compared to the previous year. The winter of 2006/7 has thankfully seen significant rainfall, with six consecutive months above the long term average to the end of February 2007. This rainfall enabled full recharge of all our reservoirs and has brought groundwater supplies to a satisfactory position with the result that hosepipe restrictions were lifted across our supply area in February 2007. Investment Capital investment in 2006/7, the second year of the current five year programme, was #44.6 million taking total expenditure in the period to #85.6 million. The #223 million (2007/8 prices) programme from 2005 to 2010 demonstrates our ongoing commitment to developing new water resources and renewing the existing infrastructure. One third of our programmed investment is allocated to essential new resource projects, as our supply area is recognised as being water resource deficient, a position highlighted by the recent two year drought. Much of the expenditure in the early part of the period has been on the preliminary design, environmental studies and planning of water resource schemes. Managing Director's report (continued) The first phase of the Bewl-Darwell transfer scheme was completed in 2005, providing an additional 5Ml/d of water to meet growing demand in East and West Sussex. Construction of a #9 million extension to Hazards Green Water Treatment Works has now been completed, this being the final phase of the scheme, which will increase the total additional water available from Bewl-Darwell up to 12Ml/ d. We continue to plan for the future, and during 2005 we started a major investigation into the feasibility of a new impounding reservoir near Lewes in Sussex. Clay Hill Reservoir could provide an additional 18 million litres of water each day. Investigations continue according to programme. During the year, we completed appraisal of the pilot desalination plant at Newhaven. The study demonstrated that the capital costs of this scheme would be significantly higher than anticipated. Rising electricity prices also make the scheme less economical than originally forecast. The full-scale scheme has therefore been deferred indefinitely. Alternative schemes to progress further groundwater development are being pursued instead. In our Northern Region, we have also commenced a number of groundwater development schemes, and completed designs for an expansion of the transfer capacity from our strategic Bray Water Treatment Works on the River Thames. As part of our twin track approach to resource planning we have also invested in demand management. The group continues to view metering as an important tool in managing demand. 15,859 customer meters have been installed at a cost of #3.1 million. A further #1.0 million has been spent on leakage control equipment, contributing to the achievement of our leakage target for the sixth successive year. Leakage has been maintained below its economic level at 69.17 Ml/day, meeting the Ofwat target. A performance-based leak detection contract is now in place, which has optimised resources in maintaining the leakage level. A large proportion of our programme covers the replacement or refurbishment of deteriorating assets. Rehabilitating our ageing mains infrastructure formed a major part of our capital investment programme during 2006 when 44km of mains were either replaced or relined at a cost of #3.2 million, completing a 15 year programme upgrading nearly 1,100km of mains. In addition to this programme a further 14km of mains were replaced. This followed an assessment of the likelihood of failure according to customer performance criteria using the capital maintenance methodology established as part of the PRO4 process. A second phase of service reservoir construction has been completed at Swainshill, near Alton, and work commenced on installation of extended pumping capacity at Fleet Booster Station. During the year, over #1.0 million has been invested in increasing security of supply to customers, including #0.7 million on duplication of a major strategic main from the key Barcombe Water Treatment Works. The group has also invested in new software to improve notification and planning of works with the Highways Authorities, which will allow for better co-ordination and minimise disruption to traffic. Water Quality and Supply The quality of the water supplied by South East Water remains amongst the best in the world with 99.95% of 72,000 tests complying with EU and UK mandatory standards. In addition to these regulatory tests we carried out a further 100,000 tests to ensure that our assets consistently performed to deliver excellent quality water to our customers. Our laboratory testing procedures once again received UKAS accreditation and were applauded by the assessors as 'one of the finest water laboratories in the country'. Managing Director's report (continued) Our Customers We have worked hard to ensure our level of customer service is maintained at our own high standards. We have not always succeeded in achieving our goals and we acknowledge that more needs to be done in this area. We remain totally committed to providing an excellent level of customer service to all of our customers. As part of this continual improvement, the company implemented a new customer billing system in February 2006. The group has successfully completed a full cycle of billing for all of our 1.5 million customers. Any system implementation of this magnitude and complexity comes with some degree of teething problems. The group has experienced interruptions to billing with some customers receiving their bills late. This in turn has lead to an increase in customer contacts and peaks of contacts following the dispatch of customer bills. Despite these issues, the new system is allowing improved flexibility in handling customer accounts and the new bill design has been welcomed by our customers. Following the introduction of a new tariff in 2006/7 for those customers opting to pay by Direct Debit, over 285,000 customers have benefited from a #5 credit on their water account having paid by this convenient and safe payment method. Debt The group continued to focus on reducing uncollected water revenues. Whilst taking tough line with those customers who choose not to pay, we also recognise that some of our customers have genuine difficulties in paying their water bills. To assist these customers the company makes a financial contribution to the EOS Foundation, an independent Charitable Trust. To date over 400 customers of South East Water have benefited from over #150,000 worth of grants. Where appropriate, we pursue through the county court system those customers who do not pay in order to obtain settlement of both water and debt charges. Non Regulated Business 2006/7 has again seen growth in non-appointed business activities. Revenue performance in particular from the Water Infrastructure Maps was strong as the demand for this service, provided to prospective home buyers, continues to grow. The Mast Rentals portfolio showed steady income performance. South East Water Laboratories continued to offer a comprehensive range of water sampling and analysis carried out at our state-of-the-art, purpose-built laboratories, including microbiology, parisitology, inorganic and organic chemistry. In 2006/7 radiochemistry services were introduced, screening for gross alpha and beta activity in water. Our clients include major utilities, supermarkets and a range of environmental consultants all of whom rely on our expertise, reputation, and speed of service to enable them to make timely and informed decisions. Managing Director's report (continued) Our Staff Our staff have once again been a source of strength in a challenging year. The change in ownership of the business, our hosepipe ban, and the introduction of our new billing system all added to the day to day pressures of maintaining our services to our customers at a high level. Our staff responded excellently. The group maintained an active training and development programme, which delivered 800 days of training, averaging 2 days per employee. Individual appraisal remains at the heart of our approach to staff development. Training covered basic job skills, health and safety, new skill development and sponsorship for gaining professional qualifications in Information Technology, Human resources, Accountancy and Engineering. An innovative interactive e-learning programme was developed to deliver health and safety training. We have maintained a programme of monthly departmental briefings for all staff and have held quarterly meetings with elected staff representatives through the Staff Council which has helped maintain focus on business issues throughout the year. Our quarterly manager meetings have also demonstrated their value in maintaining engagement with those with a leadership role in our group. We are proud to have been re-certified as an 'Investor in People'. Our health and safety record has remained good, with only one reportable and four lost time accidents during the year. Our safety management systems are certified to OHSAS 18001 standard. Absence has remained low, at 2.3%, better than the national average. Our approach to rewards is outlined in the report of the Remuneration Committee. Our Environment We recognise that the way we operate our business can have both a positive and negative impact on the environment, which is intrinsically linked with our core business function. We continue to adopt an environmentally responsible approach to all aspects of our business. South East Water own and maintain nineteen Sites of Special Scientific Interest. We aim to ensure that 90% of company owned SSSIs are in favourable/recovering condition by 2010. At the end of March 2007, 80% were in favourable/recovering condition and are on target to meet our 2010 target. Detailed environmental impact assessments are carried out on major engineering schemes to ensure that the least environmentally damaging options are chosen. This is carried out in tandem with survey and mitigation programmes, which are developed to counteract any environmental damage. One example of a scheme requiring such work was the upgrade of the Water Treatment Works at Hazards Green. Wetland areas have been constructed adjacent to this site to create habitat for great crested newts as part of a scheme to protect this key species at this site. Our ecologists pre-screen schemes to highlight environmental issues. This involves collection of historical ecological data, a site walkover identifying potential habitat and protected species issues, possible modification to the scheme, or further surveys and DEFRA consents to ensure that environmental legislation is respected. During this reporting period surveys have been undertaken to detect the presence of diverse protected species including dormice, great crested newts, badgers and bats. The ongoing drought in the South East has put severe pressure on water resources. As part of the preparation of the statutory drought plan, in 2006/7, South East Water commissioned ecological studies and impact assessments of all potential drought permit application areas. These studies have covered the Rivers Ouse & Cuckmere, together with abstractions at Cramptons Road and Greatham. Throughout the year we have ensured that our land holdings are managed in a way that develops their environmental potential. Using local volunteers, specialist contractors and our own staff volunteers we have carried out exciting conservation initiatives protecting barn owls nesting on company owned reservoir sites, developing floating reedbed areas for aquatic biodiversity of landholdings and developing wetland habitats in Sussex and Kent through sponsorship of Sussex Otters and Rivers Project. Managing Director's report (continued) Our Communities The group continued to maintain close links with the communities we serve. Public access to a number of our sites, particularly Arlington and Ardingly Reservoirs, provides facilities much valued by the public for walking, fishing, horse riding, bird watching and, at Ardingly, water sports. Fishing at Barcombe Reservoir was discontinued during the year but supervised access has been maintained for the Sussex Ornithological Society whose records at that site pre-date the construction of the reservoir. Our staff were active in fund-raising activities on behalf of local charities. In our Berkshire, Hampshire and Surrey Region, staff raised #1,980 for the Phyllis Tuckwell Hospice for the terminally ill. In our Kent and Sussex Region staff raised #1,010 for the Court Meadow Association, a school for children with severe learning difficulties. The continuing drought raised the level of public awareness of water throughout our supply territory and there was much demand for our staff to talk to local interest groups on the subject. More than 50 presentations were made to local councils, schools, clubs and societies on a variety of water-related subjects amongst which water efficiency and water resources featured strongly. Our promotional trailer was active over the summer months at festivals and events at Drusilla's Park, Alfriston, Burgess Hill, Shinewater Park, Eastbourne, Hook Summer Fair, Uckfield Festival, Hartfield, Arundel and Sheffield Park. Over 500 primary schools received teaching aids in our 'Thirst Aid' programme aimed at raising awareness of the health value of drinking tap water in school. The group sponsored many local environmental interests in the year to encourage a responsible attitude to the environment. We have been for some years a principal sponsor of the Sussex Wildlife Trust's project to recreate wetland habitats in the south east, and have also sponsored the Farnham Nature Reserve, the RSPB, and the Newhaven water efficient roundabout, amongst other causes in the past year. Our staff contributed via payroll deduction to Water Aid, a charity bringing clean water to communities in the third word and, once again, one of our managers contributed to a drinking water project in Ethiopia under the auspices of Partners in Water and Sanitation. Our close relationship with our communities is reciprocal and we gratefully acknowledge the contribution of over 140 public volunteers who have carried out conservation enhancement and monitoring work on our Sites of Special Scientific Interest. The Year In Summary I am proud that so much has been achieved against the background of operational challenges posed by the drought and implementation of a new billing system, the change in ownership of the business and uncertainties of the application to the Competition Commission to merge the group with Mid Kent Water. The whole group remains committed to delivering the best possible service to customers and I look forward to the coming year. Paul Butler Managing Director Date: 5 July 2007 Consolidated income statement for the year ended 31 March 2007 2007 2006 Note #000 #000 Continuing operations Revenue 2 110,564 113,691 Net operating costs - non-exceptional (65,067) (62,711) Net operating costs - exceptional profit on sale of property 3 - 5,468 Net operating costs 3 (65,067) (57,243) Other income 4 3,745 3,367 Operating profit 49,242 59,815 Finance costs 5 (30,164) (36,791) Finance income 6 14,741 14,218 Profit before tax 33,819 37,242 Taxation 7 (9,218) (11,887) Profit for the year 24,601 25,355 Consolidated statement of recognised income and expense for the year ended 31 March 2007 2007 2006 Note #000 #000 Profit for the year 24,601 25,355 Actuarial gains on defined benefit pension plans 718 9,802 Movement on deferred tax on actuarial (gains) on defined benefit pension plans 7 (215) (2,941) Total income not recognised in the Income Statement 503 6,861 Total recognised income for the year 25,104 32,216 Change in accounting policy on adoption of IAS 32 and IAS 39 (1,538) Consolidated balance sheet as at 31 March 2007 2007 2006 Note #000 #000 Assets Non-current assets Intangible assets 4,272 2,824 Property, plant and equipment 589,809 561,268 Non-current receivables 190,013 190,013 784,094 754,105 Current assets Inventories 72 64 Trade and other receivables 33,132 29,096 Current tax receivables 166 - Cash and cash equivalents 17,738 15,748 51,108 44,908 Liabilities Current liabilities Financial liabilities - Loans and borrowings (1,584) (1,447) Trade and other payables (50,851) (41,900) Current tax payables - (963) (52,435) (44,310) Non-current liabilities Financial liabilities - Loans and borrowings (432,949) (397,211) - Derivative financial instruments (31,968) (22,248) Deferred tax liabilities (106,947) (104,150) Defined benefit pension liability 9 (25,531) (28,416) Trade and other payables (36,915) (37,014) (634,310) (589,039) NET ASSETS 148,457 165,664 Equity Ordinary shares 5,092 5,092 Capital redemption reserve 4,000 4,000 Retained earnings 139,365 156,572 TOTAL EQUITY 10 148,457 165,664 The accompanying notes are an integral part of this balance sheet. These preliminary results were approved by the Board of Directors on 5 July 2007 and were signed on its behalf by: P Butler Managing Director 5 July 2007 Consolidated cash flow statement for the year ended 31 March 2007 2007 2006 Note #000 #000 Cash flows from operating activities Net cash generated from operations 66,412 62,378 Interest received 19,315 25,863 Interest paid (24,352) (23,639) Issue costs of new listed debt - (71) Pension contributions paid (2,971) (2,385) Tax paid (8,541) (5,052) Net cash from operating activities 49,863 57,094 Cash flows from investing activities Proceeds from sale of property, plant and equipment 532 7,232 Purchase of property, plant and equipment (39,986) (43,381) Purchase of intangible assets (2,700) (818) Fixed asset contributions received 1,040 772 Net cash used in investing activities (41,114) (36,195) Cash flows from financing activities Finance lease principal payments (1,448) (1,321) Proceeds from borrowings 37,000 12,000 Dividends paid to shareholder 8 (42,311) (46,663) Repayment of debentures - (1,601) Net cash used in financing activities (6,759) (37,585) Net increase/(decrease) in cash and cash equivalents 1,990 (16,686) Cash and cash equivalents at 1 April 15,748 32,434 Cash and cash equivalents at 31 March 17,738 15,748 Notes to the preliminary consolidated results 1. Summary of significant accounting policies The principal accounting policies are summarised below. Basis of preparation The consolidated financial statements for the year ended 31 March 2007 have been prepared in accordance with International Financial Reporting Standards (IFRS) and International Financial Reporting Interpretations Committee interpretations endorsed by the European Union, and those parts of the Companies Act 1985 applicable to groups reporting under IFRS. The consolidated financial statements have been prepared on a historical cost basis, except for pension assets and liabilities and certain financial instruments that have been measured at fair value and property, plant and equipment which was recognised at the date of transition to IFRS on 1 April 2004 at deemed cost by reference to fair value. The consolidated financial statements are presented in sterling, the functional currency of the group. Basis of consolidation The consolidated financial statements incorporate the financial information of South East Water Limited (the company) and its subsidiary South East Water (Finance) Limited. Transactions and balances between the company and its subsidiary have been eliminated fully on consolidation. Subsidiaries are consolidated from the date on which control is transferred to the group and cease to be consolidated from the date on which control is transferred out of the group. Use of estimates The preparation of financial statements requires the application of estimates and judgement by management, which affects assets and liabilities at the balance sheet date and income and expenditure for the year. Actual results may differ from those estimates. Estimates made by the management of South East Water in the preparation of financial information, affect the remaining useful lives of infrastructure assets, un-invoiced liabilities at the year end, the provision for doubtful trade receivables, deferred revenue, pensions and other post retirement benefits. Revenue Revenue is recognised to the extent that it is probable that the economic benefits will flow to the group, there has been a transfer of risk and control and the revenue can be reliably measured. All revenue arises within the United Kingdom and is recorded net of VAT. The following specific recognition criteria must also be met before revenue is recognised: Metered and unmetered water income Revenue is recognised when water has been delivered to the customer. Revenue includes an estimation of the volume of mains water supplied but unbilled at the year end. This is estimated using a defined methodology based upon a measure of unbilled water consumed, which is calculated from historical customer data. Cash received in advance from customers is not treated as current year revenue, being recognised as payments received in advance within creditors. Notes to the preliminary consolidated results (continued) 1. Summary of significant accounting policies (continued) Other income Other income includes rechargeable works and infrastructure charges. Rechargeable works represent payments received from developers for installing meters and connections to new property developments. Revenue is recognised when the work is complete. Infrastructure charges represent 'joining the network fees'. Such fees are recognised in the Income Statement when the property is first connected to the network. Finance income Finance income is recognised using the effective interest method. Taxation Current tax, being UK Corporation tax, is provided at amounts expected to be paid (or recovered) using tax rates and laws that have been enacted or substantially enacted by the balance sheet date. Tax relating to items recognised directly in equity is recognised in equity and not in the Income Statement. Deferred tax is provided, using the liability method, on all temporary differences at the balance sheet date between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax liabilities are recognised for all taxable temporary differences except where the deferred tax liability arises from goodwill amortisation or the initial recognition of an asset or liability in a transaction that is not a business combination and at the time of the transaction affects neither the accounting profits nor taxable profit or loss. Deferred tax assets are recognised for all deductible temporary differences, carry forward of unused tax assets and unused tax losses to the extent that it is probable that taxable profits will be available against which the deductible temporary differences, and the carry forward of unused tax assets and unused tax losses can be utilised. Deferred tax assets are recognised for the deductible temporary differences arising from the initial recognition of an asset or liability in a transaction that is not a business combination and at the time of the transaction affects neither the accounting profit nor taxable profit or loss. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realised or the liability is settled, based on tax rates and tax laws that have been enacted or substantively enacted at the balance sheet date. In accordance with IAS 12 Income Taxes deferred taxes are not discounted. Goodwill Goodwill on acquisition is initially measured at cost being the excess of the cost of the acquired subsidiary or business over the net fair value of identifiable assets, liabilities and contingent liabilities. Goodwill is not amortised and is reviewed for impairment annually. Notes to the preliminary consolidated results (continued) 1. Summary of significant accounting policies (continued) Impairment Goodwill Impairment tests on goodwill are made annually. This is carried out by assessing the recoverable amount of the cash-generating unit, to which the goodwill relates. Given that the company operates its regions under a single licence for the whole Water Supply Area and, that operations are monitored on a group-wide basis, the cash-generating unit for the company is deemed to be the business as a whole. Where the recoverable amount is less than the carrying amount, the goodwill asset is reduced to the recoverable amount with an impairment loss recognised as an operating cost in the Income Statement. Property, plant and equipment, investments and intangible assets At each reporting date an assessment is carried out to determine whether there is any indication that property, plant and equipment, investment and software intangible assets may be impaired. If there is an indication of impairment, the recoverable amount of the asset or respective cash-generating unit is compared to the carrying amount. Where the recoverable amount is less than the carrying amount, the asset is reduced to the recoverable amount with an impairment loss recognised as an operating cost in the Income Statement in the year in which the respective assessment takes place. Financial assets At each reporting date an assessment is carried out to determine whether there is any indication that financial assets may be impaired. Where there is objective evidence that impairment loss has arisen, the carrying amount is reduced in accordance with IAS 39 Financial Instruments: Recognition and measurement, with the loss being recognised in the Income Statement in the year in which the respective assessment takes place. Intangible assets Software Software intangible assets acquired separately are recognised at cost. They have finite useful lives and are amortised over 3 to 5 years on a straight line basis. Residual values and useful lives of all assets are re-assessed annually and, where necessary, changes are accounted for prospectively. Capitalisation of employee and other directly attributable costs Employee and other costs directly attributable to intangible asset projects are capitalised in the financial statements as part of the cost of the intangible asset to which they relate. Training costs, administration and other general overhead costs including interest are not capitalised. Derecognition An intangible asset is derecognised upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on derecognition of the asset, calculated as the difference between the net disposal proceeds and the carrying amount of the item, is included in the Income Statement in the year in which the item is derecognised Property, plant and equipment Infrastructure Assets Infrastructure assets comprise a network of systems relating to water distribution, such as water mains and surface reservoirs. Infrastructure assets in the course of construction are depreciated from the time they are brought into use. Infrastructure assets are stated at deemed cost less accumulated depreciation and any impairment in value. Depreciation is calculated on a straight-line basis over the estimated useful life of the assets as follows: Years Surface reservoirs 250 Mains 20-100 Notes to the preliminary consolidated results (continued) 1. Summary of significant accounting policies (continued) Property, plant and equipment (continued) Non - Infrastructure Assets Freehold land is not depreciated. Assets in the course of construction are depreciated from the time they are brought into use. All other non-infrastructure assets are stated at cost less accumulated depreciation and any impairment in value. Depreciation is calculated on a straight-line basis over the estimated useful life of the asset as follows: Years Freehold buildings 80 Operational structures 60-80 Plant and machinery including telemetry 10-35 Vehicles, mobile plant, office equipment and computers 3-7 Derecognition An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the item) is included in the Income Statement in the year the item is derecognised. Residual values and useful lives Residual values and useful lives of all assets are re-assessed annually and, where necessary, changes are accounted for prospectively. Capitalisation of employee and other directly attributable costs Employee and other costs directly attributable to capital projects are capitalised in the financial statements as part of the cost of the property, plant and equipment to which they relate. Training costs administration and other general overhead costs including interest are not capitalised. Leased Assets Property, plant and equipment held under finance leases are capitalised at the lower of the fair value of the leased asset and the present value of lease payments. These assets are depreciated over the shorter of the estimated useful life of the asset or the lease term. Leases Finance leases, which transfer to the group substantially all the risks and benefits incidental to ownership of the leased item, are capitalised at the inception of the lease at the present value of the minimum lease payments. Lease payments are apportioned between the finance charges and reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charged directly to the Income Statement. Operating lease payments are recognised as an expense in the Income Statement on a straight-line basis over the lease term. Grants and Contributions Grants and contributions are received in respect of both infrastructure and non-infrastructure assets. These are recognised as deferred income and are released to the Income Statement over the life of the assets to which they relate. Notes to the preliminary consolidated results (continued) 1. Summary of significant accounting policies (continued) Inventory Inventory is valued at the lower of average cost or net realisable value. No value is placed upon stocks of treated water in accordance with accepted practice in the water industry. Consumable chemical purchases are recognised as an expense in the Income Statement at the point of purchase. Work in progress for chargeable services is valued at the lower of cost and net realisable value. Cash and cash equivalents Cash and cash equivalents in the balance sheet comprise cash at bank and in hand and short-term deposits with an original maturity of three months or less. Included within cash and cash equivalents are amounts that are held in designated bank accounts as short term deposits in order to meet the interest and associated swap payments falling due in respect of listed debt. Pension and other post employment benefits The group accounts for pensions and other post employment benefits under IAS 19 Employee Benefits. The group operates both defined benefit and defined contribution pension schemes. Defined benefits are provided using both funded and unfunded pension plans. Defined contribution plans Contributions to defined contribution plans are recognised as an expense in the Income Statement when the contributions fall due. Defined benefit plans The pension scheme liability in the balance sheet represents the net of the present value of the defined benefit obligation and the fair value of scheme assets at the balance sheet date. The present value of the defined benefit obligation is analysed between the funded and unfunded pension plans. The present value of the defined benefit obligation and the cost of providing benefits under defined benefit plans is determined on a triennial basis, and updated to each year end by an independent qualified actuary using the Projected Unit Credit actuarial valuation method, discounted at an interest rate equivalent at measurement date to the rate of return on a high quality corporate bond of equivalent term and currency to the scheme liabilities. The pension cost in the Income Statement includes current and past service cost and the effect of any settlements and curtailments. A net finance charge or credit is recognised within finance cost in the Income Statement and comprises the net of the expected return on pension scheme assets and the interest on pension scheme liabilities. Actuarial gains and losses and the related deferred taxation are recognised outside the Income Statement in the Statement of Recognised Income and Expense. Financial instruments The group's financial instruments comprise fixed and variable rate borrowings, fixed rate debentures, an interest rate swap, finance leases, loans to parent and fellow subsidiary undertakings, cash, short term deposits, trade debtors and trade and other creditors. Recognition Financial instruments are recognised in the balance sheet when the group becomes party to the contractual provisions of the instrument. Derecognition Financial liabilities are removed from the balance sheet when the related obligation is discharged, cancelled or expires. Financial assets are removed from the balance sheet when the rights to the cash flows from the asset expire, or when the risks and rewards of ownership of the asset are transferred or when control of the asset is transferred. Notes to the preliminary consolidated results (continued) 1. Summary of significant accounting policies (continued) Financial instruments (continued) Embedded derivatives Financial instruments that are not carried at fair value through the profit and loss account are reviewed to determine if they contain embedded derivatives. Embedded derivatives are accounted for separately as derivative financial instruments when the economic characteristics and risks are not closely related to the respective host financial instrument. Derivative financial instruments The group uses an interest rate swap to hedge its risks associated with interest rate fluctuations. This use does not qualify for hedge accounting. Derivative financial instruments are recognised initially and subsequently in the balance sheet at fair value with any movements during the year charged or credited to the Income Statement. The fair value is determined by reference to market values for similar instruments. Interest bearing loans and borrowings All loans and borrowings are initially recognised at cost, being the fair value of the consideration received net of issue costs associated with the borrowing. Interest-bearing loans and borrowings are subsequently measured at amortised cost using the effective interest method. Amortised cost is calculated by taking into account any issue costs, and any discount or premium on settlement. Short-term trade and other receivables Short- term trade receivables are recognised and carried at original invoice amount less an allowance for any doubtful debts. An estimate for the provision for doubtful debts is calculated by the group's management based on applying expected recovery rates to an aged debt profile and an assessment of current socio-economic conditions. Trade payables Trade payables are carried at payment or settlement amounts. Assets held for sale Assets are classified as held for sale when the carrying amount of an asset will be recovered principally through a sale transaction rather than continuing use. These assets are held at the lower of carrying amount and fair value less costs to sell and are no longer depreciated. Segments The group operates one business segment being the supply of water and in one geographic segment, being the United Kingdom. Dividends Dividends are recognised as a distribution when paid. Dividends either proposed, or declared but unpaid at the balance sheet date, are disclosed in the notes to the financial statements. Exceptional items Exceptional items are material items of income and expense disclosed separately to enable a full understanding of the group's financial performance. Notes to the preliminary consolidated results (continued) 2. Revenue 2007 2006 #000 #000 Metered water income 45,329 45,243 Unmetered water income 61,847 63,524 Other sales 3,388 4,924 110,564 113,691 All revenue is to customers within the United Kingdom. 3. Net operating costs 2007 2006 #000 #000 Employee benefits expense 10,268 10,022 Asset expense/(income): Depreciation - owned assets 11,587 11,082 Depreciation - leased assets 518 663 Amortisation of intangible assets 1,249 974 Mains disposals 1,194 1,192 Non-exceptional profit on sale of property, plant and equipment (461) - Goodwill write off - 142 Exceptional profit on sale of property - (5,468) 14,087 8,585 Other operating expenses: Operating lease rentals: - vehicles and office equipment 590 806 - land and buildings 499 354 Fees payable to the group's auditors 152 165 Other expenses 42,459 40,246 Other operating expenses charged to capital projects (2,988) (2,935) 40,712 38,636 65,067 57,243 Exceptional profit on the sale of property of #5,468,000 for the year ended 31 March 2006 arose from the sale of office and laboratory space considered surplus to the long term requirements of the group. Part of the office space has been leased by the group under an operating lease at market rates. Notes to the preliminary consolidated results (continued) 4. Other income 2007 2006 #000 #000 Rental income 550 557 Sundry income 3,195 2,776 Charges to group undertakings - 34 3,745 3,367 Sundry income includes charges for engineering, scientific, laboratory, billing and cash collection services. 5. Finance costs 2007 2006 #000 #000 Debenture interest 1,075 1,231 Effective interest on listed debt 15,801 15,640 Fair value movements on interest rate swap 9,720 16,611 Bank interest and other finance charges 1,382 311 Financing guarantee fees 890 1,020 Interest payable on finance leases 861 912 Pension fund finance charge - 685 Amortisation of issue costs 435 381 30,164 36,791 6. Finance income 2007 2006 #000 #000 Interest receivable from group undertakings 13,166 12,926 On bank balances and short term deposits 1,164 1,292 Pension fund finance credit 411 - 14,741 14,218 Notes to the preliminary consolidated results (continued) 7. Taxation Major components of the tax expense for the years ended 31 March 2007 and 2006 are: Consolidated Income Statement 2007 2006 #000 #000 Current tax Current UK tax charge 6,636 7,386 Deferred tax Relating to origination and reversal of temporary differences 2,582 4,501 Tax expense reported in the Income Statement 9,218 11,887 Deferred tax charge to equity 2007 2006 #000 #000 Deferred income tax Deferred tax charge on actuarial gain 215 2,941 Deferred tax credit on change in accounting policy on adoption of IAS 32 and IAS 39 - (660) Tax reported in equity 215 2,281 8. Dividends 2007 2006 Note #000 #000 Equity dividends paid during the year: First interim dividend paid in 2006/7 #3.225 per ordinary share (paid in 2005/6 and declared but unpaid at 31 March 2005 #3.269) 16,420 16,643 Second interim dividend paid in 2006/7 #3.171 per ordinary share (paid in 2005/6 #3.704 per ordinary share) 16,143 18,860 Third interim dividend paid in 2006/7 #1.915 per ordinary share (paid in 2005/6 #2.192 per ordinary share) 9,748 11,160 10 42,311 46,663 Equity dividends proposed for approval There were no dividends proposed for approval as at 31 March 2007 and as at 31 March 2006. Notes to the preliminary consolidated results (continued) 9. Retirement benefit schemes Analysis of pensions liability 2007 2006 #000 #000 Present value of defined benefit obligations 138,747 136,605 Fair value of plan assets (113,216) (108,189) Net liability 25,531 28,416 10. Changes in shareholders' equity Share capital Capital Retained redemption earnings reserve Total #000 #000 #000 #000 At 1 April 2005 5,092 4,000 171,019 180,111 Dividends paid - - (46,663) (46,663) Total recognised income and expense for the year - - 32,216 32,216 At 31 March 2006 5,092 4,000 156,572 165,664 Dividends paid - - (42,311) (42,311) Total recognised income and expense for the year - - 25,104 25,104 At 31 March 2007 5,092 4,000 139,365 148,457 This information is provided by RNS The company news service from the London Stock Exchange END FR SSISUISWSEIW
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