TIDM53HO

RNS Number : 0183T

South East Water Limited

15 July 2020

South East Water Limited

Preliminary results

for the year to 31 March 2020

Chairman's Statement

Welcome to our preliminary results announcement for the year ended 31 March 2020.

This year saw the culmination of our 2015 to 2020 business plan, with excellent performance across our business commitments, and significant focus on the preparations for the next five years.

During the last five years South East Water has invested GBP437 million in the water infrastructure of the South East of England. A key success has been reducing demand for water, which must continue if we are to balance the needs of customers and the environment in the longer term. We completed our Customer Metering Programme with 90 per cent of customers now metered. Working with these customers we have encouraged water efficiency, including through our innovative use of behavioural science and delivering a "my water report" which has seen per capita consumption in our region reduce by seven per cent compared to the previous five-year period. Side by side with customers we have also continued to reduce our own leakage levels and each year met or exceeded our regulatory target - an important signal that we are taking our responsibilities to save water seriously too.

Further successes include maintaining our high water quality standards throughout the period, achieving on average above 99.95 per cent mean zonal compliance. Work included installing three new microfiltration treatment plants in Kent and East Sussex along with a programme of water mains flushing. Our award-winning environmental programme goes from strength to strength taking an industry leading approach, particularly to catchment management as we aim to improve water quality right from the source.

Our household retail team has continued to improve the service offerings for our customers. Over the last five years we have introduced a new responsive website, including the My Account service which enables customers to manage their account online, and an online map to keep people updated with work in their region.

The team also completed a significant billing project in 2018 introducing 'One Bill' meaning we now bill wastewater charges to over 465,000 customers on behalf of Southern Water.

A huge effort through the year has been put into the final stages of agreeing the Price Review 2019 (PR19) with Ofwat, with close involvement of the board throughout. Ofwat's Final Determination announced in December, which defines the prices we can charge and what we are expected to deliver over the five year period, will be extremely challenging and is forecast to result in minimal returns to shareholders. Further it did not, in our opinion, adequately reflect our customer's priorities in areas such as resilience and investment for the future. The board gave careful consideration to appealing this Determination to the Competition and Markets Authority, weighing the significant costs and diversion of resources involved in the appeal process versus the risks and uncertainty of the outcome. After much deliberation we decided not to appeal. We have now finalised a very detailed Corporate Plan for the next five years to meet the challenges as far as is possible. This will require a step change in performance and cost efficiency in all areas. The plan includes building on our innovative customer satisfaction programme, delivering high performance levels far beyond any we have committed to previously and enhanced focus on our responsible business commitments. The Managing Director's report provides details of the activities we have planned.

In the final months of the financial year these plans have had to be put on hold to a large extent with the arrival of Covid-19 which has required us to urgently adapt our operational priorities and ways of working.

None of us have ever experienced an event like the Covid-19 pandemic, however our business has worked relentlessly to deal with the emerging and ongoing threat. At all times, we have worked hard to ensure that our vital water service was maintained and at the same time ensuring that we have supported all our customers, our supply chain, the community and our employees.

Our essential role in society has never felt more important.

South East Water has drawn on the enormous strength and commitment of each and every employee. All have stepped up with professionalism and determination to confront a fast-changing and uncertain situation. Over the last few months the teams have not only moved to new ways of working but also had to manage our water network to ensure we have been able to keep up with very high levels of demand due to changing habits in water use as more people are at home due to the lockdown restrictions. The hot weather in May exacerbated this demand situation and this important work will have to continue throughout the summer. With the heavy rainfall last winter our water resources are in a good position but with the finite installed capacity of our treatment works and network there is a limit to how much fresh water we can produce and distribute on a daily basis.

We have therefore been enhancing communications to the public to use water responsibly at this time to ensure there is enough available to the NHS and other critical services.

"Clean hands, brown lawn and dirty car - protect the NHS and save lives".

Environmental, Social and Governance (ESG)

Over the last year we have made further progress with our Environmental, Social, Governance (ESG) framework. We set up a responsible business committee to help the board in defining the company's strategy in this area and to review our approach to ensure it remains relevant and effective. In September 2019 we achieved the highest award of five stars in the GRESB global ESG benchmarking, demonstrating our commitment to industry leading performance.

We have also developed a clear purpose statement which we are in the process of embedding in our articles of association:

"To provide today's public water service and create tomorrow's water supply solutions, fairly and responsibly, working with others to help society and the environment to thrive."

A clear purpose is a key step in our move to focus the business on what matters most to customers, the community and society and is integral to our plans for the 2020 to 2025 period and beyond.

We will continue to engage with customers, communities, employees, regulators and shareholders to ensure we make a positive impact today and for the future.

Our people

This year, possibly more than ever, we have seen just how important our great team spirit is.

Our employees have been exceptional in their response to Covid-19 and quite rightly, our people are proud of the roles they undertake and of their expertise in this vital social contribution. This is on top of the contribution everyone has made to the business, delivering such a good overall performance this year.

We seek to support all our employees throughout the organisation. South East Water is recognised as an Investors in People organisation, an accredited Living Wage employer and a Disability Confident Committed employer.

We are working to provide fulfilling employment opportunities across our community. This year we are signing up to the Social Mobility Pledge where we have committed to do more to boost opportunities for all through outreach, access and recruitment.

The mental health and wellbeing of our employees has been given particular focus this year. Our Mental Health Strategy, launched at an event for managers across the organisation and supply chain, ensures that colleagues know how we will support them. Working in partnership with MIND, we now have 30 mental health first aiders who are there for employees in times of crisis and can help support them to find the appropriate professional help they may need.

This year we were the first water company to sponsor the Women's Utilities Network. Women make up nearly half our workforce and we are dedicated to progressing leadership talent through the company and supporting their recruitment into senior roles.

Environment

As a major landowner and guardian of some of the region's most precious environmental resources, our teams work hard to maintain and improve many of the region's flora and fauna. This work has resulted in the successful conclusion of a ground-breaking programme to increase biodiversity at a number of our sites and improving the quality of the water catchments as part of the Water Industry National Environment Programme (WINEP). I am proud to say we have committed to almost trebling the investment in this area over the next five years.

Our Environment team won two Green Apple awards at the Houses of Parliament for their Pesticide Amnesty and Woodgarston Markets project. The awards recognise and promote environmental excellence, and as winners, we automatically become a Green World Ambassador and will be put forward to represent the UK in the Green World Awards.

We are continually reviewing how we can minimise our carbon emissions which this year included an in-depth energy management review and assessment of potential renewable options. We will build on our work so far to align our reporting with the recommendations of the Task Force on Climate-related Financial Disclosures (TCFD).

Governance

We have carried out an in-depth review of our corporate governance and compliance this year.

Alongside the articulation of our company purpose, we have adopted a revised corporate governance framework which has been an important part of defining our strategy in the five-year corporate plan. This helps us demonstrate that South East Water can be trusted as a provider of an essential public service into the future.

The proposed amendment to our articles of association and revised directors' duties mark our commitment to become a purpose-led organisation and promote a culture of public service and inclusiveness. This demonstrates our ambition to develop a model of corporate governance that achieves a fair balance between our interests and those of our customers, other stakeholders and the environment.

During the year there was one change to the board membership with Rachel Drew joining the team as Non-Executive Director representing our 50 per cent shareholder, UTA. She replaces Stephen Jordan, who stepped down in December 2019. I would like to thank Stephen for his service since joining the board in August 2018.

We are now preparing for Managing Director Paul Butler to retire in July 2020, having served in the role at South East Water and previously Mid Kent Water for 18 years. This is a significant moment as Paul has overseen three price reviews since the merger of South East Water and Mid Kent Water in 2007 and his strategic leadership has developed a company which puts customer satisfaction at its heart and his legacy is an organisation with a strong future. On behalf of the board and shareholders of South East Water I would like to thank Paul for his dedicated service, not just to the company, but the water industry as a whole.

David Hinton, has been promoted from the role of Asset and Regulation Director to replace Paul as CEO. He has many years' experience within the organisation and was instrumental in developing the 2020 to 2025 plan and our responsible business strategy.

In addition to David as CEO and Andrew Farmer as CFO, the top leadership team now comprises Tanya Sephton - Customer Services Director, Oliver Martin - Asset and Regulation Director and Douglas Whitfield -Operations Director. All three were promoted internally to these roles over the past several months. They each have considerable experience in the business and it is good to see we have a refreshed but experienced team to lead the business.

Financial performance

Our financial performance has been in line with expectations this year. Group turnover has increased from GBP238.3 million to GBP243.5 million. The increase of GBP5.2 million includes an increase in our tariffs which is permitted under the regulatory settlement mechanism, an allowance for RPI increases, offset by a reduction in water consumption this year. Group net operational costs, including charges for doubtful debt, have increased in the year to GBP174.3 million compared to GBP164.8 million in the prior year, an increase of GBP9.5 million. Included in this increase are additional costs of GBP3.3 million relating to depreciation on new assets, GBP3.8 million in increased supplier costs for energy, bulk water supplies and contractors and GBP2.6 million of additional bad debt provision to reflect an increase in our older debt and the potential impact of Covid-19.

When assessing the appropriate level of dividend, considerations are given to the company's actual and forecast level of gearing, the need to maintain the company's credit rating, the allowed cost of capital, and the performance of the business. The net dividend paid in the year, being the gross dividend of GBP11.0 million less the interest on the loan to parent of GBP4.5 million, was GBP6.5 million (2019: GBP22.7 million).

Outlook

Innovation is driving our company forward as we pursue first class customer service, sustainability and resilience, not only for today's customers but also for generations to come.

We have some very stretching commitments to deliver in the next five years and beyond. Our responsible business approach to governance will help us deliver our commitments to those we serve.

I look forward to the start of the new five-year chapter for South East Water and the year ahead. I have confidence in the ability of our people, our new but experienced leadership team and the strength of the business.

On behalf of the board, I would like to thank all the employees, the management team and our business partners for all their achievements during 2019/20, but especially for the passion and purpose displayed in the face of the Covid-19 challenge. We wish Paul all the best for his retirement and we will work throughout the year to continue to build an organisation where everyone can thrive.

Nick Salmon

Chairman

15 July 2020

Group income statement

for the year ended 31 March 2020

 
                                                        2020              2019 
                                           Notes      GBP000            GBP000 
 
 Continuing operations 
 Revenue                                    3        243,481           238,281 
                                                  ----------  ---------------- 
 
 Bad debt                                            (4,198)           (1,584) 
                                                  ----------  ---------------- 
 
   Group net operating costs                4      (170,151)         (163,257) 
                                                  ----------  ---------------- 
 
 Other income                               3         12,199            12,997 
 
   Group operating profit                             81,331            86,437 
 Finance costs                              6       (52,862)          (56,110) 
 Finance income                             7          5,333             6,076 
 
   Profit before taxation                             33,802            36,403 
 Taxation                                   8       (16,918)           (6,992) 
                                                  ----------  ---------------- 
  Profit for the year from continuing 
   operations                                         16,884            29,411 
 
 Discontinued operations 
 Profit on discontinued operations                         -             9,253 
                                                  ----------  ---------------- 
 
 Profit for the year                                  16,884            38,664 
                                                  ----------  ---------------- 
 
 Earnings per share 
 Basic and diluted                         10         34.24p            78.41p 
                                                  ----------  ---------------- 
 

Group statement of comprehensive income

for the year ended 31 March 2020

 
                                                                   Notes       2020        2019 
                                                                             GBP000      GBP000 
 
 Profit for the year                                                         16,884      38,664 
 Items that will not be reclassified 
  subsequently to profit or loss: 
 Remeasurement of defined benefit (deficit)/surplus                           4,879     (3,525) 
 Deferred tax on defined benefit pension 
  schemes                                                      8              (927)         600 
 Impact of deferred tax rate change in 
  respect of pension schemes                                    8             (124)           - 
 
                                                                              3,828     (2,925) 
                                                                          ---------  ---------- 
 
   Total comprehensive income for the year 
   attributable to owners of the company                                     20,712      35,739 
                                                                          ---------  ---------- 
 

Group statement of financial position

as at 31 March 2020

 
                                             31 March        31 March 
                                                 2020            2019 
                                               GBP000          GBP000 
 
 Non-current assets 
 Intangible assets                              9,568          10,501 
 Property, plant and equipment              1,608,845       1,555,123 
 Amount due from parent undertaking           135,941         189,911 
 Defined benefit pension surplus               35,912          25,564 
                                       --------------  -------------- 
 
                                            1,790,266       1,781,099 
                                       --------------  -------------- 
 
 Current assets 
 Inventories                                      689             592 
 Trade and other receivables                   84,441          86,190 
 Cash and cash equivalents                     12,981          12,804 
                                       --------------  -------------- 
 
                                               98,111          99,586 
                                       --------------  -------------- 
 
  Total assets                              1,888,377       1,880,685 
                                       --------------  -------------- 
 
 Current liabilities 
 Loans and borrowings                        (30,000)       (254,890) 
 Derivative financial instruments                   -       (108,836) 
 Trade and other payables                    (97,627)        (92,263) 
 Deferred income                              (5,418)         (7,183) 
 Provisions                                   (4,457)         (3,972) 
                                       --------------  -------------- 
 
                                            (137,502)       (467,144) 
                                       --------------  -------------- 
 
 Non-current liabilities 
 Loans and borrowings                     (1,029,326)       (717,604) 
 Trade and other payables                     (4,997)         (5,379) 
 Net deferred tax liabilities               (166,352)       (145,395) 
 Defined benefit pension liability            (3,115)         (3,154) 
 Deferred income                              (3,438)         (3,185) 
 
                                          (1,207,228)       (874,717) 
                                       --------------  -------------- 
 
   Total liabilities                      (1,344,730)     (1,341,861) 
                                       --------------  -------------- 
 
   Net assets                                 543,647         538,824 
                                       --------------  -------------- 
 
 Equity 
 Ordinary share capital                        49,312          49,312 
 Revaluation reserve                          241,386         251,259 
 Retained earnings                            252,949         238,253 
                                       --------------  -------------- 
 
   Total equity                               543,647         538,824 
                                       --------------  -------------- 
 

The accompanying notes are an integral part of this statement of financial position.

Group statement of changes in equity

for the year ended 31 March 2020

 
                                                 Issued 
                                          share capital     Revaluation     Retained     Total equity 
                                                 GBP000         reserve     earnings           GBP000 
                                                                 GBP000       GBP000 
 
 
 Balance at 1 April 2018                         49,312         256,396      225,377          531,085 
                                        ---------------  --------------  -----------  --------------- 
 
 Profit for the year                                  -               -       38,664           38,664 
                                        ---------------  --------------  -----------  --------------- 
 Other comprehensive income: 
   Remeasurement of defined benefit 
    (deficit)                                         -               -      (3,525)          (3,525) 
   Deferred tax on defined benefit 
    pension schemes                                   -               -          600              600 
 
   Total other comprehensive income                   -               -      (2,925)          (2,925) 
 Total comprehensive income                                                   35,739           35,739 
 Dividends (see note 9)                               -               -     (28,000)         (28,000) 
 Amortisation of revaluation reserve                  -         (6,127)        6,127                - 
 Release revaluation on disposals                     -            (51)           51                - 
 Deferred tax on revaluation and 
  retained earnings transfer                          -           1,041      (1,041)                - 
 
   Balance at 31 March 2019                      49,312         251,259      238,253          538,824 
 
 Profit for the year                                  -               -       16,884           16,884 
                                        ---------------  --------------  -----------  --------------- 
 Other comprehensive income: 
   Remeasurement of defined benefit 
    surplus                                           -               -        4,879            4,879 
   Deferred tax on defined benefit 
    pension schemes                                   -               -        (927)            (927) 
   Impact of deferred tax rate change 
    in respect of pension schemes                     -               -        (124)            (124) 
 
   Total other comprehensive income                   -               -        3,828            3,828 
 
   Total comprehensive income                         -               -       20,712           20,712 
 Dividends (see note 9)                               -               -     (11,000)         (11,000) 
 Amortisation of revaluation reserve                  -         (6,129)        6,129                - 
 Release of revaluation reserve 
  on disposals                                        -            (19)           19                - 
 Deferred tax on revaluation and 
  retained earnings transfer                          -           1,164      (1,164)                - 
 Impact of deferred tax rate change                   -         (4,889)            -          (4,889) 
 
   Balance at 31 March 2020                      49,312         241,386      252,949          543,647 
                                        ---------------  --------------  -----------  --------------- 
 

All transactions relate to the equity holders of the group.

Group statement of cash flows

for the year ended 31 March 2020

 
                                                               Notes        2020       2019 
                                                                          GBP000     GBP000 
 
 Operating activities 
 Net cash flow from operating activities                                 134,443    125,023 
 Interest received                                                         4,705      5,437 
 Interest element of lease payments                                        (110)          - 
 Other interest paid                                                    (41,828)   (36,940) 
 Corporation tax received/(group tax relief 
  paid)                                                                       44    (1,314) 
                                                                      ----------  --------- 
 
   Net cash flow before investing and financing 
   activities                                                             97,254     92,206 
                                                                      ----------  --------- 
 
 Investing activities 
 Proceeds from the sale of property, plant 
  and equipment                                                               94        736 
 Purchase of property, plant and equipment                              (96,153)   (97,132) 
 Proceeds from the sale of non-household 
  customer base                                                                -      9,156 
 Purchase of intangible assets                                           (2,116)    (2,997) 
 
   Net cash flow used in investing activities                           (98,175)   (90,237) 
                                                                      ----------  --------- 
 
 Financing activities 
 Loan to Parent undertaking repaid                                        54,000          - 
 New loans and borrowing received                                        295,000     35,000 
 Issue cost of new debt                                                    (130)    (2,693) 
 Repayment of capital element of lease 
  liability                                                                (222)          - 
 Repayment of other loans and borrowing                                (336,550)          - 
 Dividends paid to shareholder                             9            (11,000)   (28,000) 
 
   Net cash flow from financing activities                                 1,098      4,307 
                                                                      ----------  --------- 
 
 Increase in cash and cash equivalents                                       177      6,276 
 Cash and cash equivalents at the beginning 
  of the year                                                             12,804      6,528 
                                                                      ----------  --------- 
 
   Cash and cash equivalents at the year 
   end                                                                    12,981     12,804 
                                                                      ----------  --------- 
 

Group cash flow from operating activities

for the year ended 31 March 2020

 
                                                         2020      2019 
                                                       GBP000    GBP000 
 
   Profit for the year                                 16,884    38,664 
 Adjustments for: 
  Tax charge                                           16,918     6,992 
  Finance income                                      (5,333)   (6,076) 
  Finance costs                                        52,862    56,110 
  Depreciation and impairment of property, plant 
   and equipment                                       51,615    48,046 
  Amortisation and impairment of intangibles            3,049     3,254 
  Profit on disposal of fixed assets                     (50)     (377) 
  Proceeds from the sale of non-household customer 
   base                                                     -   (9,253) 
  Difference between pension contributions paid 
   and amounts recognised in the income statement     (4,896)   (4,086) 
 Changes in working capital: 
  (Increase) in trade and other receivables           (1,165)   (5,451) 
  (Increase) in inventory                                (97)     (356) 
   Increase/(Decrease) in trade and other payables      4,656   (2,444) 
 
   Net cash flow from operating activities            134,443   125,023 
                                                     --------  -------- 
 

Notes

   1.       Basis of preparation 

The financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union and applied in accordance with the Companies Act 2006. The financial information set out in this announcement does not constitute the Company's statutory accounts, within the meaning of section 430 of the Companies Act 2006, for the years ended 31 March 2020 or 2019, but is derived from those accounts. While the financial information included within this announcement has been prepared in accordance with the recognition and measurement criteria of IFRS, it does not comply with the disclosure requirements of IFRS. Statutory Financial Statements for the year ended 31 March 2019 have been delivered to the Registrar of Companies and those for the year ended 31 March 2020 will be delivered to the Registrar of Companies in due course. The auditor has reported on those Financial Statements; their reports were unqualified, did not draw attention to any matters by way of emphasis and did not contain statements under s498(2) or (3)

of the Companies Act 2006.

The financial statements are prepared under the historical cost convention except for pension assets that have been measured at fair value and certain assets under property, plant and equipment which were recognised at the date of transition to IFRS at deemed cost by reference to fair value.

The group financial statements are presented in Sterling and all values are rounded to the nearest thousand pounds (GBP000) except where otherwise indicated.

Going concern

The directors have, at the time of approving the financial statements, a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future. In coming to this decision they have considered the implications of the on-going Covid-19 pandemic and the impact this may have on the business. The directors have concluded that it is correct to continue to adopt the going concern basis of accounting in preparing the financial statements.

Basis of consolidation

These financial statements incorporate the financial information of South East Water Limited and its subsidiary, South East Water (Finance) Limited (together the "group").

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.

   2.    Adoption of IFRS 16 

The group has adopted IFRS 16 at the beginning of the financial year. The group has taken the practical expedient to apply this Standard only to contracts which were previously identified as leases when applying IAS 17 Leases and IFRIC 4 Determining whether an Arrangement Contains a Lease.

IFRS 16 has been adopted using the modified retrospective method which has led to the accumulated historical adjustments being made to opening balances at 1 April 2019.

The initial values of lease liabilities equate to the present value of future lease payments under the relevant lease contracts. The group have applied the practical expedient of using a single discount rate to leases with reasonably similar characteristics. The discount rates used in calculating the liabilities reflect the interest rates at which the group would currently be able to borrow in order to finance similar assets to those under the lease affected by the transition (the incremental borrowing rate).

The company has recently entered into loan facilities at fixed rates and with weighted average repayment maturities comparable with the lengths of the leases affected by the transition. The interest rates attached to the new facilities have, therefore, been deemed appropriate proxies for the incremental borrowing rates, as follows:

   --      Lease lengths of zero to ten years remaining on transition - 2.94 per cent 
   --      Lease lengths of ten to twenty years remaining on transition - 3.22 per cent 

The right-to-use assets at the date of initial application have been measured as an amount equal to the lease liability under each lease affected by the transition.

At 1 April 2019, the group held the following operating leases previously accounted for under IAS 17 which met the criteria under IFRS 16 for such recognition. There were no long-term leases with outstanding periods of less than 12 months at the adoption date.

 
                                                                            Values of 
                                                                           assets and 
                                                                Annual    liabilities 
                                                                  rent    on adoption 
 Leased asset                   Start date       End date       GBP000         GBP000 
 
                                     22 May 
   Laboratory at Farnborough           2015      21 May 2035       195          2,466 
 Unit at Brooke House, 
  Larkfield                      8 Aug 2018       7 Aug 2021        19             43 
 Water Tower at Blackhill,           19 Jan 
  Camberley                            2004      14 Jun 2022        17             52 
 Offices at Leithrim House, 
  Larkfield                      4 Apr 2018       4 Apr 2028        67            537 
                                                              --------  ------------- 
                                                                   298          3,098 
                                                              --------  ------------- 
 

The impact of the adoption of IFRS 16 on the group's financial statements in the period has been:

 
                                           Adjustment 
                                31 March      for the      31 March 
                                    2020     adoption          2020 
                                pre IFRS      of IFRS     post IFRS 
                                      16           16            16 
                                  GBP000       GBP000        GBP000 
 
 Revenue                         243,481            -       243,481 
 
 Group net operating costs     (174,361)           12     (174,349) 
 Other income                     12,199            -        12,199 
 
 Group operating profit           81,319           12        81,331 
 Finance costs                  (52,752)        (110)      (52,862) 
 Finance income                    5,333            -         5,333 
 
 Profit before taxation           33,900         (98)        33,802 
 Taxation                       (16,918)            -      (16,918) 
                             -----------  -----------  ------------ 
 
 Profit for the period            16,982         (98)        16,884 
                             -----------  -----------  ------------ 
 

Adoption of IFRS 16 has resulted in an adjustment to net operating costs of GBP12,000. This represents the removal of the rental charges of GBP319,000 offset by the depreciation change of GBP307,000 on the right-to-use assets, which have been included in the balance sheet at 1 April 2019.

Further, the interest chargeable on the lease finance has been accrued to 31 March 2020 resulting in a finance charge of GBP110,000.

The adoption if IFRS 16 has no material impact on EPS in the year.

The value of payments under leases in the year has been GBP332,000.

An analysis of the maturity of lease liabilities is provided below:

 
 Year ended 31 March 2020            Within     1 - 2     2 - 5       Over 
                                     1 year     years     years    5 years      Total 
                                     GBP000    GBP000    GBP000     GBP000     GBP000 
 
 Laboratory at Farnborough              195       195       585      1,979      2,954 
 Unit at Brooke House, Larkfield         19         7         -          -         26 
 Water Tower at Blackhill, 
  Camberley                              17        17         3          -         37 
 Offices at Leithrim House, 
  Larkfield                              68        68       204        201        541 
 Lenham Depot                           160       160       480        741      1,541 
                                   --------  --------  --------  ---------  --------- 
 
                                        459       447     1,272      2,921      5,099 
                                   --------  --------  --------  ---------  --------- 
 

The impact of the adoption of IFRS 16 on the Group's opening statement of financial position has been:

 
                                        1 April 2019                  1 April 2019 
                                            pre IFRS      Adoption       post IFRS 
                                                  16    of IFRS 16              16 
                                              GBP000        GBP000          GBP000 
 
 Intangible assets                            10,501             -          10,501 
 Property, plant and equipment             1,555,123         3,098       1,558,221 
 Amount due from parent undertaking          189,911             -         189,911 
 Defined benefit pension surplus              25,564             -          25,564 
                                      --------------  ------------  -------------- 
 
 Non-current assets                        1,781,099         3,098       1,784,197 
 
 Current assets                               99,586             -          99,586 
                                      --------------  ------------  -------------- 
 
   Total assets                            1,880,685         3,098       1,883,783 
                                      --------------  ------------  -------------- 
 
 Loans and borrowings                      (254,890)             -       (254,890) 
 Derivative financial instruments          (108,836)             -       (108,836) 
 Trade and other payables                   (92,263)                      (92,263) 
 Deferred income                             (7,183)             -         (7,183) 
 Provision                                   (3,972)             -         (3,972) 
                                      --------------  ------------  -------------- 
 
 Current liabilities                       (467,144)                     (467,144) 
                                      --------------  ------------  -------------- 
 
 Non-current liabilities 
 Loans and borrowings                      (717,604)       (3,098)       (720,702) 
 Trade and other payables                    (5,379)             -         (5,379) 
 Net deferred tax liabilities              (145,395)             -       (145,395) 
 Defined benefit pension liability           (3,154)             -         (3,154) 
 Deferred income                             (3,185)             -         (3,185) 
 
                                           (874,717)       (3,098)       (877,815) 
                                      --------------  ------------  -------------- 
 
   Total liabilities                     (1,341,861)       (3,098)     (1,344,959) 
                                      --------------  ------------  -------------- 
 
   Net assets                                538,824             -         538,824 
                                      --------------  ------------  -------------- 
 
 Equity 
 Ordinary share capital                       49,312             -          49,312 
 Revaluation reserve                         251,259             -         251,259 
 Retained earnings                           238,253             -         238,253 
                                      --------------  ------------  -------------- 
 
   Total equity                              538,824     -                 538,824 
                                      --------------  ------------  -------------- 
 

The following tables show the movement in the year in the values of right-to-use assets and lease financing liabilities.

 
                                                     Right-to-use 
                                                           assets 
                                                           GBP000 
 
   Balance at 1 April 2019 on adoption of IFRS 16           3,098 
 Additions from new lease arrangements                      1,585 
 Depreciation                                               (307) 
                                                    ------------- 
 
   Balance at 31 March 2020                                 4,376 
                                                    ------------- 
 
 
                                                     Lease financing 
                                                         liabilities 
                                                              GBP000 
 
   Balance at 1 April 2019 on adoption of IFRS 16              3,098 
 Additions from new lease arrangements                         1,363 
 Capital element of lease payments                             (222) 
                                                    ---------------- 
 
   Balance at 31 March 2020                                    4,239 
                                                    ---------------- 
 
   3.    Total income 
 
                                 2020        2019 
                               GBP000      GBP000 
 
   Revenue 
 Unmetered water income        20,800      24,966 
 Metered water income         208,405     199,278 
 Metered sewerage income            -        (15) 
 Other sales                   14,276      14,052 
                           ----------  ---------- 
 
   Total Revenue              243,481     238,281 
                           ----------  ---------- 
 
 Other income 
 Rental income                  1,284       1,233 
 Sundry income                 10,915      11,764 
                           ----------  ---------- 
 
   Total other income          12,199      12,997 
                           ----------  ---------- 
 
   Total income               255,680     251,278 
                           ----------  ---------- 
 

All revenue is from customers within the United Kingdom.

Other sales includes new connections income of GBP5.8 million (2019: GBP7.7 million), infrastructure income of GBP5.8 million (2019: GBP5.2 million) and capital contributions of GBP1.4 million (2019: GBP1.0 million).

Sundry income includes charges for billing and cash collection services amounting to GBP7.6 million (2019: GBP8.1 million), and laboratory income of GBP2.5 million (2019: GBP2.3 million).

   4.    Net operating costs 
 
                                                             2020        2019 
                                                           GBP000      GBP000 
 
 Employee benefits expense (see note 5)                    30,166      30,078 
                                                       ----------  ---------- 
 
 Asset expense/(income): 
 Depreciation - owned assets                               50,537      47,456 
 Depreciation - right-to-use                                  885         579 
 Impairment of fixed assets                                   193          10 
 Amortisation of intangible assets                          3,049       3,129 
 Impairment of intangible assets                                -         126 
 (Profit)/loss on disposal of non-current assets             (50)       (377) 
                                                       ----------  ---------- 
 
                                                           54,614      50,923 
                                                       ----------  ---------- 
 
 Other operating expenses: 
 Operating lease rentals: 
 vehicles and office equipment                                242         211 
 land and buildings                                            14         287 
 Fees payable to the group's auditor (see below)              300         279 
 Other expenses (see below)                                89,974      87,190 
 Other operating expenses charged to capital 
  projects                                                (5,159)     (5,711) 
 
                                                           85,371      82,256 
                                                       ----------  ---------- 
 
   Total operating costs                                  170,151     163,257 
                                                       ----------  ---------- 
 
 Fees payable to the group's auditor in respect 
  of: 
 Audit of the group and company financial statements          208         203 
 Audit of subsidiary                                            1           1 
                                                       ----------  ---------- 
 
   Total audit                                                209         204 
                                                       ----------  ---------- 
 
 Regulatory accounts                                           49          50 
 Other assurance services                                      37          15 
                                                       ----------  ---------- 
 
                                                               86          65 
                                                       ----------  ---------- 
 
 Services relating to taxation                                  5          10 
 
    Total non-audit services                                   91          75 
                                                       ----------  ---------- 
 
   Total fees payable to the group's auditor                  300         279 
                                                       ----------  ---------- 
 
 
                                                     2020       2019 
                                                   GBP000     GBP000 
 
 Other expenses comprise: 
 Energy costs                                      18,346     16,440 
 Rates                                             18,186     17,770 
 Contractors                                       26,218     23,768 
 Bulk water supplies and abstraction licences       8,619      9,195 
 Chemicals                                          3,524      3,300 
 Insurance and related costs                        2,646      3,083 
 Other                                             12,435     13,634 
 
   Total other expenses                            89,974     87,190 
                                                ---------  --------- 
 
   5.    Directors and employees 

The average monthly number of employees, including salaried directors, of the group in the year was:

 
                                                       2020       2019 
                                                     Number     Number 
 
 Operations                                             434        440 
 Management and administration                          525        510 
                                                  ---------  --------- 
 
                                                        959        950 
                                                  ---------  --------- 
 
                                                                GBP000 
 The aggregate payroll costs of these persons 
  were: 
 Wages and salaries                                  31,124     30,193 
 Social security costs                                2,550      3,049 
 Pension costs for defined benefit schemes              710      1,067 
 Pension costs for unfunded pensions                      -        266 
 Pension costs for defined contribution schemes       2,385      2,143 
 
                                                     36,769     36,718 
 Less: direct salary costs charged to capital 
  projects                                          (6,603)    (6,640) 
                                                  ---------  --------- 
 
                                                     30,166     30,078 
                                                  ---------  --------- 
 

Emoluments of the directors, who are the group's key management, were:

 
                                                     2020      2019 
                                                   GBP000    GBP000 
 
 Aggregate emoluments including bonuses             1,666     1,071 
 Company contributions to defined contribution 
  scheme                                               10        39 
                                                 --------  -------- 
 
                                                    1,676     1,110 
                                                 --------  -------- 
 
 Emoluments of the highest paid director were: 
 Aggregate emoluments including bonuses               647       395 
                                                 --------  -------- 
 

Retirement benefits are accruing to one director (2019: one) under the defined benefit pension schemes and two directors (2019: two) under a defined contribution scheme.

   6.    Finance Costs 
 
                                                  2020      2019 
                                                GBP000    GBP000 
 
 Debenture interest                                 42        42 
 Effective interest on listed debt              18,411    22,842 
 Fair value movements on interest rate swap      2,713     4,668 
 Indexation on variable rate bonds               4,378     4,564 
 Bank interest and other finance charges         5,068       975 
 Financing guarantee fees                        1,430     1,289 
 Interest payable on index linked loans         12,500    12,174 
 Indexation on index linked loans               10,444    11,487 
 Lease interest                                    110         - 
 Amortisation of loan issue costs                  594       546 
 
   Interest and related fees payable            55,690    58,587 
 Interest capitalised                          (2,828)   (2,477) 
                                              --------  -------- 
                                                52,862    56,110 
                                              --------  -------- 
 

Interest capitalised during the year amounted to GBP2.8 million (2019: GBP2.5 million) and is calculated using the weighted average interest rate of the group's long-term lending of 4.25% (2019: 4.44%).

   7.    Finance income 
 
                                                           2020      2019 
                                                         GBP000    GBP000 
 
 Interest receivable on bank balances and short-term 
  deposits                                                  201       135 
 Interest receivable from group undertakings              4,499     5,305 
 Pension fund finance income                                633       636 
                                                       --------  -------- 
                                                          5,333     6,076 
                                                       --------  -------- 
 
   8.    Taxation 

Major components of the group's tax expense for the years ended 31 March 2020 and 2019 are:

 
                                                           2020      2019 
                                                         GBP000    GBP000 
 Group income statement 
 Current tax: 
 Current UK tax charge                                    2,042       878 
 Amounts over provided in previous years                  (141)         - 
                                                       --------  -------- 
 
                                                          1,901       878 
                                                       --------  -------- 
 Deferred tax: 
 Relating to origination and reversal of temporary 
  differences                                             3,052     6,017 
 Relating to impact of change in tax rate                11,965         - 
                                                         15,017     6,017 
                                                       --------  -------- 
 
   Tax charge reported in the group income statement     16,918    6, 895 
                                                       --------  -------- 
 
 Tax charge/(credits) to equity 
 Deferred tax on defined benefit pension schemes            927     (600) 
 Impact of rate change on pension scheme                    124         - 
 
 Tax reported in comprehensive income statement           1,051     (600) 
                                                       --------  -------- 
 

Factors affecting the tax charge for the year

The tax for the year is lower than the standard rate of corporation tax in the UK. The differences are explained below:

 
                                                        2020       2019 
                                                      GBP000     GBP000 
 
 
 Profit for the year on Continued operation           33,802     36,403 
                                                   ---------  --------- 
 
 
 Profit multiplied by the rate of corporation 
  tax in the UK of 19% (2019: 19%)                     6,423      6,917 
 Effects of: 
 Adjustments to current tax charge in respect          (141)          - 
  of previous years 
 Adjustment to deferred tax in respect of rate        11,965          - 
  change 
 Adjustments to deferred tax charge in respect 
  of previous years                                  (1,846)    ( 451 ) 
 Expenses not deductible for tax purposes                534        594 
 Tax effect of income not taxable in determining 
  taxable profit                                        (10)     ( 68 ) 
 Other - RD depreciation allowed                         (7)          - 
  Total tax charge reported in the group income 
   statement                                          16,918     6, 992 
                                                   ---------  --------- 
 

The adjustments to deferred tax in respect of previous years represents the changes between the year end and submitted computations and, in respect of the prior year, a revision of the corporation tax rate from 17% to 19%. The expenses not deductible for tax purposes are made up of the movement on general provisions, entertainment expenses and depreciation on non-qualifying capital expenditure.

 
                                                        2020      2019 
                                                      GBP000    GBP000 
 
 Profit for the year on discontinued operation             -     9,156 
                                                   ---------  -------- 
 
 Profit multiplied by the rate of corporation 
  tax in the UK of 19% (2019: 19%)                         -     1,739 
 Effects of: 
 Tax effect of income not taxable in determining 
  taxable profit                                           -   (1,836) 
  Total tax charge reported in the group income 
   statement                                               -      (97) 
                                                   ---------  -------- 
 

Deferred tax

The movement on the net deferred tax liability is as shown below:

 
                                                 2020         2019 
                                               GBP000       GBP000 
 
 At 1 April                                   145,395      140,085 
 Charge to the income statement                15,017        6,017 
 (Credit)/Charge to equity                        927        (600) 
 Impact of rate change on pension scheme          124            - 
 Impact of IFRS taken to Reserves               4,889        (107) 
                                           ----------  ----------- 
 
   At 31 March                                166,352     145, 395 
                                           ----------  ----------- 
 

Deferred tax assets have been recognised in respect of all tax losses and other temporary differences giving rise to deferred tax assets because it is probable that these assets will be recovered by giving relief against future taxable profits.

The movements in deferred tax assets and liabilities during the year are shown below:

 
                                               Accelerated 
                                          tax depreciation     Pension provision 
                                                    GBP000                GBP000       Total 
                                                                                      GBP000 
 
 Deferred tax liabilities 
 
  At 1 April 2018                                  138,239                 3,607     141,846 
 Charge to the income statement                      4,034                   800      4, 834 
 Charge to equity                                        -                 (600)       (600) 
 
  At 1 April 2019                                 142, 273                 3,807     146,080 
 Charge to the income statement                     13,157                 1,373      14,530 
 Charge to equity                                        -                   927         927 
 Impact of rate change on deferred 
  taxation on the revaluation reserve                4,889                   124       5,013 
 
  At 31 March 2020                                 160,319                 6,231     166,550 
                                        ------------------  --------------------  ---------- 
 
 
                                            Fair value   Other provision 
                                                  swap            GBP000       Total 
                                                GBP000                        GBP000 
 
 Deferred tax assets 
 
  At 1 April 2018                                1,502               259       1,761 
 (Charge)/credit to the income statement     (1, 100 )                24   (1, 076 ) 
 
  At 1 April 2019                                  402               283         685 
 Credit/(charge) to the income statement         (402)              (85)       (487) 
 
  At 31 March 2020                                   -               198         198 
                                           -----------  ----------------  ---------- 
 

Deferred tax assets and liabilities are only offset where there is a legally enforceable right of offset and there is an intention to settle the balances net. All of the deferred tax assets were available for offset against deferred tax liabilities and hence the net deferred tax liability at 31 March 2020 was GBP166.4 million (2019: GBP145.4 million).

Capital investment is expected to remain at similar levels and the group expects to be able to claim capital allowances in excess of depreciation in future years, allowing for any group relief arrangements within the HDF (UK) Holdings Ltd group of companies.

Deferred tax is calculated in full on temporary differences under the liability method using a tax rate of 19%. The reversal of the 17% (back to 19%) tax rate previously enacted by Finance Act 2016 to take effect from 1 April 2020 has resulted in an additional deferred tax provision of GBP17.0 million (included in the charge to income statement) attributed to the impact of corporation tax rate change.

For the year ended 31 March 2020 a UK corporation tax rate of 19% has been used as enacted by the March 2020 Budget. The deferred tax on temporary differences as at 31 March 2020 have been calculated at the current rate applicable.

   9.    Dividends 
 
                                                    2020       2019 
                                                  GBP000     GBP000 
 
 Equity dividends paid during the year: 
 First interim dividend of 5.58p per 
  ordinary share (2019: 14.20p per ordinary 
  share)                                           2,750      7,000 
 Second interim dividend of 5.58p per 
  ordinary share (2019: 14.20p per ordinary 
  share)                                           2,750      7,000 
 Third interim dividend of 5.58p per 
  ordinary share (2019: 14.20p per ordinary 
  share)                                           2,750      7,000 
 Final dividend of 5.58p per ordinary 
  share (2019: 14.20p per ordinary share)          2,750      7,000 
                                               ---------  --------- 
 
                                                  11,000     28,000 
                                               ---------  --------- 
 

There were no dividends proposed for approval as at 31 March 2020 and 31 March 2019.

10. Earnings per ordinary share

Basic earnings per share amounts are calculated by dividing profit for the year attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year. The following reflects the income and shares data used in the basic and diluted earnings per share computations:

 
                                                         2020         2019 
                                                       GBP000       GBP000 
 
 Profit for the year from continuing operations        16,884       29,411 
                                                  -----------  ----------- 
 
   Profit/(loss) for the year from discontinued 
   operations                                               -        9,253 
 
                                                         2020         2019 
                                                       Number       Number 
 
 Basic and diluted weighted average number 
  of shares                                        49,312,354   49,312,354 
                                                  -----------  ----------- 
 
   Basic and diluted earnings per share from 
   continuing operations                               34.24p       59.64p 
                                                  -----------  ----------- 
 
   Basic and diluted earnings per share from 
   discontinued operations                                  -       18.77p 
                                                  -----------  ----------- 
 

There have been no other transactions involving ordinary shares or potential ordinary shares between the reporting date and the date of completion of these financial statements.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

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July 15, 2020 02:00 ET (06:00 GMT)

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