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Sth.e.wtr.11%db | LSE:52HO | London | Debenture |
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RNS Number : 5727J South East Water Limited 05 December 2008 South East Water Limited Condensed Group and Company financial statements for the six months ended 30 September 2008 Registered number 02679874 Contents Page 3 Chairman's statement 5 Statement of directors' responsibilities 6 Condensed Group income statement 6 Condensed Group statement of recognised income and expense 7 Condensed Group balance sheet 8 Condensed Group cash flow statement 9 Notes to the condensed Group financial statements 13 Condensed Company income statement 13 Condensed Company statement of total recognised gains and losses 14 Condensed Company balance sheet 15 Condensed Company cash flow statement 16 Notes to the condensed Company financial statements Chairman's statement Introduction I have pleasure in presenting the Group's first Interim Report since the merger of the former South East Water ("SEW") and the former Mid Kent Water ("MKW") in December 2007. Actions to merge the operations of the business continue apace with particular focus on the Company's customer services activity and IT integration. Our new Customer Call Centre is now up and running at our Snodland Head Office and system changes planned over the next 12 months will enable us to secure a platform from which we can deliver world class customer service. The Board has seen a number of changes in the first half of the year with the resignation of David Ridley and appointment of Tom Meinert, representing our shareholders. The Board has also been strengthened by the appointment of Steve George as our Customer Services Director. I welcome them both to the Board and to the Company. In addition to the execution of the merger plan, the business has been focussing on its Customer and Regulatory requirements. The Draft Water Resources plan was published for consultation on 2 May 2008 and we are currently in discussions with our stakeholders, including the Environment Agency, the Water Services Regulation Authority (Ofwat) and the Consumer Council for Water over aspects of the plan. We are also preparing for the next 5 year price determination, and the Company's Draft Business Plan was submitted to Ofwat on 11 August 2008. Results The results published in this statement reflect the first six months of trading of the two merged entities. Although the two businesses were not merged in the previous year with which we are comparing, the results have been amalgamated under common accounting policies which allow for this comparison. The consolidated operating profit for the first six months of the year was £39.0 million compared to £37.3 million for the same period last year. The results for the period to 30 September 2008 include price increases allowed by Ofwat of 2.6% for MKW customers and 0.5% for SEW customers together with an inflation increase of 4.28%. The prices also reflect a one off reduction of 2.4% (SEW) and 2.5% (MKW) as part of the remedies mandated by the Competition Commission at the time of consent for the merger was granted Operating costs for the first six months of the year are £49.3 million compared to £49.8 million in the period to 30 September 2007. Profit after tax has fallen from £15.5 million to £11.6 million. Net interest payable has increased from £17.1 million to £21.7 million reflecting an increase in interest rates, RPI indexation and additional borrowings in the first half of the year of £14 million. Key Performance Indicators On Customer Services we have made good progress. The Overall Performance Assessment ("OPA") score for SEW for the year to 31 March 2008 was 255 which is an increase of 15 points on the previous year. The OPA score for MKW for the same period was 277, an increase of 7 points. Group operating profit as a percentage of revenue for the period to 30 September 2008 is 45.5% which represents an increase of 1.4% on the same period in the previous year. For the full year to 31 March 2008 Group operating profit as a percentage of revenue was 44.2%.Net cash generated from operations was £49.7 million in the six months to 30 September 2008, compared to £53.8m for the same period last year. The Company maintained its credit rating as required under the conditions of its license and was in compliance with its financing covenants at 30 September 2008. Capital Expenditure The Company continues to deliver the capital programme with capital expenditure for the first half of the year at £45.0m. Looking ahead The next regulatory price review is a key focus for us as we finalise a Business Plan that balances the needs of the business with our Customers priorities. I would like to thank all the staff in the merged business of South East Water who have contributed to the success of the merger to date whilst continuing with their daily responsibilities. I look forward to working with the Board, the staff and our regulators in the next phase of development of the newly merged organisation. Gordon Maxwell Chairman 5 December 2008 Statement of directors' responsibilities The directors confirm that: * the condensed Group financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting as endorsed by the European Union; * the interim management report herein includes a fair review of the information required by the Disclosure and Transparency Rules 4.2.7 and 4.2.8; and, * the condensed Company financial statements have been prepared in accordance with the basis set out in note 15. The directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the Group and enable them to ensure that the Group financial statements comply with the Companies Act 1985. They are also responsible for safeguarding the assets of the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. By order of the Board P Butler Managing Director 5 December 2008 Condensed Group income statement for the six months ended 30 September 2008 Notes Six months Six months ended ended 30 September 2007 30 September 2008 (restated) £000 £000 Revenue 3 85,873 84,601 Net operating costs - (49,336) (49,846) non-exceptional Net operating costs - (267) - exceptional Net operating costs 4 (49,603) (49,846) Other income 5 2,777 2,517 Operating profit 39,047 37,272 Finance costs 6 (29,613) (25,660) Finance income 7 7,890 8,596 Profit before tax 17,324 20,208 Taxation 8 (5,750) (4,700) Profit for the period 14 11,574 15,508 Condensed Group statement of recognised income and expense for the six months ended 30 September 2008 Six months Six months ended ended 30 September 2007 30 September 2008 (restated) £000 £000 Profit for the period 11,574 15,508 Actuarial (loss)/gain on (2,460) 3,910 defined benefit pension plans Movement on deferred tax on actuarial loss/(gain) on 689 (1,154) defined benefit pension plans Total (loss)/income not recognised in the income (1,771) 2,756 statement Total recognised income for 9,803 18,264 the period Condensed Group balance sheet as at 30 September 2008 Notes 30 September 31 30 2008 March September 2008 2007 (restated) £000 £000 £000 Assets Non-current assets Property, plant and equipment and 10 917,972 886,417 852,344 intangible assets Non-current receivables 190,013 190,013 190,013 1,107,985 1,076,430 1,042,357 Current assets Inventories 1,297 643 1,214 Trade and other receivables 11 30,611 34,501 33,119 Current tax receivables 138 167 100 Defined benefit pension asset 48 1,278 6,279 Cash and cash equivalents 15,068 16,757 32,177 47,162 53,346 72,889 Liabilities Current liabilities Financial liabilities - Loans and borrowings (3,182) (1,734) (1,684) Current tax payables - (204) - Trade and other payables 12 (63,656) (67,131) (77,996) (66,838) (69,069) (79,680) Non-current liabilities Financial liabilities - Loans and borrowings (663,659) (648,001) (630,489) - Derivative financial (56,050) (46,869) (39,739) instruments Deferred tax liabilities (125,658) (122,654) (138,384) Defined benefit pension (33,950) (33,045) (23,544) liability Trade and other payables (44,752) (47,001) (42,389) (924,069) (897,570) (874,545) Net assets 164,240 163,137 161,021 Equity Ordinary shares 13/14 10,092 10,092 10,092 Capital redemption reserve 14 4,000 4,000 4,000 Merger reserve 9,845 9,845 9,845 Retained earnings 14 140,303 139,200 137,084 Total equity 14 164,240 163,137 161,021 The notes on pages 9 to 12 are an integral part of these condensed Group financial statements. Condensed Group cash flow statement for the six months ended 30 September 2008 Notes Six months Six months ended ended 30 September 2007 30 September 2008 (restated) £000 £000 Cash flows from operating activities Net cash generated from 49,733 53,808 operations Interest received 8,108 8,289 Interest paid (14,830) (6,919) Pension contributions paid (2,538) (2,047) Tax paid (3,713) (5,932) Net cash from operating 36,760 47,199 activities Cash flows from investing activities Proceeds from sale of 1,322 276 property, plant and equipment Purchase of property, plant and equipment and intangible (45,227) (42,452) assets Fixed asset contributions 1,224 1,925 received Net cash used in investing (42,681) (40,251) activities Cash flows from financing activities Net proceeds from issue of 13 - 5,000 ordinary share capital Finance lease principal (1,061) (1,154) payments Proceeds from borrowings 13,993 8,500 Dividends paid to shareholder 9 (8,700) (17,220) Net cash used in financing (4,232) (4,874) activities Net (decrease)/increase in cash and cash equivalents (1,689) 2,074 Cash and cash equivalents at 1 16,757 30,103 April Cash and cash equivalents at 15,068 32,177 30 September Notes to the condensed Group financial statements 1. Basis of preparation The condensed Group financial statements for the six months ended 30 September 2008 are set out on pages 6 to 12 and have been prepared in accordance with the Disclosure and Transparency Rules of the Financial Services Authority and IAS 34 Interim Financial Reporting as endorsed by the European Union. The statements should be read in conjunction with the financial statements for the year ended 31 March 2008, which have been prepared in accordance with International Financial Reporting Standards endorsed by the European Union. The condensed Group financial statements are presented in sterling. These interim financial results are unaudited and do not comprise statutory accounts within the meaning of section 240 of the Companies Act 1985. Statutory accounts for the year ended 31 March 2008 were approved by the Board of directors on 11 July 2008 and delivered to the Registrar of Companies. The report of the auditors on those accounts was unqualified and did not contain any statement under section 237 of the Companies Act 1985. 2. Accounting policies The accounting policies adopted are consistent with those of the financial statements for the year ended 31 March 2008 as described in those financial statements. 3. Revenue Six months Six months ended ended 30 September 2007 30 September 2008 (restated) £000 £000 Metered water income 43,811 43,470 Unmetered water income 39,497 37,468 Other sales 2,565 3,663 85,873 84,601 All revenue is generated from activities within the United Kingdom. 4. Net operating costs Employee benefits expense 9,130 7,915 Asset expense 10,473 13,514 Other operating expenses 30,000 28,417 49,603 49,846 Notes to the condensed Group financial statements (continued) 5. Other income Six months Six months ended ended 30 September 2007 30 September 2008 (restated) £000 £000 Rental income 539 612 Sundry income 2,238 1,905 2,777 2,517 6. Finance costs Effective interest on listed debt 8,133 8,000 Fair value movements on interest rate swap 9,181 7,771 Other finance costs 11,503 9,889 Pension fund finance charge 796 - 29,613 25,660 7. Finance income Interest receivable from group undertakings 7,595 7,449 Interest receivable on bank balances and short term deposits 295 997 Pension fund finance credit - 150 7,890 8,596 8. Taxation Income tax expense is recognised based on management's best estimate of the weighted average annual income tax rate expected for the full financial year, which is 33% for the six months to 30 September 2008 (23% for the six months to 30 September 2007). 9. Dividends Equity dividends paid and proposed during the period 8,700 21,441 Notes to the condensed Group financial statements (continued) 10. Property, plant and equipment and intangible assets £000 Net book amount At 1 April 2008 886,417 Additions 44,544 Disposals (2,371) Depreciation, amortisation and impairment (10,618) At 30 September 2008 917,972 (restated) Net book amount At 1 April 2007 825,284 Additions 40,850 Disposals (885) Depreciation, amortisation and impairment (12,905) At 30 September 2007 852,344 11. Trade and other receivables 30 September 31 30 2008 March September 2008 2007 (restated) £000 £000 £000 Trade receivables 6,566 12,219 6,553 Amounts due from group undertakings - 610 668 Prepayments and accrued income 22,047 18,156 22,594 Other receivables 1,998 3,516 3,304 30,611 34,501 33,119 12. Trade and other payables Bank loans - - 6,800 Trade payables 12,337 13,756 12,448 Amounts due to group undertakings 9,041 9,721 10,900 Payments received in advance 10,399 10,383 10,624 Other taxes and social security 404 655 607 Other payables 2,794 2,343 2,900 Deferred income 2,577 2,577 1,191 Accruals 26,104 27,696 32,526 63,656 67,131 77,996 Notes to the condensed Group financial statements (continued) 13. Share capital There were no changes in share capital during the six months to 30 September 2008. During the six months to 30 September 2007 South East Water Limited issued 5,000,000 ordinary shares of £1 each to South East Water (Holdings) Limited for a consideration of £5 million. 14. Changes in shareholders' equity Capital redemption Share capital reserve Merger reserve Retained earnings £000 £000 £000 £000 Total £000 At 1 April 2007 5,092 4,000 9,845 140,261 159,198 Dividends paid - - - (21,441) (21,441) Total recognised income and expense for the year - - - 18,264 18,264 Proceeds from shares issued 5,000 - - - 5,000 At 30 September 2007 10,092 4,000 9,845 137,084 161,021 At 1 April 2008 10,092 4,000 9,845 139,200 163,137 Dividends paid - - - (8,700) (8,700) Total recognised income and expense for the year - - - 9,803 9,803 At 30 September 2008 10,092 4,000 9,845 140,303 164,240 Condensed Company income statement for the six months ended 30 September 2008 Notes Six months Six months ended ended 30 September 2007 30 September 2008 (restated) £000 £000 Turnover 16 85,873 84,499 Operating costs 17 (52,913) (52,969) Other operating income 18 2,289 2,451 Operating profit 35,249 33,981 Interest receivable and 19 7,898 8,061 similar income Interest payable and similar 20 (28,827) (25,670) charges Other finance (charge)/income (554) 456 Profit on ordinary activities 13,766 16,828 before taxation Tax on profit on ordinary 21 (4,754) (5,376) activities Profit on ordinary activities 9,012 11,452 after taxation Condensed Company statement of total recognised gains and losses for the six months ended 30 September 2008 Six months Six months ended ended 30 September 2007 30 September 2008 (restated) £000 £000 Profit for the period 9,012 11,452 Actuarial (loss)/gain on pension scheme for the period (3,479) 3,933 Movement on deferred tax 974 (1,180) relating to pension deficit Total recognised gains for the 6,507 14,205 year Condensed Company balance sheet as at 30 September 2008 Notes 30 September 31 30 2008 March September 2008 2007 (restated) £000 £000 £000 Fixed assets Tangible assets 23 741,157 713,746 686,338 Current assets Stocks 1,297 643 1,214 Debtors: amounts falling due after 24 195,613 195,613 195,613 more than one year Debtors: amounts falling due within one year 24 30,564 35,685 36,325 Cash at bank and in hand 3,501 6,582 10,894 230,975 238,523 244,046 Creditors: amounts falling due within one year 25 (59,381) (62,405) (66,860) Net current assets 171,594 176,118 177,186 Total assets less current 912,751 889,864 863,524 liabilities Creditors: amounts falling due after more than one year (719,709) (696,688) (670,228) Provisions for liabilities and charges (25,221) (24,942) (34,081) Deferred income (6,898) (7,251) (5,645) Net assets excluding pension 160,923 160,983 153,570 Defined benefit pension asset 35 1,101 5,105 Defined benefit pension (18,383) (17,316) (10,672) liability Net assets including pension asset and liability 142,575 144,768 148,003 Capital and reserves Called up share capital 26 10,092 10,092 10,092 Capital redemption reserve 4,000 4,000 4,000 Merger reserve 12,320 12,320 12,320 Profit and loss account 116,163 118,356 121,591 Equity shareholders' funds 27 142,575 144,768 148,003 The notes on pages 16 to 19 are an integral part of these condensed financial statements. Condensed Company cash flow statement for the six months ended 30 September 2008 Six months Six months ended ended 30 September 2007 30 September 2008 (restated) £000 £000 Net cash inflow from operating 47,195 51,761 activities Returns on investments and servicing of finance Interest paid (16,012) (15,669) Interest received 7,898 7,921 Net cash outflow from returns on investments and servicing (8,114) (7,748) of finance UK corporation tax paid (3,713) (5,932) Capital expenditure and financial investment Purchase of tangible fixed (45,227) (42,452) assets Fixed asset contributions 1,322 276 received Net proceeds from disposal of 1,224 1,925 tangible assets Net cash outflow from capital expenditure and financial (42,681) (40,251) investment Equity dividends paid to (8,700) (17,220) shareholders Net cash outflow before management of liquid resources (16,013) (19,390) and financing Financing Proceeds from the issue of - 5,000 shares Capital element of finance (1,061) (1,154) leases Increase loan to subsidiary - (2,000) undertaking Proceeds from loan drawdown 14,000 8,500 Debentures repaid (7) - Net cash inflow from financing 12,932 10,346 Decrease in net cash (3,081) (9,044) Reconciliation of increase in net cash to movement in net debt Net cash at 1 April 6,582 19,938 Decrease in net cash (above) (3,081) (9,044) Total cash 3,501 10,894 Opening borrowings (500,991) (464,005) Net increase in borrowings (12,932) (5,346) Other non-cash changes (12,915) (5,130) Net debt at the end of the (523,337) (463,587) period Notes to the condensed Company financial statements 15. Basis of preparation The condensed Company financial statements for the six months ended 30 September 2008 are set out on pages 13 to 19 and have been prepared in accordance with the accounting policies disclosed in the Company financial statements for the year ended 31 March 2008 and should be read in conjunction with those financial statements. The financial statements for the year ended 31 March 2008 have been prepared under the historical cost convention in accordance with applicable UK accounting standards and under the Companies Act 1985, other than in respect of grants and contributions as described in those financial statements. These interim financial results are unaudited and do not comprise statutory accounts within the meaning of section 240 of the Companies Act 1985. Statutory accounts for the year ended 31 March 2008 were approved by the Board of directors on 11 July 2008 and delivered to the Registrar of Companies. The report of the auditors on those accounts was unqualified and did not contain any statement under section 237 of the Companies Act 1985. 16. Turnover Six months Six months ended ended 30 September 2007 30 September 2008 (restated) £000 £000 Metered water income 43,811 43,470 Unmetered water income 39,497 37,468 Other sales 2,565 3,561 85,873 84,499 All revenue is generated from activities within the United Kingdom. 17. Operating costs Wages and salaries 9,344 8,310 Depreciation and non-exceptional profit on sale of fixed 15,835 16,240 assets Other operating charges 27,734 28,419 52,913 52,969 18. Other operating income Rental income 539 612 Sundry income 1,750 1,839 2,289 2,451 Notes to the condensed company financial information (continued) 19. Interest receivable and similar income Six months Six months ended ended 30 September 2007 30 September 2008 (restated) £000 £000 Interest receivable from group 7,819 7,599 undertakings Interest receivable on bank balances and short term 79 462 deposits 7,898 8,061 20. Interest payable and similar charges On loans from group undertakings - interest 8,143 8,010 - fair value movement of RPI indexation 9,181 7,771 Other finance charges 11,503 9,889 28,827 25,670 21. Taxation Income tax expense is recognised based on management's best estimate of the weighted average annual income tax rate expected for the full financial year, which is 34.5% for the six months to 30 September 2008 (31.9% for the six months to 30 September 2007). The accounting for deferred tax includes an assessment of the impact of the 28% corporation tax rate that applies from 1 April 2008. 22. Dividends Equity dividends paid and proposed during the period 8,700 21,441 Notes to the condensed company financial information (continued) 23. Tangible fixed assets £000 Net book amount At 1 April 2008 713,746 Additions 45,452 Disposals (851) Grants and contributions (1,048) Depreciation and impairment (16,142) At 30 September 2008 741,157 (restated) Net book amount At 1 April 2007 664,010 Additions 40,769 Disposals (44) Grants and contributions (1,925) Depreciation and impairment (16,472) At 30 September 2007 686,338 24. Debtors 30 September 31 30 2008 March September 2008 2007 (restated) £000 £000 £000 Trade debtors 6,566 12,219 6,553 Amounts due from group 490 2,223 3,736 undertakings Corporation tax 138 138 138 Other debtors 1,963 3,516 3,204 Prepayments and accrued income 21,407 17,589 22,694 Total debtors due within one 30,564 35,685 36,325 year Amounts due from group undertakings due after more than one year 195,613 195,613 195,613 25. Creditors: amounts falling due within one year Obligations under finance leases 3,182 1,734 1,684 Bank loans - - 6,800 Trade creditors 12,337 13,756 12,448 Amounts due to group undertakings 9,027 11,108 5,233 Payments received in advance 10,399 10,383 10,624 Other taxes and social security 404 655 607 Other creditors 408 2,343 1,216 Accruals 23,624 22,426 22,759 Proposed dividends - - 5,489 59,381 62,405 66,860 Notes to the condensed company financial information (continued) 26. Share capital There were no changes in share capital during the six months to 30 September 2008. During the six months to 30 September 2007 South East Water Limited issued 5,000,000 ordinary shares of £1 to South East Water (Holdings) Limited for a consideration of £5 million. 27. Reconciliation of movements in equity shareholders' funds Notes Six months Six months ended ended 30 September 2007 30 September 2008 (restated) £000 £000 Shareholders' funds at start 144,768 150,239 of period Profit for the period 9,012 11,452 Dividends paid and proposed 22 (8,700) (21,441) Actuarial (loss)/gain on pension scheme for the period (3,479) 3,933 Movement on deferred tax 974 (1,180) relating to pension deficit Share capital issued during 26 - 5,000 the period Shareholders' funds at end of 142,575 148,003 period This information is provided by RNS The company news service from the London Stock Exchange END IR ZZLFBVLBEFBE
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