2 interim0repo rt07 - morgansindall.com ·...

2007interim report

Morgan Sindall, the construction and regeneration group, employs over8,000 people. The Group now operates through five divisions; AffordableHousing, Construction, Development, Fit Out and Infrastructure Services.The strength of the Group is derived from this balance of activity and theability to provide integrated solutions across these five areas.

Affordable HousingLovell is Britain’s leading provider of affordable housing. The divisionspecialises in mixed tenure developments, urban regeneration andlarge-scale housing refurbishment schemes, working in partnershipwith housing associations and local authorities.

ConstructionMorgan Ashurst is a leading construction business with activitiesranging from small works and maintenance services to large-scalecomplex projects. It operates across the UK with expertise in theeducation, defence, healthcare, industrial, commercial andretail sectors.

DevelopmentMuse Developments is a UK-wide urban regeneration companywhich specialises in delivering complex mixed use schemes,predominantly in town and city centre locations. Muse Developmentshas a portfolio of around 30 projects, delivered independently orthrough strategic partnerships with both public and privatesector landowners.

Fit OutFit Out operates through four businesses. Overbury is the leadingoffice fit out and refurbishment specialist and Morgan Lovellprovides an office transformation service. Vivid Interiors refurbishesand fits out retail, leisure and entertainment facilities. BackboneFurniture supplies and installs commercial office furniture.

Infrastructure ServicesMorgan Est is a leading UK provider of infrastructure servicesacross the public and private sector. The business specialisesin design and delivery of complex civil engineering projectsand utilities services to the defence, water, gas, electricityand transport sectors.

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Morgan Sindall Interim Report 2007

ContentsFinancial highlights 02

Chairman and chief executive’s statement 03

Consolidated income statement 07

Consolidated balance sheet 08

Consolidated cash flow statement 09

Consolidated statement of recognised income and expense 10

Consolidated statement of changes in equity 11

Notes to the interim report 12

0605 07

28.025.00

Dividend declared(p)

0605 07

47.641.7

Profit before tax(£m)

18.2 21.325.2

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Financial highlights% increase

Revenue 836 674 24%

Operating profit 23.7 21.0 13%

Profit before tax 25.2 21.3 18%

Earnings per share 41.1p 35.4p 16%

Interim dividend per share 10.0p 8.0p 25%

Six months to30 June 2007

£m

Six months to30 June 2006

£m

0605 07

1,4971,297

Revenue(£m)

615 674836

The results for the half years ended 30 June2007 and 2006 and the balance sheets as atthose dates have not been audited and do notconstitute statutory accounts. The financialinformation for the year ended 31 December2006 does not constitute statutory accountsas defined in section 240 of the CompaniesAct 1985. A copy of the statutory accounts forthat year has been delivered to the Registrarof Companies. The auditor’s report on thoseaccounts was not qualified and did notcontain statements under section 237(2)or (3) of the Companies Act 1985.

8.0010.0

7.00

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The increased performance was drivenby improvements in profitability across alldivisions. Fit Out grew its revenue andprofit, reflecting the continued strengthof the commercial property market.The Construction division saw an increasein revenue and profit against a backdrop ofbuoyant market conditions. The expandingcivil engineering market enabled InfrastructureServices to grow its revenue strongly and toimprove its overall level of profitability.Finally, Affordable Housing again increasedits profit margin over the same period in theprevious year through its continued focus onmixed tenure developments.

Net cash at 30 June 2007 was £62m (2006:£20m) with the average level of cash duringthe six months to the end of June improvingon the same period last year.

Fit OutFit Out produced a strong performance duringthe first half of 2007 with profit increasing by21% to £12.4m (2006: £10.2m) on revenue of£225m (2006: £182m). The office fit out marketremains very healthy, particularly in thefinancial and professional services sectors.Margins were at 5.5% (2006: 5.6%). The orderbook increased from the start of the year tostand at £206m (2006: £165m), which supportsour view that the current strength of themarket will continue into next year.

ConstructionConstruction’s revenue grew in the first halfof 2007 to £199m (2006: £162m) with profitrising to £2.2m (2006: £1.6m). Since theperiod end, the division was successful insecuring two projects under the Bury,Tameside and Glossop NHS LIFT schemebringing the division’s interests in the NHSLIFT programme to a total of five schemes.In addition the division achieved financialclose on the Dorset Emergency Servicesand Police Initiative (‘DESPI’) PFI, whichenhances the division’s presence in theemergency services sector.

Chairmanand chiefexecutive’s statement

Divisional reviews

We are pleased to announce record results for the six months to 30 June 2007. Profit before taxhas been increased by 18% to £25.2m (2006: £21.3m) from revenue of £836m (2006: £674m).Earnings per share grew by 16% to 41.1p (2006: 35.4p). At the end of July the Group completedthe acquisition of two businesses from Amec plc; Amec Developments (‘ADL’) and Amec Designand Project Services (‘DPS’). Accordingly, to reflect the increased prospects of the Group, theinterim dividend has been increased by 25% to 10.0p (2006: 8.0p).

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The order book at the end of June, whichhas been adjusted to include £398m relatingto DPS’ construction activities, was £891m(2006: £487m). It has further increased since30 June 2007 by £65m through the twoschemes referred to previously.

Infrastructure ServicesInfrastructure Services also deliveredimpressive revenue growth of 54% to£220m (2006: £143m) with profit beingincreased to £4.0m (2006: £2.7m).Following its success in winning neworders last year, the division continued tosecure key projects in the first half of 2007such as the £38m ring main project forThames Water. The forward order book atthe end of June, which has been adjustedto include £187m relating to DPS’ civilengineering activities, was £1.5bn (2006:£1.3bn). As projects mature, we expect theperformance of this division to continue itsimprovement, with the division returning toprevious margin levels during 2008.

Affordable HousingAffordable Housing increased its profit by13% to £11.5m (2006: £10.2m) on revenueof £192m (2006: £186m). The margin hasimproved compared to the same period lastyear, due to the continued focus on mixedtenure opportunities. Notably the divisionsecured its first social housing PFI in Marchat Miles Platting in Manchester. The projectwill be worth £200m to Lovell over the next12 years from the refurbishment of 1,600existing social houses as well as the buildingof 1,200 new homes for open market sale.The forward order book was £1.5bn at theend of June (2006: £1.3bn), demonstratingthe division’s excellent long-term prospects.

DevelopmentsThis newly created division, trading as MuseDevelopments, follows the acquisition of ADLand focuses on mixed use regeneration.The business has interests in over 30schemes and has a development pipelineof £3.7bn in its own schemes and those withits partners. We anticipate that mixed usedevelopment will play an increasinglyimportant role in urban regeneration.

On the 27 July 2007, the Group completedthe acquisition of two businesses from Amecplc: ADL, a mixed use urban regenerationbusiness, and the assets and certaincontracts relating to DPS, a nationwideconstruction and engineering business.

ADL (now renamed Muse Developments) is amixed use urban regeneration business whichhas a prominent position in securing anddelivering flagship schemes across the UK.It develops partnerships in longer term, largedevelopment schemes which are multi phasedand typically have durations of between 5 and15 years. Muse Developments is involved inmore than 30 mixed use development projectswith a total build in excess of 20 millionsquare feet. Fifteen of these projects arecurrently under construction such as the£80m St Paul’s Square project in Liverpool.

DPS is a construction and civil engineeringbusiness that was formed in January 2006from the integration of Amec Design andManagement and Amec Construction Servicesto combine pre-construction design andproject management skills with the delivery ofthe construction projects. A new managementteam was appointed at that time. DPSoperates nationwide from 5 key locations

across the UK, employs approximately 2,800people and specialises in medium to largesize contracts. Its main markets are in theeducation, health, defence, retail, industrial,transport and nuclear sectors.

The rationale for the acquisition is to create aleading UK-wide urban regeneration business,to significantly enhance our constructionoffering, and to develop InfrastructureServices’ market leading position. In addition,the acquisition helps the Group to significantlyincrease its scale and capability at a timewhen clients are seeking larger and moresophisticated businesses to meet their needs.

Muse Developments will operate as astandalone division but will seek jointopportunities with Affordable Housing’surban regeneration activities. DPS’ currentoperations will be integrated with MorganSindall’s existing Construction division(Bluestone) and Infrastructure Servicesdivision (Morgan Est). The integratedConstruction division has been rebrandedMorgan Ashurst.

The provisional consideration paid was£34m, including an amount of £5m for thebenefit of a restrictive covenant relating to

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Acquisition

Muse Developments. The Group is assumingnet liabilities of £21m giving goodwill of£50m, subject to the final agreement of theacquisition balance sheet. The provisionalnet cash outflow was £14m as the netliabilities noted above include cash balancesof £20m. Consequently the proforma Groupcash balance reflecting the acquisition atJune would have been £48m.

As previously announced the acquisition isexpected to enhance earnings in MorganSindall’s current financial year and materiallyenhance earnings in the next financial year.

The Group’s overall forward order book nowstands at £4.1bn (2006: £3.4bn), includingthe impact of the acquisition which added£585m in future workload. Excluding theacquisition this represents a 7% increasefrom the start of the year. The outlook forthe Group is very encouraging, with all ofMorgan Sindall’s chosen markets growing.In addition, the acquisition significantlystrengthens the Group’s constructioncapabilities and adds an exciting newdimension to our skills in the regenerationsector. It has provided new opportunitiesand further enhances the positive outlookfor the Group.

John Morgan Paul SmithExecutive Chairman Chief Executive

6 August 2007

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The acquisition significantly strengthens the Group’s constructioncapabilities and adds an exciting new dimension to our skills in theregeneration sector.

Outlook

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Unaudited Unaudited AuditedSix months to Six months to Year to30 June 2007 30 June 2006 31 December 2006

£’000s £’000s £’000s

Continuing operations

Revenue (note 2) 836,062 673,506 1,496,844

Cost of sales (744,113) (595,371) (1,331,423)

Gross profit 91,949 78,135 165,421

Administrative expenses (67,846) (57,011) (118,401)

Share of results of joint ventures (433) (118) (796)

Operating profit 23,670 21,006 46,224

Investment revenues 3,040 1,317 3,807

Finance costs (1,555) (1,048) (2,421)

Profit before tax 25,155 21,275 47,610

Tax (note 3) (7,879) (6,382) (14,797)

Profit for the period from continuingoperations attributable to equityholders of the parent company 17,276 14,893 32,813

Earnings per share

From continuing operations

Basic (note 5) 41.1p 35.4p 78.2p

Diluted (note 5) 40.1p 34.2p 76.3p

There are no discontinued activities in either the current or prior period.

Consolidatedbalance

sheetat30

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Unaudited Unaudited Audited30 June 2007 30 June 2006 31 December 2006

£’000s £’000s £’000s

Fixed assets

Goodwill 72,705 72,204 72,705

Property, plant and equipment 18,770 16,009 16,623

Interest in joint ventures 10,790 4,060 5,200

Investments 103 103 103

Deferred tax 3,593 3,211 3,584

105,961 95,587 98,215

Current assets

Inventories 92,532 101,525 86,805

Trade and other receivables 360,862 290,877 280,945

Cash and cash equivalents 62,368 20,460 95,433

515,762 412,862 463,183

Total assets 621,723 508,449 561,398

Current liabilities

Trade and other payables (453,572) (371,211) (406,795)

Current tax liabilities (6,631) (6,084) (6,403)

Obligations under finance leases (1,500) (754) (1,314)

(461,703) (378,049) (414,512)

Net current assets 54,059 34,813 48,671

Non current liabilities

Retirement benefit obligation (note 6) (2,813) (2,977) (2,534)

Obligations under finance leases (3,142) (1,682) (2,457)

(5,955) (4,659) (4,991)

Total liabilities (467,658) (382,708) (419,503)

Net assets 154,065 125,741 141,895

Equity

Share capital 2,130 2,118 2,126

Share premium account 26,177 26,132 26,169

Capital redemption reserve 623 623 623

Own shares (4,665) (1,775) (3,387)

Hedging reserve 2,874 (1,901) (795)

Retained earnings 126,926 100,544 117,159

Total equity 154,065 125,741 141,895

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£’000s £’000s £’000s

Net cash from operating activities(note 7) (19,357) (31,861) 47,909

Investing activities

Interest received 2,927 1,229 3,775

Dividends received from joint ventures - 7,225 7,225

Proceeds on disposal of property,plant and equipment 136 202 1,112

Purchases of property,plant and equipment (3,629) (1,866) (3,216)

Payments to acquire interest injoint ventures (2,353) (185) (896)

Acquisition of subsidiary - (18,223) (23,035)

Net cash acquired on acquisitionof subsidiary - - 4,809

Net cash used in investing activities (2,919) (11,618) (10,226)

Financing activities

Payments to acquire own shares (1,278) - (1,612)

Dividends paid (8,398) (7,549) (10,914)

Repayments of obligations underfinance leases (1,125) (530) (1,787)

Repayment of loan notes - (120) (120)

Proceeds on issue of share capital 12 120 165

Net cash used in financing activities (10,789) (8,079) (14,268)

Net (decrease)/increase in cashand cash equivalents (33,065) (51,558) 23,415

Cash and cash equivalentsat beginning of period 95,433 72,018 72,018

Cash and cash equivalents at endof period

Bank balances and cash 62,368 20,460 95,433

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£’000s £’000s £’000s

Recognition of share based payments 1,153 411 959

Tax on share based payments - 703 2,004

Actuarial (losses)/gains on definedbenefit pension scheme (279) 319 700

Deferred tax on defined benefitliabilities taken directly to equity 29 (112) (282)

Movement on hedged items on cashflow hedges 3,669 337 1,443

Change in deferred tax rate on itemstaken directly to reserves (14) - -

Net income recognised directly in equity 4,558 1,658 4,824

Profit for the period fromcontinuing operations 17,276 14,893 32,813

Total recognised income and expensefor the period attributable toequity shareholders 21,834 16,551 37,637

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£’000s £’000s £’000s

Balance at start of period 141,895 116,619 116,619

Profit for the period 17,276 14,893 32,813

Recognition of share based payments 1,153 411 959

Tax on share based payments - 703 2,004

Dividend declared and paid - - (3,365)

Prior year final dividend paid (8,398) (7,549) (7,549)

Actuarial (losses)/gains on definedbenefit pension scheme (279) 319 700

Deferred tax on defined benefitliabilities taken directly to equity 29 (112) (282)

Own shares purchased (1,278) - (1,612)

Options exercised 12 120 165

Movement on hedged items on cashflow hedges 3,669 337 1,443

Change in deferred tax rate on itemstaken direct to reserves (14) - -

Balance at end of period 154,065 125,741 141,895

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1 Principal accounting policiesBasis of accounting

This set of financial statements has been prepared using accounting policies consistent withInternational Financial Reporting Standards (‘IFRS’).

The same accounting policies and methods of computation are followed in the interim financialstatements as in the 31 December 2006 report and accounts with the exception that IFRS 7 andIFRIC 9 and 10 have been adopted where applicable to the Group.

At the date of authorisation of these financial statements IFRS 8 and IFRIC 11 and 12, which havenot been applied in these financial statements, were in issue but not yet effective. The directorsanticipate that the adoption of these standards and interpretations in future years will have nomaterial impact on the financial statements of the Group.

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2 Analysis of revenue and profit from business segments

Unaudited UnauditedSix months to 30 June 2007 Six months to 30 June 2006

Operating OperatingRevenue profit/(loss) Revenue profit/(loss)£’000s £’000s £’000s £’000s

Fit Out 225,055 12,356 182,159 10,210

Construction 198,962 2,201 161,677 1,550

Infrastructure Services 220,453 3,995 143,127 2,692

Affordable Housing 191,592 11,541 186,467 10,189

Group activities - (5,990) 76 (3,517)

836,062 24,103 673,506 21,124

Share of results of joint ventures (433) (118)

Operating profit 23,670 21,006

Investment income 3,040 1,317

Finance costs (1,555) (1,048)

Profit before tax 25,155 21,275

Tax (7,879) (6,382)

Profit for the period fromcontinuing operations 17,276 14,893

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3 TaxUnaudited

Six months to 30 June

2007 2006£’000s £’000s

Current tax:

UK corporation tax 7,798 6,517

7,798 6,517

Deferred tax:

Current year 81 (135)

7,879 6,382

Corporation tax for the interim period is charged at 31% (2006: 30%), being the estimated effectivecorporation tax rate for the full financial year.

4 DividendsUnaudited

Six months to 30 June

2007 2006£’000s £’000s

Final dividend for the year to 31 December 2006of 20.0p (2005: 18.0p) per share 8,398 7,549

Proposed interim dividend for the period to30 June 2007 of 10.0p (2006: 8.0p) per share 4,261 3,389

The interim dividend was approved by the Board on 2 August 2007 and has not been included asa liability at 30 June 2007.

The interim dividend of 10.0p (2006: 8.0p) per share will be paid on 14 September 2007 toshareholders on the register at 17 August 2007. The ex-dividend date will be 15 August 2007.

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5 Earnings per shareThere are no discontinued operations in either the current or prior period.

The calculation of the basic and diluted earnings per share is based on the following data:

UnauditedSix months to 30 June

2007 2006£’000s £’000s

Earnings

Earnings for the purposes of basic and dilutive earnings pre sharebeing net profit attributable to equity holders of the parent company 17,276 14,893

UnauditedSix months to 30 June

2007 2006’000s ’000s

Number of shares

Weighted average number of ordinary shares for the purposesof basic earnings per share 42,003 42,042

Effect of dilutive potential ordinary shares:

Share options 867 1,145

LTIP shares - 265

Executive Remuneration Plan 179 57

Weighted average number of ordinary shares for the purposesof dilutive earnings per share 43,049 43,509

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6 Retirement benefit schemesThe Group has a pension plan which operates mainly on defined contribution principles. However,there is a small section of defined benefit liabilities full details of which are disclosed in theGroup’s annual report and accounts. For the purposes of understanding these interim financialstatements, details of the approximate valuation of the scheme at 30 June 2007 are given below.

The defined benefit obligation as at 30 June 2007 is estimated by updating the valuation ofliabilities included in the annual report and accounts for the year ended 31 December 2006.There have not been any significant fluctuations for one-time events since the 31 December2006 that would have a material impact on the calculations.

The defined benefit plan assets have been updated to reflect their market value as at 30 June2007. Differences between the expected return on assets and the actual return on assets havebeen recognised as an actuarial loss in the consolidated statement of recognised income andexpense in accordance with the Group’s accounting policy.

AuditedUnaudited Year to

Six months to 30 June 31 December

2007 2006 2006£’000s £’000s £’000s

Fair value of the scheme assets 4,484 4,391 4,829

Present value of of scheme liabilities (7,297) (7,368) (7,363)

Deficit in the scheme (2,813) (2,977) (2,534)

Related deferred taxation at 28.0% (2006: 30.0%) 788 893 759

Net pension liability (2,025) (2,084) (1,775)

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7 Reconciliation of operating profit to net cash from operating activities

Unaudited AuditedSix months to Year to30 June 31 December

2007 2006 2006£’000s £’000s £’000s

Operating profit 23,670 21,006 46,224

Adjusted for:

Share of results of joint venture 433 118 796

Depreciation of property, plant and equipment 2,793 2,296 4,904

Expense in respect of share options 1,153 411 959

Defined benefit pension payment (120) (120) (240)

Defined benefit pension charge 64 65 123

Loss/(gain) on disposal of property,plant and equipment 437 (4) (121)

Operating cash flows before movements inworking capital 28,430 23,772 52,645

(Increase)/decrease in inventories (5,727) (13,954) 766

(Increase)/decrease in receivables (79,823) (45,704) (35,761)

Increase in payables 46,755 11,446 46,461

Cash (absorbed by)/generated from operations (10,365) (24,440) 64,111

Income taxes paid (7,570) (6,533) (13,937)

Interest paid (1,422) (888) (2,265)

Net cash from operating activities (19,357) (31,861) 47,909

Additions to property, plant and equipment during the year amounting to £1.4 million werefinanced by new finance leases.

Cash and cash equivalents (which are presented as a single class of assets on the face of thebalance sheet) comprise cash at bank and other short-term highly liquid investments with amaturity of three months or less.

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8 Related party transactionsTransactions between the Company and its subsidiaries, which are related parties, have beeneliminated on consolidation and are not disclosed in this note. Transactions between the Groupand its joint ventures are disclosed below.

Trading transactions

During the period, Group companies entered into transactions with related parties. Transactionsand amounts owed in the period are as follows:

Provision of goods Amounts owed byand services related parties

Six months to 30 June 2007 £’000s £‘000s

Claymore Roads (Holdings) Limited - 209

Morgan-Vinci Limited - 115

Community Solutions for Primary Care (Holdings) Limited 5,012 477

Morgan Sindall Investments (3PD) Limited 1,715 135

The Compendium Group Limited 169 283

6,896 1,219

Six months to 30 June 2006 £‘000s £’000s

Claymore Roads (Holdings) Limited - 474

Morgan-Vinci Limited - 75

Community Solutions for Primary Care (Holdings) Limited 7,920 1,120

Morgan Sindall Investments (3PD) Limited - -

The Compendium Group Limited 114 -

8,034 1,669

Year to 31 December 2006 £‘000s £’000s

Claymore Roads (Holdings) Limited 13 820

Morgan-Vinci Limited 12 196

Community Solutions for Primary Care (Holdings) Limited 11,921 100

Morgan Sindall Investments (3PD) Limited 104 468

12,050 1,584

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9 Post balance sheet eventOn 27 July 2007, Morgan Sindall plc acquired from Amec plc the entire share capital of AMECDevelopments Limited (‘ADL’), the urban regeneration business and the assets, business andcertain contracts relating to the Design and Project Services division (‘DPS’), save for certainexcluded assets and liabilities. Morgan Sindall will conclude certain other contracts on behalfof AMEC, which are substantially complete, and resolve any outstanding contract obligationsrelating thereto.

Morgan Sindall paid AMEC plc consideration of £34m for the two businesses. The combined netliabilities acquired were £21m, subject to adjustment. The consideration included an amount of£5m for the benefit of a restrictive covenant. The excess of consideration paid over net liabilitiesof £55m consists of the restrictive covenant payment of £5m and goodwill of £50m. An exerciseto review the fair value of the assets acquired is underway, full details of which will be providedin the Morgan Sindall 2007 report and accounts. Anticipated costs relating to the transaction of£2m will be capitalised.

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Share prices (FT cityline)

The Company’s share price (15 minute delay) is displayed on the Company’s website.

The EPIC code as used in the Topic and Datastream Share Price information service is MGNS.

Telephone share dealing service

Details of a low cost telephone dealing service with Stocktrade are available on the Company’swebsite under Investor Relations.

Electronic Communications

Shareholders may now view their shareholdings on line through the website of our registrars,Capita Registrars. If you wish to view your shareholding, please log onto www.capitaregistrars.comand click on the link ‘shareholder services’ then follow the instructions.

The Company would also like to take advantage of recent changes to the law, which allow us tocommunicate with shareholders in electronic form. If you would like to receive futurecommunications in this way, please register your e-mail address on the registrars’ website,following the instructions provided. This form of communication offers a cost benefit to the Companyand provides for an environmentally friendly way of communicating. The Company would thereforeencourage as many shareholders as possible to make use of this enhanced service.

To use this service, you will need to confirm your surname, UK postcode and Investor Code.The Investor Code may be found on a recent share certificate, in the bottom right hand corner,or on the tax voucher for the forthcoming dividend payment.

Company Secretary

Mary Nettleship

Registered Office

Kent House, 14-17 Market Place, London, W1W 8AJTel: 020 7307 9200Fax: 020 7307 9201

Registration No: 521970

Website

www.morgansindall.co.uk

Registrars

Capita RegistrarsThe Registry, 34 Beckenham Road, Beckenham, Kent, BR3 4TU

MorganSindallplc,KentHouse,14-17MarketPlace,LondonW1W8AJ

Tel:02073079200Fax:02073079201

Visitourwebsiteatwww.morgansindall.co.uk

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