TIDMREDD

RNS Number : 8278I

Redde Northgate PLC

07 December 2022

7 December 2022

This announcement contains inside information

REDDE NORTHGATE PLC

("Redde Northgate" or the "Group" or the "Company")

ANNOUNCEMENT OF RESULTS FOR THE HALF YEARED 31 OCTOBER 2022

Fleet growth and new contract wins supporting strong financial performance

Redde Northgate (LSE:REDD), the leading integrated mobility solutions platform providing services across the vehicle lifecycle, is pleased to announce its results for the half-year ended 31 October 2022.

 
 Half Year results                  Reported                       Underlying(1) 
 6 months ended 31     H1 2023   H1 2022           Change   H1 2023   H1 2022    Change 
  October 
                          GBPm      GBPm                %      GBPm      GBPm         % 
                      --------  --------  ---------------  --------  --------  -------- 
 Revenue                 696.3     612.9            13.6%     627.6     522.9     20.0% 
                      --------  --------  ---------------  --------  --------  -------- 
 EBIT                    111.6      80.1            39.3%      93.4      87.3      7.0% 
                      --------  --------  ---------------  --------  --------  -------- 
 Profit before Tax       101.9      71.7            42.1%      83.7      78.9      6.1% 
                      --------  --------  ---------------  --------  --------  -------- 
 Earnings per Share      34.4p     22.5p            52.3%     28.1p     26.1p      7.7% 
                      --------  --------  ---------------  --------  --------  -------- 
 (1) excludes vehicle sales revenue, exceptional items, amortisation 
  of acquired intangible assets and adjustments to underlying 
  depreciation. See GAAP reconciliation. 
 
                                           Other measures   H1 2023   H1 2022    Change 
                                                               GBPm      GBPm         % 
                                                           --------  --------  -------- 
                                                 Net debt     661.3     587.2     12.6% 
                                                           --------  --------  -------- 
                Group net debt (excl. IFRS 16 leases) (2)     531.8     470.4     13.0% 
                                                           --------  --------  -------- 
                             Steady state cash generation     121.2      93.5     29.6% 
                                                           --------  --------  -------- 
                                           Free cash flow       2.1     (7.6)       n/a 
                                                           --------  --------  -------- 
                                                     ROCE     13.5%     12.5%   1.0ppts 
                                                           --------  --------  -------- 
                                       Dividend per Share      7.5p      6.0p     25.0% 
                                                           --------  --------  -------- 
 (2) excludes leases that would not have been recognised on 
  the balance sheet prior to adoption of IFRS 16. 
 

Martin Ward, CEO of Redde Northgate, commented:

"With the Group fleet up 8% to over 130,000 vehicles and new multi-year contracts going live in the period, we have achieved meaningful growth across all our revenue streams. Our strategy of building an integrated platform is serving us well, with customers increasingly accessing a broadening product set to support their mobility needs. The Blakedale acquisition at the start of the period has integrated well, enjoying both customer and fleet growth since joining the Group.

We have successfully delivered on our margin targets and implemented pricing increases across the business to help mitigate cost inflation. While mindful of the macro-economic backdrop, with a diverse and high-quality customer base well represented in resilient sectors, we are positioned to capitalise on growth opportunities across the business, in particular when LCV supply strengthens."

Key financial highlights

-- Group revenue growth up 14%, reflecting strong traffic and accident management volumes, fleet growth, pricing increases, and continued robust residual values

-- Reported PBT of GBP101.9m up 42%; underlying PBT up 6% to GBP83.7m due to strong operational performance, partially offset by lower disposal profits and higher interest

-- Steady state cash generation improved 30% to GBP121.2m; free cashflow reflects investments in fleet, working capital for new insurance contracts, and the Blakedale acquisition

-- Strong balance sheet with over GBP300m of facility headroom and bank facility extended out one year to 2026; 1.6x leverage (H1 2022: 1.5x) well within our stated target 1-2x range

-- Shareholder returns: 25% increase in interim dividend to 7.5p; GBP60m share buyback programme running since March, GBP56m spend in total by end-November

Depreciation rate change

-- H1 reported PBT benefitted from GBP28m of depreciation adjustment, in line with expectations at full year; no impact on H1 underlying results; and no impact on cash

Business highlights

-- Group fleet up 8% to over 130,000, driven by strong growth in Spain and replacement vehicles for insurance contracts; LCV scarcity in Northgate UK&I ongoing, supporting residual values

-- Two large insurance contracts went live in period, each customer now taking full range of claims and repair services; activity to grow through next 12 months

-- Growing take-up of value - added services, including cross sell of accident management services, with Northgate UK&I customer fleet under management up 75% ; good H2 pipeline for services

-- Launch of bundled e-LCV vehicle and charging solution to help fleet transitions; won 2 Spanish repair contracts, including from an existing large UK insurance customer

-- Recent acquisitions delivering on strategic goals: strong demand for FMG RS repair solutions; Blakedale proposition gaining traction with existing customers

-- Divisional margins maintained in line or above long-term target range through careful pricing actions to reflect cost inflation

Outlook

Demand for our services continues to be robust across geographies along with continuing strength in residual values. These factors underpin our confidence for the full year which is expected to be modestly above market expectations. While the Board is mindful of the ongoing macro-economic environment and current LCV supply, it remains confident that our integrated mobility solutions platform will continue to create sustainable shareholder value.

Analyst Briefing

A hybrid presentation for sell-side analysts and institutional investors will be held at 9.30am today, 7 December 2022. If you are interested in attending, please email Buchanan on reddenorthgate@buchanan.uk.com to request the joining details. This presentation will also be made available via a link on the Company's website www.reddenorthgate.com .

For further information contact:

Ross Hawley, Head of Investor Relations +44 (0) 204 566 7090

Buchanan

David Rydell/Jamie Hooper/Hannah Ratcliff/ Verity Parker +44 (0) 207 466 5000

This announcement is made on behalf of Redde Northgate plc by James Kerton, Company Secretary of Redde Northgate plc.

Notes to Editors:

Redde Northgate is the leading integrated mobility solutions platform providing services across the vehicle lifecycle. The Company offers integrated mobility solutions to businesses, fleet operators, insurers, OEMs and other customers across the following key areas: vehicle rental, vehicle data, accident management, vehicle repairs, fleet management, service and maintenance, vehicle ancillary services and vehicle sales.

The Company's core purpose is to keep its customers mobile, whether through meeting their regular mobility needs or by servicing and supporting them when unforeseen events occur. With its considerable scale and reach, Redde Northgate's mission is to offer a market-leading customer proposition and drive enhanced returns for shareholders by creating value through sustainable compounding growth. The Group aims to achieve this through the delivery of its strategic framework of Focus, Drive and Broaden.

Redde Northgate services its customers through a network and diversified fleet of over 130,000 owned and leased vehicles, supporting over 600,000 managed vehicles, with around 175 branches across the UK, Ireland and Spain and a specialist team of over 6,700 employees.

Further information regarding Redde Northgate plc can be found on the Company's website www.reddenorthgate.com .

GAAP reconciliation and glossary of terms

Throughout this document we refer to underlying results and measures; the underlying measures allow management and other stakeholders to better compare the performance of the Group between the current and prior period without the effects of one-off or non-operational items. Underlying measures exclude intangible amortisation from acquisitions and certain one-off items such as those arising from restructuring activities and the tax impact thereon. Specifically, we refer to disposal profit(s). This is a non-GAAP measure used to describe the adjustment in depreciation charge made in the period for vehicles sold at an amount different to their net book value at the date of sale (net of attributable selling costs).

Adjustments have also been made to underlying results for depreciation rate changes made in the period in relation to an old cohort of vehicles impacted by the disruption in residual values over recent periods which could not have been envisaged at the time those vehicles were purchased. Further explanation of this impact is included within the Financial Review.

A reconciliation of GAAP to non-GAAP underlying financial performance is outlined below. A further explanation of alternative performance measures and a glossary of terms used in this document are outlined below the Financial Review.

GAAP reconciliation tables

Income statement reconciliation

 
 Six month period          Foot     31.10.2022     31.10.2022    31.10.2022   31.10.2021     31.10.2021     31.10.2021 
 ending                    note      Statutory    Adjustments    Underlying    Statutory    Adjustments     Underlying 
 (Unaudited) 
              (below)                     2022           2022          2022         2021           2021           2021 
                                          GBPm           GBPm          GBPm         GBPm           GBPm           GBPm 
----------------------  ---------  -----------  -------------  ------------  -----------  -------------  ------------- 
 
 Revenue                   (a)           696.3         (68.7)         627.6        612.9         (90.0)          522.9 
                           (b + 
 Cost of sales              c)         (478.8)           40.5       (438.4)      (441.3)           90.0        (351.3) 
                                   -----------  -------------  ------------  -----------  -------------  ------------- 
 Gross profit                            217.5         (28.2)         189.2        171.7              -          171.7 
 Administrative 
  expenses                 (d)         (107.5)           10.1        (97.4)       (94.0)            7.5         (86.5) 
                                   -----------  -------------  ------------  -----------  -------------  ------------- 
 Operating profit                        110.0         (18.2)          91.8         77.7            7.5           85.2 
 Income from associates                    1.6              -           1.6          2.1              -            2.1 
 Gain on bargain 
  purchase                 (e)               -              -             -          0.3          (0.3)              - 
                                   -----------  -------------  ------------  -----------  -------------  ------------- 
 EBIT                                    111.6         (18.2)          93.4         80.1            7.2           87.3 
 Interest income                             -              -             -            -              -              - 
 Finance costs                           (9.7)              -         (9.7)        (8.4)              -          (8.4) 
                                   -----------  -------------  ------------  -----------  -------------  ------------- 
 Profit before taxation                  101.9         (18.2)          83.7         71.7            7.2           78.9 
 Taxation                  (f)          (19.9)            3.2        (16.7)       (16.2)            1.5         (14.7) 
                                   -----------  -------------  ------------  -----------  -------------  ------------- 
 Profit for the year                      82.0         (15.0)          67.0         55.5            8.7           64.2 
                                   -----------  -------------  ------------  -----------  -------------  ------------- 
 
 Shares for EPS calculation             238.7m                       238.7m       246.1m                        246.1m 
 Basic EPS                               34.4p                        28.1p        22.5p                         26.1p 
---------------------------------  -----------  -------------  ------------  -----------  -------------  ------------- 
                           Foot 
                           notes 
 Adjustments comprise: 
 Revenue: sale of 
  vehicles                 (a)                         (68.7)                                    (90.0) 
 Cost of sales: 
  revenue 
  sale of vehicles net 
  down                     (b)                           68.7                                      90.0 
 Adjustments to 
 underlying 
 depreciation (see 
 Financial 
 Review)                   (c)                         (28.2)                                         - 
                                                -------------                             ------------- 
 Gross profit                                          (28.2)                                         - 
                                                -------------                             ------------- 
 Exceptional items (Note 
  11)                                                       -                                     (2.4) 
 
 Amortisation of acquired 
  intangible assets (Note 
  6)                                                     10.1                                       9.9 
                                                -------------                             ------------- 
 Administrative 
  expenses                 (d)                           10.1                                       7.5 
 Gain on bargain 
  purchase                 (e)                              -                                     (0.3) 
                                                -------------                             ------------- 
 Adjustments to EBIT                                   (18.2)                                       7.2 
 Adjustments to PBT                                    (18.2)                                       7.2 
 Tax on exceptional items 
  (Note 11)                                                 -                                       0.5 
 Tax on brand royalty 
  charges and amortisation 
  of acquired intangible 
  assets and tax rate 
  change on acquired intangible 
  assets                                                  3.2                                       1.0 
 Tax adjustments           (f)                            3.2                                       1.5 
                                                -------------                             ------------- 
 Adjustments to profit                                 (15.0)                                       8.7 
                                                -------------                             ------------- 
 
 

OPERATING REVIEW

Group Overview

The first half of the year saw strong performances across our geographies and segments. We saw significant volume growth in our accident management businesses, and growth in vehicle rental revenues across geographies. These came through a combination of strong demand, careful pricing increases offsetting cost inflation, and successful management of fleet acquisitions and disposals. Together these helped support operating margins across the business units.

Operationally, our focus in the period has been on careful management and allocation of our resources, with continued scarce LCV supply, to best serve key customer demand and target sectors which are expected to have the greatest resilience through macro-economic stress and position us for future growth opportunities.

Growth drivers

Strong demand for vehicle provision continued across our end-markets during the period. In Redde, this was helped by increased traffic volumes, in addition to two of the previously announced multi-year large insurer contracts coming on stream. Supported by our other announced contracts, activity and volumes will continue to grow through the year. We have a healthy pipeline as corporates and insurance partners increasingly look for an outsourced solution across the Group's integrated mobility platform, looking to benefit from the cost and efficiency benefits our platform can offer.

Fleet growth of around 5,000 vehicles over the past 6 months reflects the success we have had in accessing pockets of supply, particularly for cars, to support our businesses and customer needs. In Northgate Spain a broader range of manufacturers supported strong fleet growth and in the UK our market position means that we get early visibility and have the financial firepower to quickly respond to supply opportunities when they come available. A combination of limiting disposals and optimising fleet recycling when vehicles come off rent also allowed the businesses to focus on satisfying areas of high-quality demand.

The acquisition of Blakedale, which specialises in traffic management vehicles, announced at the start of the period expanded our specialist services offering and has seen encouraging growth including a growing customer base and vehicle fleet since acquisition. The launch of our new rental solution, which combines an EV vehicle and e-charging point, reflects the ability to offer innovative solutions which address customer needs, and we continue to explore multiple inorganic opportunities to grow both our fleet and range of services.

Customer diversity

Our rental business benefits from a diverse customer base and we continue to target sectors and customers who are well positioned in the current economic climate. Actively managing customer vehicle returns and realloactions allows for a risk / opportunity focused approach and the result is a diverse end market customer profile.

In Northgate UK&I, no sector accounts for more than 15% of LCV rental VOH, and eight sectors each represent over 7% of VOH. Public sector and large corporate customers with fleets of over 40 LCVs account for over 50% of our fleet. Growth in areas such as facilities management and fibre installation position us well in areas viewed as more robust in the current economic downturn. We also have a diverse range of sector exposure and customers in Northgate Spain, again with around half the fleet being taken by government or large fleet customers.

Margin stability

The business has successfully protected its operating margins while experiencing cost inflation and vehicle supply constraints. Across all business segments, there has been a focus on cost management and mitigation of inflation pressures, while still ensuring customers see cost and efficiency benefits from using our services.

Pricing increases in both Northgate Spain and Northgate UK&I have been carefully managed in discussion with customers, including where targeted on issues such as energy cost levies within existing FMG RS contracts, or enhancing maintenance for extending the fleet life. Appetite for value-added ancillary services such as telematics and fleet management have also grown within the period, together with a 75% growth in vehicles covered by accident management services in Northgate UK&I, supporting rental margins and customer retention, as customers see benefits and efficiencies from leveraging our fleet expertise.

Supporting sustainability

Our Drive to Zero programme seeks to support fleet customers in identifying the right strategy and first steps in utilising EVs, or improving their fleet management and behaviour to reduce current emissions. We have helped an increasing number of customers better understand their options and timeframes for undertaking fleet transition, and our new bundled EV solution reflects feedback from customers on their barriers to faster transition.

Within our business, we have focused on targeted recruitment for areas of scarce resource, supported by the grant of shares to all employees this month to help ensure all colleagues are able to benefit from the long-term growth of the business. To help with cost-of-living pressures in the short term, we are making c.GBP250 one-off payments to over 4,500 colleagues (over 60% of total employees) across the Group, alongside making available discounts on a broad range of retail purchases and offering an excess holiday buyback scheme. Our new group intranet hub is already fostering greater sharing of Group values and culture, and our new corporate website was launched at the end of November.

Trading

Total Group revenue, including vehicle sales, was 13.6% higher than the prior period. Underlying Revenue (excluding vehicle sales) of GBP627.6m (H1 2022: GBP522.9m) was 20.0% higher (19.9% at constant exchange rates) reflecting an 9.2% increase in vehicle hire revenue and a 32.2% increase in claims and services revenue mainly driven by greater claims volumes.

Total fleet increased 8% since the prior period, up c.10,000 vehicles including those held on contract hire; since the year end it increased 4%. Vehicle sales revenues were 23.7% lower, reflecting lower disposal volumes, while purchases totalled 10,800 (H1 2022: 13,500).

Total disposal profits for the period of GBP24.7m were 9% lower than the prior period with 7,700 vehicles sold (H1 2022: 10,100). LCV supply constraints across the sector continued to support high residual values, partially offsetting the impact of 24% lower disposal volumes. Northgate UK&I closing VOH was 3.3% lower than at 31 October 2022, while Northgate Spain closing VOH was 5.2% higher reflecting greater availability of new vehicles.

Northgate UK&I rental margin of 15.6% compared to 17.6% in the prior period, in part reflecting the impact of lower margin contributions from recent acquisitions, and was close to the 15.3% margin for the full year FY 2022. Rental margins in Northgate Spain reached 20.4% (H1 2022: 17.1%), benefitting from higher VOH and pricing actions taken early in the calendar year. Redde saw volume and activity growth across its product offerings, resulting in a GBP4.3m increase in underlying EBIT to GBP20.4m (H1 2022: GBP16.1m).

Underlying PBT growth of 6.1% to GBP83.7m (H1 2022: GBP78.9m) reflects our strong operational performance, partially offset by higher interest and central costs. Statutory EBIT of GBP111.6m (up GBP31.5m) and statutory PBT of GBP101.9m (up GBP30.2m) included GBP28.2m adjustment to depreciation rates which is not included in our underlying results, in line with indications set out at the full year.

Underlying EPS was 28.1p (H1 2022: 26.1p), 7.7% higher than prior period with an average share count of 238.7m (H1 2022: 246.1m) reflecting the share buyback actions taken in the period. Statutory EPS rose to 34.4p (H1 2022: 22.5p).

Free cashflow of GBP2.1m was GBP9.7m higher than the prior period (H1 2022: GBP7.6m outflow) and included GBP68.7m of growth capex used to support growth in the fleet in Northgate Spain and Redde.

Group ROCE rose by 1ppt to 13.5% (H1 2022: 12.5%), reflecting the improved operational performance, partially offset by lower disposal profits and working capital in Redde.

Financial strength and Capital allocation

Our strong cashflows and balance sheet position supports our business growth, a progressive dividend as well as share buybacks.

This financial strength continues to provide a competitive advantage, both in fleet acquisition strategies and our ability to contemplate non-organic expansion. The extension in October of our RCF bank facility by an additional 12 months to 2026 gives us additional flexibility and duration to our borrowings.

The Board has declared an interim dividend of 7.5p per share (H1 2022: 6.0p) to be paid on 13 January 2023 to shareholders on the register as at close of business on 16 December 2022. The interim dividend represents 50% of the final dividend for the year ended 30 April 2022 in line with previous guidance.

While we focus our efforts on supporting business growth, we continue to view buybacks as a useful element within our capital allocation alongside a progressive dividend and will be kept under review. The share buyback programme has been underway since March and its extension in August reflected the attractive proposition of risk-free enhancement of shareholder returns. As at end-November, 16 million shares had been acquired at a cost of GBP56m and are being held in treasury.

Northgate UK&I

 
 Six months ended 31 October    H1 2023   H1 2022     Change 
 KPI                             ('000)    ('000)          % 
-----------------------------  --------  --------  --------- 
 Average VOH                       49.2      50.2     (1.8%) 
 Closing VOH                       49.3      50.9     (3.3%) 
 Average utilisation %              92%       92%       0ppt 
 Six months ended 31 October    H1 2023   H1 2022     Change 
 PROFIT & LOSS (Underlying)        GBPm      GBPm          % 
-----------------------------  --------  --------  --------- 
 Revenue - Vehicle hire           184.1     170.8       7.8% 
 Revenue - Vehicle sales           50.3      61.9    (18.7%) 
                               --------  --------  --------- 
 Total Revenue                    234.4     232.7       0.7% 
 Rental profit                     28.8      30.0     (4.2%) 
 Rental Margin %                  15.6%     17.6%   (2.0ppt) 
 Disposal profit                   18.8      22.9    (18.1%) 
 Underlying EBIT                   47.5      52.9    (10.2%) 
 EBIT Margin %[3]                 20.3%     22.7%   (2.4ppt) 
 ROCE %                           16.1%     17.4%   (1.7ppt) 
-----------------------------  --------  --------  --------- 
 

Rental revenue grew 8% in the period, with a very active focus on directing available inventory to selected market segments and key clients, helping to optimise utilisation and protecting margin, which was also supported by carefully targeted and communicated rate increases. Ageing of the fleet continues to support strong customer demand.

Average VOH at 49,200 was 1.8% lower, reflecting LCV registrations in the UK being 25% below pre-Covid levels and at their lowest level at this point in the year since 2013. This lack of supply has supported residual value levels, which stabilised from the middle of the calendar year, and remains substantially above pre-Covid levels.

The business saw improvements in take-up of ancillary vehicle and fleet services, such as a 75% increase in customer vehicles under accident management, increasing take up of telematics and a strong pipeline of customers interested in fleet management services. Customers looking to convert to electric vans were offered an innovative new electric vehicle and charger bundled rental product which was launched in November, helping to overcome a known barrier to EV transition. Lack of suitable vehicle product is however slowing the wider conversion to electric vans in the general user community.

The Group acquired specialist traffic management vehicle provider Blakedale early in the period and has focused on integration actions and seen early successes in customer introductions, with growth in fleet and customer contracts since acquisition.

Financial overview

Northgate UK&I underlying EBIT of GBP47.5m was 10.2% lower than the prior period (H1 2022: GBP52.9m) with average VOH reducing 1.8%, rental profit GBP1.2m lower at GBP28.8m and rental margins 2.0ppt lower at 15.6% (H1 2022: 17.6%), compared to FY 2022 full year margin of 15.3%. Disposal profits decreased GBP4.1m to GBP18.8m reflecting a 13.8% reduction in vehicle sales due to lower replacements.

Rental business

Hire revenue in the Northgate UK&I business increased 7.8% compared to the prior period to GBP184.1m (H1 2022: GBP170.8m), with a 1.8% reduction in average VOH being offset by an 8.0% increase in average revenue per vehicle. Rate increases were applied across our full range of rental products.

Closing VOH of 49,300 was 1,700 lower than the prior period (H1 2022: 50,900) and compares to 49,200 at 30 April 2022 year end which demonstrates that the shortage in supply of new vehicles has held back growth in the period.

Northgate UK&I's minimum term proposition accounted for 38% of average VOH (H1 2022: 35%). The average term of these contracts is approximately three years, providing both improved visibility of future rental revenue and earnings, as well as lower transactional costs.

Rental margin for the period was 15.6% compared to 17.6% in the prior period, 13.2% in H2 FY 2022 and 15.3% in the full year FY 2022. This was supported by pricing increases and partially offset by cost inflation and investment to grow Charged EV.

The net impact of the reduction in VOH and lower rental margin was a 4.2% decrease in rental profits to GBP28.8m (H1 2022: GBP30.0m).

Management of fleet and vehicle sales

The closing Northgate UK&I rental fleet was 53,800 compared to 54,200 at 30 April 2022. During the period, 2,900 vehicles were purchased (H1 2022: 6,300) and 3,700 vehicles were de-fleeted (H1 2022: 4,700). The leased fleet increased by 400 vehicles.

The average age of the fleet at the end of the period was 3.0 months higher than at 30 April 2022 and 5.1 months higher than at 31 October 2021. This was due to managing the fleet to mitigate impacts of the restricted market supply reducing both purchases and vehicles sold.

A total of 4,900 vehicles were sold in Northgate UK&I during the period, 13.8% lower than the prior period (H1 2022: 5,700 vehicles). Disposal profits of GBP18.8m (H1 2022: GBP22.9m) decreased 18.1% versus the prior period, reflecting the reduction in the number of vehicles sold. Average profit per unit (PPU) on disposals reduced 5.5% to GBP3,829 (H1 2022: GBP4,052).

EBIT and ROCE

Underlying EBIT of GBP47.5m was 10% lower than the prior period (H1 2022: GBP52.9m) driven by both rental and disposal profits as explained above.

The ROCE in Northgate UK&I was 16.1% (H1 2022: 17.4%) reflecting the decrease in EBIT mainly as a result of lower disposals.

Capex and cash flow

 
 Six months ended 31 October          H1 2023   H1 2022   Change 
                                         GBPm      GBPm     GBPm 
-----------------------------------  --------  --------  ------- 
 Underlying EBITDA                       90.9      93.7    (2.8) 
 Net Replacement Capex[4]              (38.1)    (33.6)    (4.5) 
 Lease principal payments[5]            (5.5)     (3.6)    (1.9) 
                                     --------  --------  ------- 
 Steady state cash generation            47.3      56.5    (9.2) 
 Growth Capex (incl. inorganic)(4)       15.1    (13.2)     28.3 
-----------------------------------  --------  --------  ------- 
 

Underlying EBITDA decreased 3.0% to GBP90.9m (H1 2022: GBP93.7m).

Net replacement capex(4) was GBP38.1m, GBP4.5m higher than the prior period with a reduction in number of vehicles replaced being offset by the average cost of replacements being higher due to price inflation and the change in mix of vehicles replaced.

Steady state cash generation decreased by GBP9.2m to GBP47.3m (H1 2022: GBP56.5m) reflecting the lower underlying EBITDA and the higher net replacement capex. Growth capex(4) was GBP15.1m inflow reflecting a reduction in owned fleet due to the vehicle supply constraints experienced throughout the period.

Northgate Spain

 
 Six months ended 31 October    H1 2023   H1 2022    Change 
 KPI                             ('000)    ('000)         % 
-----------------------------  --------  --------  -------- 
 Average VOH                       53.2      49.4      7.7% 
 Closing VOH                       53.8      51.1      5.2% 
 Average utilisation %              92%       93%    (1ppt) 
 Six months ended 31 October    H1 2023   H1 2022    Change 
 PROFIT & LOSS (Underlying)        GBPm      GBPm         % 
-----------------------------  --------  --------  -------- 
 Revenue - Vehicle hire           122.7     107.7     13.9% 
 Revenue - Vehicle sales           18.2      28.1   (35.3%) 
                               --------  --------  -------- 
 Total Revenue                    140.9     135.8      3.7% 
 Rental profit                     25.1      18.5     35.7% 
 Rental Margin %                  20.4%     17.1%    3.3ppt 
 Disposal profit                    5.9       4.1     45.1% 
 Underlying EBIT                   31.0      22.6     37.4% 
 EBIT Margin %[6]                 22.0%     16.6%    5.4ppt 
 ROCE %                           11.5%      8.7%    2.8ppt 
-----------------------------  --------  --------  -------- 
 

Rental revenue growth of 14% was achieved through a combination of increased VOH (up 8%), together with pricing increases which had been implemented at the start of the calendar year for both minimum term and flexible rental products. Demand remained strong throughout the period and the business focused on delivering vehicles to satisfy its key customers, notably within sectors including infrastructure, IT and telecoms.

Vehicle supply was assisted by a broadening of fleet vehicle suppliers, but remained below the prior period and the high levels of demand. The business also carefully managed its defleeting activities, with disposal volumes 11% lower than the prior period, in order to satisfy key customer needs. PPUs were up over 125% in the period, helping to support disposal profit levels. Fleet ageing increased 5 months since 31 October 2021, with related service costs reflected within the hire rate increases.

Rental margin at over 20% for the period is expected to have reached its peak. This was driven by pricing increases implemented before the start of the period, while inflation-driven costs and fleet growth, with its related depreciation, building through the period.

Northgate's workshops have been working at high capacity throughout the period, supported by the strategic action to make this service available to third parties. Two repair contracts were signed with insurance companies looking to secure workshop capacity, including a referral from a major UK insurance customer, and have the potential to grow to become meaningful customers.

Volumes through the online eAuction platform accounted for almost all of the trade sales in the period, making for highly cost-efficient disposals. The roll-out of solar panels moved into its 2(nd) phase, providing significant energy cost savings at a time where these are a growing burden for businesses, with a total of over 1 MW of generating capacity installed or planned for installation this financial year.

Financial overview

Northgate Spain had a strong period with EBIT increasing GBP8.4m or 37.4% driven by VOH growth of 7.7% and strong rental margins of 20.4% compared to 17.1% in the prior period.

Rental business

Hire revenue in the Northgate Spain business increased 13.9% (13.5% in local currency) to GBP122.7m (H1 2022: GBP107.7m), driven by average VOH which increased 7.7%. Closing VOH increased 5.2% to 53,800.

Northgate Spain's minimum term proposition accounted for around 35% (H1 2022: 35%) of average VOH. The average term of these contracts is approximately three years, providing both improved visibility of future rental revenue and earnings.

The rental margin was 3.3ppt higher than the prior period at 20.4% from pricing increases and lower overheads, with some cost inflation offsetting this.

The impact of increase in hire revenue and rental margin was a 35.7% increase in rental profits to GBP25.1m (H1 2022: GBP18.5m).

Management of fleet and vehicle sales

The closing Northgate Spain rental fleet amounted to 60,600 compared to 57,600 vehicles at 30 April 2022. During the period 5,700 vehicles were purchased (H1 2022: 7,200) and 2,700 vehicles were de-fleeted (H1 2022: 3,100 vehicles). The average age of the fleet at the end of the period was 5 months higher than at the same time last year. This was due to managing the fleet to mitigate impacts of the restricted market supply reducing purchases.

A total of 2,800 vehicles were sold in Northgate Spain during the period, 36.2% lower than prior period reflecting the restricted market supply of new vehicles in the period.

Disposal profits of GBP5.9m (H1 2022: GBP4.1m) increased 45.1%. The reduction in the number of vehicles sold was offset by continued strength in sales values resulting in an increase in average profit per unit (PPU) on disposals to GBP2,101 (H1 2022: GBP924).

EBIT and ROCE

Underlying EBIT of GBP31.0m increased 37.4% over the prior period (H1 2022: GBP22.6m) driven by both higher rental and disposal profits as explained above. The ROCE in Northgate Spain was 11.5% (H1 2022: 8.7%) reflecting the increase in rental margin and an older fleet.

Capex and cash flow

 
 Six months ended 31 October          H1 2023   H1 2022   Change 
                                         GBPm      GBPm     GBPm 
-----------------------------------  --------  --------  ------- 
 Underlying EBITDA                       75.9      65.4     10.5 
 Net Replacement Capex[7]              (13.7)    (34.4)     20.7 
 Lease principal payments[8]            (1.3)     (1.3)        - 
                                     --------  --------  ------- 
 Steady state cash generation            60.9      29.7     31.2 
 Growth Capex (incl. inorganic)(7)     (41.0)    (33.5)    (7.5) 
-----------------------------------  --------  --------  ------- 
 

Underlying EBITDA increased GBP10.5m to GBP75.9m (H1 2022: GBP65.4m).

Net replacement capex(7) in the period was GBP13.7m, GBP20.7m lower than the prior period, as a result of the ageing of the fleet in response to the shortage of new vehicle supply.

Steady state cash generation increased by GBP31.2m to GBP60.9m (H1 2022: GBP29.7m) reflecting higher EBITDA and lower net replacement capex in the period. Growth capex(7) was GBP41.0m reflecting investment in the fleet to meet demand.

Redde

 
 Six months ended 31 October      H1 2023   H1 2022     Change 
 PROFIT & LOSS (Underlying)          GBPm      GBPm          % 
-------------------------------  --------  --------  --------- 
 Revenue - Claims and Services      331.4     251.9      31.5% 
 Revenue - Vehicle sales              0.3         -     100.0% 
                                 --------  --------  --------- 
 Total Revenue                      331.7     251.9      31.7% 
 Gross profit                        70.4      60.5      16.4% 
 Gross margin %(9)                  21.2%     24.0%   (2.8ppt) 
 Operating profit                    18.9      14.0      35.1% 
 Income from associates               1.6       2.1    (26.1%) 
 Underlying EBIT                     20.4      16.1      27.1% 
 EBIT margin %[9]                    6.2%      6.4%   (0.2ppt) 
 ROCE %                             15.4%     11.6%     3.8ppt 
-------------------------------  --------  --------  --------- 
 

The Redde Group of businesses made a strong start to the financial year with revenues up 31.7% reflecting the growth in road traffic, increased volumes from new business wins which have launched in the past 12 months, and an industry-wide rise in chargeable costs reflecting inflation across the supply chain.

The operational focus was on the integration of two (previously reported) large insurance contracts, where we are now providing fault and non-fault claims services and vehicle repair management. Both contracts went 'live' in the first half and have seen strong volume growth from inception. All previously announced contracts are now live, and the pipeline of opportunities remains healthy. Current and prospective customers are attracted to the efficiency savings and customer service levels available from an integrated mobility solution from Redde.

EBIT margin was stable, reflecting a change in repair service mix together with the up-front cost of work in advance of major contract operational launches. Fleet and bodyshop resources remain constrained, although the supply of passenger cars improved slightly, allowing for fleet growth of 17% (since 30 April 2022) to be achieved according to plan. High energy usage within the bodyshops was mitigated by agreement with customers for an interim energy levy, maintaining margin on contracts which are already in existence.

There has been a strong focus on driver and bodyshop recruitment and efficiencies in order to deliver on strong customer demand, which included greater integration of FMG RS within the Redde organisation. A leading customer, Admiral, recently announced a consolidation of their vehicle repair supply chain and FMG RS were selected as an approved partner, further enhancing our overall relationship and delivering increased repair volume to FMG RS.

Financial overview

During the period EBIT has increased by 27.1% over the prior period to GBP20.4m, with the growth in volumes seen in H2 FY 2022 continuing throughout the period.

Revenue and profit

Revenue for the period (excluding disposals) increased 31.5% to GBP331.4m (H1 2022: GBP251.9m) reflecting the increase in traffic volumes seen in H2 FY 2022 and a continuing extension in hire length during the period due to the impact of macro challenges in supply chains for parts and labour.

Gross margin of 21.2% declined 2.8ppt (H1 2022: 24.0%) due to volume mix within the business.

EBIT for the period increased 27.1% to GBP20.4m (H1 2022: GBP16.1m) reflecting the increase in revenue.

Management of fleet

The total fleet in Redde closed the period at 16,900 vehicles, from 14,500 at 30 April 2022 with the fleet increase supporting the increase in volumes of credit hires.

The average fleet age was 15 months reflecting the lower fleet holding period than in the Northgate businesses due to the different usage of the vehicles and business economics.

The Redde fleet operates a hybrid solution of ownership, contract hire and, during peak periods, cross-hiring when needed.

Capex and cash flow

 
 Six months ended 31 October      H1 2023    H1 2022     Change 
                                     GBPm       GBPm       GBPm 
------------------------------  ---------  ---------  --------- 
 Underlying EBITDA                   37.5       27.9        9.6 
 Net replacement capex[10]          (1.3)      (0.1)      (0.4) 
 Lease principal payments[11]      (17.7)     (15.5)      (2.2) 
                                ---------  ---------  --------- 
 Steady state cash generation        18.5       11.5        7.0 
 Growth capex(10)                  (42.8)      (5.0)     (37.8) 
 Debtor days                     168 days   176 days   (8 days) 
------------------------------  ---------  ---------  --------- 
 

Underlying EBITDA increased GBP9.6m to GBP37.5m (H1 2022: GBP27.9m) reflecting the recovery of traffic volumes.

Net replacement capex(10) was GBP1.3m in the period (H1 2022: GBP0.1m). Steady state cash generation increased GBP7.0m to GBP18.5m (H1 2022: GBP11.5m).

Growth capex(10) increased to GBP42.8m (H1 2022: GBP5.0m) reflecting a growth in the fleet to meet the increase in demand for our services.

Debtor days were 168 days at the end of the period, a decrease from 176 days in the prior period. This measure is based upon net trade receivables and contract assets, other receivables and accrued income as a proportion of the related underlying sales revenue for the past 12 months multiplied by 365 days.

FINANCIAL REVIEW

Group Revenue and EBIT

 
 Six months ended 31 October      H1 2023   H1 2022   Change    Change 
                                     GBPm      GBPm     GBPm         % 
-------------------------------  --------  --------  -------  -------- 
 Revenue - Vehicle hire             302.7     277.1     25.6      9.2% 
 Revenue - Vehicle sales             68.7      90.0   (21.3)   (23.7%) 
 Revenue - Claims and services      324.9     245.8     79.1     32.2% 
-------------------------------  --------  --------  -------  -------- 
 Total revenue                      696.3     612.9     83.4     13.6% 
 Rental profit                       53.8      48.5      5.4     11.1% 
 Disposal profit                     24.7      27.0    (2.3)    (8.5%) 
 Claims and services profit          18.9      14.0      4.9     35.1% 
 Corporate costs                    (5.5)     (4.3)    (1.3)   (30.4%) 
-------------------------------  --------  --------  -------  -------- 
 Underlying operating profit         91.8      85.2      6.7      7.8% 
 Income from associates               1.6       2.1    (0.6)   (26.1%) 
-------------------------------  --------  --------  -------  -------- 
 Underlying EBIT                     93.4      87.3      6.1      7.0% 
 Underlying EBIT margin             13.4%     14.2%        -    0.8ppt 
 Statutory EBIT                     111.6      80.1     31.5     39.3% 
-------------------------------  --------  --------  -------  -------- 
 

-- Total Group revenue, including vehicle sales, of GBP696.3m was 13.6% higher than prior period (13.5% at constant exchange rates). Hire revenues were 9.2% higher due to 2.9% higher VOH across the Group as well as increased hire rates. Vehicle sales revenues were 23.7% lower due to a 2,300 reduction in vehicle disposals compared to the prior period but partially offset by stronger residual values

-- Revenue (excluding vehicle sales) of GBP627.6m (H1 2022: GBP522.9m) was 20.0% higher (19.9% at constant exchange rates) reflecting an increase in vehicle hire revenue and 32.2% increase in claims and services revenue driven by greater claims volumes

-- Underlying EBIT of GBP93.4m was 7.0% higher, reflecting the strong performance across the business

-- Statutory EBIT of GBP111.6m was 39.3% higher, reflecting higher underlying EBIT as well as adjustments to underlying depreciation of GBP28.2m as outlined below

Group PBT and EPS

 
 Six months ended 31 October      H1 2023   H1 2022   Change   Change 
                                     GBPm      GBPm     GBPm        % 
-------------------------------  --------  --------  -------  ------- 
 Underlying EBIT                     93.4      87.3      6.1     7.0% 
 Net finance costs                  (9.7)     (8.4)    (1.3)    15.5% 
-------------------------------  --------  --------  -------  ------- 
 Underlying Profit before Tax        83.7      78.9      4.8     6.1% 
 Statutory Profit before Tax        101.9      71.7     30.2    42.1% 
 Underlying effective tax rate      20.0%     18.7%        -   1.3ppt 
 Underlying EPS                     28.1p     26.1p     2.0p     7.7% 
 Statutory EPS                      34.4p     22.5p    11.9p    52.3% 
-------------------------------  --------  --------  -------  ------- 
 

-- Underlying PBT was 6.1% higher, reflecting the higher EBIT as a result of the improved business performance partially offset by higher finance costs, which were 15.5% higher

-- Statutory PBT was 42.1% higher, reflecting the higher underlying PBT and adjustments to underlying depreciation in the year of GBP28.2m credit (H1 2022: GBPnil)

   --    The underlying effective tax rate of 20.0% was 1.3ppt higher than prior period 
   --    Underlying EPS of 28.1p was 7.7% higher, reflecting the increased profits in the period 

-- Statutory EPS of 34.4p was 52.3% higher, reflecting the movement in underlying EPS and the impact of credits to underlying depreciation in the current period

Exceptional items

During the period, there were no items that were recognised as exceptional items (H1 2022: GBP2.7m).

Further detail on exceptional items is included in Note 11.

Amortisation of acquired intangibles and adjustments to underlying depreciation charges are not an exceptional item as it is recurring. However, it is excluded from underlying results in order to provide a better comparison of performance of the Group. The total amortisation of acquired intangibles charged in the period was GBP10.1m (H1 2022: GBP9.9m).

Depreciation rate changes

As explained at the year end, residual values have increased significantly over the previous two financial years due to the disruption of new vehicle supply which has increased demand for used vehicles. Up to April 2022, no changes had been made to depreciation rates on existing fleet vehicles as the extent and longevity of this buoyancy in residual values has been uncertain. However, it has continued for longer than anticipated and uncertainty remains over how long it will take for supply of new and used vehicles to return to a more normal level.

For this reason, there are a number of vehicles on our fleet where the depreciated book value is below or very close to the expected residual value at disposal. In line with the requirements of accounting standards, a decision was made to reduce depreciation rates from 1 May 2022 on certain vehicles remaining on the fleet which were purchased before FY 2021.

The impact on the statutory income statement over the remaining holding period of those vehicles (as outlined at the year end) is expected to be as follows:

 
 GBPm                    FY 2023   FY 2024   FY 2025   FY 2026   FY 2027    Total 
 Reduced depreciation       54.6      30.9       8.2       0.3         -     94.1 
 Reduced disposal 
  profits                  (7.8)    (40.4)    (38.0)     (7.0)     (0.9)   (94.1) 
 Impact on statutory 
  EBIT                      46.8     (9.4)    (29.8)     (6.7)     (0.9)        - 
----------------------  --------  --------  --------  --------  --------  ------- 
 

The total adjustment made to underlying depreciation in the period was a credit of GBP28.2m comprising GBP29.7m reduced depreciation offset by GBP1.5m reduced disposal profits. The adjustment has been impacted by the continued ageing of the fleet but remains materially in line with expectations.

Interest

Net underlying finance charges increased to GBP9.7m (H1 2022: GBP8.4m) due to the higher average debt compared to the prior period. The net cash interest charge for the period was GBP8.6m (H1 2022: GBP7.5m).

At 31 October 2022 66% of borrowings were held in fixed rate instruments.

Dividend

The Board has declared an interim dividend of 7.5p per share (H1 2022: 6.0p) to be paid on 13 January 2023 to shareholders on the register as at close of business on 16 December 2022.

The interim dividend represents 50% of the final dividend for the year ended 30 April 2022 in line with previous guidance.

Share buyback programme

As previously announced, during March 2022 the Group commenced a share buyback programme of the Company's ordinary shares for up to a maximum aggregate consideration of GBP60 million. As at 31 October 2022, 13,731,330 shares had been purchased for a total consideration of GBP49m; this had increased to 16 million shares at a cost of GBP56m by 30 November 2022 and these are being held in treasury.

Business combinations

In July 2022 the Group acquired 100% of the equity capital of Blakedale Limited for provisional consideration of GBP10.0m. The provisional fair value of net assets acquired was GBP6.2m resulting in the recognition of GBP3.9m of goodwill.

Group cash flow

Steady state cash generation

 
 Six months ended 31 October                 H1 2023   H1 2022   Change 
                                                GBPm      GBPm     GBPm 
------------------------------------------  --------  --------  ------- 
 Underlying EBIT                                93.4      87.3      6.1 
 Underlying depreciation and amortisation      105.4      95.5      9.9 
------------------------------------------  --------  --------  ------- 
 Underlying EBITDA                             198.8     182.8     16.0 
 Net replacement capex[12]                    (53.1)    (68.8)     15.7 
 Lease principal payments[13]                 (24.6)    (20.4)    (4.2) 
------------------------------------------  --------  --------  ------- 
 Steady state cash generation                  121.2      93.5     27.7 
------------------------------------------  --------  --------  ------- 
 

-- Steady state cash generation remained strong at GBP121.2m (H1 2022: GBP93.5m), driven by higher EBITDA and lower replacement capex

   --    Underlying EBITDA was GBP16.0m higher driven by stronger performance across the business 

-- Net replacement capex was GBP15.7m lower due to constrained vehicle supply reducing the volume of replacements

Free cash flow

 
 Six months ended 31 October              H1 2023   H1 2022   Change 
                                             GBPm      GBPm     GBPm 
---------------------------------------  --------  --------  ------- 
 Steady state cash generation               121.2      93.5     27.7 
 Exceptional costs (excluding non-cash 
  items)                                        -     (0.6)      0.6 
 Working capital and non-cash items        (19.6)    (33.0)     13.5 
 Growth capex(12)                          (68.7)    (51.7)   (17.0) 
 Taxation                                  (14.7)     (9.9)    (4.8) 
---------------------------------------  --------  --------  ------- 
 Net operating cash                          18.2     (1.8)     20.0 
 Distributions from associates                1.9       2.1    (0.3) 
 Interest and other financing               (8.1)     (7.4)    (0.6) 
 Acquisition of business                    (9.9)     (0.5)    (9.4) 
---------------------------------------  --------  --------  ------- 
 Free cash flow                               2.1     (7.6)      9.7 
 Payments to acquire treasury shares       (40.5)         -   (40.5) 
 Dividends paid                            (35.0)    (29.3)    (5.7) 
 Lease principal payments(13)                24.6      20.4      4.2 
---------------------------------------  --------  --------  ------- 
 Net cash consumed                         (48.8)    (16.5)   (32.3) 
---------------------------------------  --------  --------  ------- 
 

-- Free cash inflow of GBP2.1m increased by GBP9.7m compared to the prior period, driven primarily by higher steady state cash generation and a GBP13.5m lower working capital outflow partially offset by increases in growth capex of GBP17.0m and the GBP10m cash acquisition of Blakedale

-- Growth capex of GBP68.7m reflects a net increase in owned fleet over the period of 3,400 vehicles driven by fleet growth in Northgate Spain and Redde

-- If the impact of growth capex in the period is removed from free cash flow, the underlying free cash flow of the Group was GBP66.6m (H1 2022: GBP44.8m)

-- The share buyback programme which commenced in March 2022 resulted in an outflow of GBP40.5m in the period (H1 2022: GBPnil)

-- Dividends paid of GBP35.0m were GBP5.7m higher than the prior period, reflecting the final dividend of 15.0p declared relating to FY 2022 (FY 2021: 12.0p)

Net debt

Net debt reconciles as follows:

 
Six months ended 31 October   H1 2023   H1 2022 
                                 GBPm      GBPm 
----------------------------  -------  -------- 
Opening net debt                582.5     530.3 
Net cash consumed                48.8      16.5 
Other non-cash items             20.2      50.7 
Exchange differences              9.8    (10.3) 
----------------------------  -------  -------- 
Closing net debt                661.3     587.2 
----------------------------  -------  -------- 
 

Closing net debt was GBP78.8m higher than opening net debt, driven by net cash consumption of GBP48.8m. Other non-cash items of GBP20.2m consists primarily of new leases acquired and the foreign exchange impact on net debt was a GBP9.8m increase.

Borrowing facilities

As at 31 October 2022 the Group had headroom on facilities of GBP308m, with GBP509m drawn (net of available cash balances) against total facilities of GBP817m as detailed below:

 
                     Facility  Drawn  Headroom      Maturity  Borrowing 
                         GBPm   GBPm      GBPm                     Cost 
-------------------  --------  -----  --------  ------------  --------- 
UK bank facilities        480    174       306        Nov-26       4.1% 
                                                Nov 27 - Nov 
Loan notes                323    323         -            31       1.3% 
Other loans                14     12         2        Nov 23       2.7% 
-------------------  --------  -----  --------  ------------  --------- 
                          817    509       308                     2.7% 
-------------------  --------  -----  --------  ------------  --------- 
 

During the period, the UK bank facilities were extended for a further year to November 2026.

The other loans consist of GBP12.7m of borrowings located in Spain which were renewed for a further year in November 2022 and GBP0.5m of preference shares.

The above drawn amounts reconcile to net debt as follows:

 
                                       Drawn 
                                        GBPm 
------------------------------------   ----- 
Borrowing facilities                     509 
Unamortised finance fees                 (9) 
Leases arising following adoption 
 of IFRS 16                              130 
Leases arising under HP obligations       31 
-------------------------------------  ----- 
Net debt                                 661 
-------------------------------------  ----- 
 

There are three financial covenants under the Group's facilities as follows:

 
                  Threshold  Oct-22          Headroom   Oct-21 
---------------  ----------  ------  ----------------  ------- 
Interest cover           3x   13.9x    GBP132m (EBIT)    11.6x 
                                         GBP320m (Net 
Loan to value           70%     44%             debt)      43% 
Debt leverage          3.0x    1.6x  GBP166m (EBITDA)     1.5x 
---------------  ----------  ------  ----------------  ------- 
 

The covenant calculations have been prepared in accordance with the requirements of the facilities to which they relate.

Balance sheet

Net assets at 31 October 2022 were GBP959.0m (H1 2022: GBP932.7m), equivalent to net assets per share of 413p (H1 2022: 379p). Net tangible assets at 31 October 2022 were GBP693.9m (H1 2022: GBP656.8m), equivalent to a net tangible asset value of 299p per share (H1 2022: 267p per share).

Gearing at 31 October 2022 was 69.0% (H1 2022: 89.4%) and ROCE was 13.5% (H1 2022: 12.5%).

Foreign exchange risk

The average and period end exchange rates used to translate the Group's overseas operations were as follows:

 
              October 2022   October 2021  April 2022 
                 GBP : EUR      GBP : EUR   GBP : EUR 
-----------  -------------  -------------  ---------- 
Average               1.16           1.17        1.18 
Period end            1.16           1.18        1.19 
-----------  -------------  -------------  ---------- 
 

Going concern

Having considered the Group's current trading, cash flow generation and debt maturity, the Directors have concluded that it is appropriate to prepare the Group financial statements on a going concern basis.

Risks and uncertainties

The Board and the Group's management have clearly defined responsibility for identifying the major business risks facing the Group and for developing systems to mitigate and manage those risks.

The principal risks and uncertainties facing the Group at 30 April 2022 were set out in detail on pages 30 to 34 of the FY 2022 annual report, a copy of which is available at www.reddenorthgate.com , and were identified as:

   --      economic environment 
   --      market risk 
   --      vehicle holding costs 
   --      the employee environment 
   --      legal and compliance 
   --      IT systems 
   --      recovery of contract assets 
   --      access to capital 

These principal risks have not changed since the last annual report and continue to be those that could impact the Group during the second half of the current financial year.

Alternative performance measures and glossary of terms

A reconciliation of statutory to underlying Group performance is outlined at the front of this document. A reconciliation of underlying cash flow measures and additional alternative performance measures used to assess performance of the Group is shown below.

 
                                                            Six months     Six months 
                                                           to 31.10.22    to 31.10.21 
                                                                  GBPm           GBPm 
------------------------------------------------------   -------------  ------------- 
 Underlying EBIT                                                  93.4           87.3 
 Add back: 
 Depreciation of property, plant and equipment                   104.1           94.8 
 Loss on disposal of assets                                        0.7            0.2 
 Intangible amortisation included in underlying 
  operating profit (Note 6)                                        0.6            0.4 
                                                         -------------  ------------- 
 Underlying EBITDA                                               198.8          182.8 
 Net replacement capex                                          (53.1)         (68.8) 
 Lease principal payments (under IFRS 16 and 
  HP)                                                           (24.6)         (20.4) 
                                                         -------------  ------------- 
 Steady state cash generation                                    121.2           93.5 
 Exceptional items (excluding non-cash items) 
  (Note 6)                                                           -          (0.6) 
 Working capital and non-cash items                             (19.6)         (33.0) 
 Growth capex                                                   (68.7)         (51.7) 
 Taxation                                                       (14.7)          (9.9) 
                                                         -------------  ------------- 
 Net operating cash                                               18.2          (1.8) 
 Distributions from associates                                     1.9            2.1 
 Interest and other financing costs                              (8.1)          (7.4) 
 Acquisition of business net of cash acquired                    (9.9)          (0.5) 
                                                         -------------  ------------- 
 Free cash flow                                                    2.1          (7.6) 
 Payments to acquire treasury shares                            (40.5)              - 
 Dividends paid                                                 (35.0)         (29.3) 
 Lease principal payments                                         24.6           20.4 
                                                         -------------  ------------- 
 Net cash consumed                                              (48.8)         (16.5) 
                                                         -------------  ------------- 
 
 Reconciliation to cash flow statement: 
 Net increase (decrease) in cash and cash equivalents              3.5          (3.5) 
 Add back: 
 Receipt of bank loans and other borrowings                     (76.8)         (33.4) 
 Repayments of bank loans and other borrowings                       -              - 
 Principal element of lease payments under 
  IFRS 16                                                         16.8           11.8 
 Principal element of lease payments under 
  HP obligations                                                   7.8            8.6 
                                                         -------------  ------------- 
 Net cash consumed                                              (48.8)         (16.5) 
                                                         -------------  ------------- 
 
 Reconciliation of capital expenditure 
 Purchases of vehicles for hire                                  177.0          188.8 
 Proceeds from disposals of vehicles for hire                   (58.9)         (75.9) 
 Proceeds from disposal of vehicles for credit 
  hire and other property, plant and equipment                       -          (0.9) 
 Purchases of other property plant and equipment                   3.0            8.1 
 Purchases of intangible assets                                    0.7            0.5 
                                                         -------------  ------------- 
 Net capital expenditure                                         121.8          120.6 
                                                         -------------  ------------- 
 Net replacement capex(1)                                         53.1           68.8 
 Growth capex(2)                                                  68.7           51.7 
                                                         -------------  ------------- 
 Net capital expenditure                                         121.8          120.6 
                                                         -------------  ------------- 
 
 (1) Net capital expenditure other than that defined as growth 
  capex 
  (2) Growth capex represents the cash consumed in order to grow 
  the total owned fleet or the cash generated if the owned fleet 
  size is reduced in periods of contraction 
 
 
                                                Northgate      Northgate          Group 
                                                     UK&I          Spain      Sub-total 
                                                 6 months       6 months       6 months 
                                              to 31.10.22    to 31.10.22    to 31.10.22 
                                                   GBP000         GBP000         GBP000 
------------------------------------------  -------------  -------------  ------------- 
 
 Underlying operating profit(1)                    47,542         30,992         78,534 
 Exclude: 
 Adjustments to underlying depreciation 
  charge in relation to vehicles 
  sold in the period                             (18,767)        (5,931)       (24,698) 
                                            -------------  -------------  ------------- 
 Rental profit                                     28,775         25,061         53,836 
 Divided by: Revenue: hire of vehicles(2)         184,136        122,685        306,821 
 Rental margin                                      15.6%          20.4%          17.5% 
 
                                                Northgate      Northgate          Group 
                                                     UK&I          Spain      Sub-total 
                                                 6 months       6 months       6 months 
                                              to 31.10.21    to 31.10.21    to 31.10.21 
                                                   GBP000         GBP000         GBP000 
------------------------------------------  -------------  -------------  ------------- 
 
 Underlying operating profit(1)                    52,928         22,554         75,482 
 Exclude: 
 Adjustments to underlying depreciation 
  charge in relation to vehicles 
  sold in the period                             (22,917)        (4,087)       (27,004) 
                                            -------------  -------------  ------------- 
 Rental profit                                     30,011         18,467         48,478 
 Divided by: Revenue: hire of vehicles(2)         170,840        107,683        278,523 
 Rental margin                                      17.6%          17.1%          17.4% 
 

(1) See Note 2 to the financial statements for reconciliation of segment underlying operating profit to Group underlying operating profit.

(2) Revenue: hire of vehicles including intersegment revenue (see Note 2 to the financial statements).

Glossary of terms

The following defined terms have been used throughout this document:

 
 Term                  Definition 
 Blakedale             Blakedale Limited - A business acquired within 
                        the Northgate UK&I operating segment, providing 
                        specialist vehicle rental solutions 
                      ---------------------------------------------------- 
 Charged EV            A business within the Northgate UK&I operating 
                        segment, providing EV Charging infrastructure 
                        and solutions 
                      ---------------------------------------------------- 
 Company               Redde Northgate plc 
                      ---------------------------------------------------- 
 Contract hire         IFRS 16 (leases) relating to vehicles where 
                        the funder retains the residual value risk 
                      ---------------------------------------------------- 
 Disposal profit(s)    This is a non-GAAP measure used to describe 
                        the adjustment in the depreciation charge made 
                        in the period for vehicles sold at an amount 
                        different to their net book value at the date 
                        of sale (net of attributable selling costs) 
                      ---------------------------------------------------- 
 EBIT                  Earnings before interest and taxation 
                      ---------------------------------------------------- 
 EBITDA                Earnings before interest, taxation, depreciation 
                        and amortisation 
                      ---------------------------------------------------- 
 EPS                   Earnings per share. Underlying unless otherwise 
                        stated 
                      ---------------------------------------------------- 
 EV(s)                 Electric vehicle(s) 
                      ---------------------------------------------------- 
 Facility headroom     Calculated as facilities of GBP817m less net 
                        borrowings of GBP509m. Net borrowings represent 
                        net debt of GBP661m excluding lease liabilities 
                        of GBP161m and unamortised arrangement fees 
                        of GBP9m and are stated after the deduction 
                        of GBP19m of cash balances which are available 
                        to offset against borrowings 
                      ---------------------------------------------------- 
 FMG RS                A business within the Redde operating segment, 
                        providing vehicle repair services 
                      ---------------------------------------------------- 
 Free cash flow        Net cash generated after principal lease payments 
                        and before share buybacks and the payment of 
                        dividends 
                      ---------------------------------------------------- 
 FY 2022               The year ended 30 April 2022 
                      ---------------------------------------------------- 
 FY 2023               The year ending 30 April 2023 
                      ---------------------------------------------------- 
 GAAP                  Generally Accepted Accounting Practice: meaning 
                        compliance with IFRS 
                      ---------------------------------------------------- 
 Gearing               Calculated as net debt divided by net tangible 
                        assets 
                      ---------------------------------------------------- 
 Group                 The Company and its subsidiaries 
                      ---------------------------------------------------- 
 Growth capex          Growth capex represents the cash consumed in 
                        order to grow the total owned rental fleet 
                        or the cash generated if the fleet size is 
                        reduced in periods of contraction 
                      ---------------------------------------------------- 
 H1 2023               The six month period ended 31 October 2022 
                      ---------------------------------------------------- 
 H1 2022               The six month period ended 31 October 2021 
                      ---------------------------------------------------- 
 H1/H2                 Half year period: H1 being the first half and 
                        H2 being the second half of the financial year 
                      ---------------------------------------------------- 
 HP (leases)           Leases recognised on the balance sheet that 
                        would previously have been classified as finance 
                        leases prior to the adoption of IFRS 16 
                      ---------------------------------------------------- 
 IFRS                  International Financial Reporting Standards 
                      ---------------------------------------------------- 
 IFRS 16 (leases)      Leases recognised on the balance sheet that 
                        would previously have been classified as operating 
                        leases prior to the adoption of IFRS 16 
                      ---------------------------------------------------- 
 LCV                   Light commercial vehicle: the official term 
                        used within the UK and European Union for a 
                        commercial carrier vehicle with a gross vehicle 
                        weight of not more than 3.5 tonnes 
                      ---------------------------------------------------- 
 Lease principal       Includes the total principal payment on leases 
  payments              including those recognised before and after 
                        adoption of IFRS 16 
                      ---------------------------------------------------- 
 Net replacement       Net capital expenditure other than that defined 
  capex                 as growth capex and lease principal payments. 
                      ---------------------------------------------------- 
 Net tangible assets   Net assets less goodwill and other intangible 
                        assets 
                      ---------------------------------------------------- 
 PBT                   Profit before taxation. Underlying unless otherwise 
                        stated 
                      ---------------------------------------------------- 
 PPU                   Profit per unit/loss per unit - this is a non-GAAP 
                        measure used to describe disposal profit (as 
                        defined), divided by the number of vehicles 
                        sold 
                      ---------------------------------------------------- 
 Profit & loss         Referring to the Income Statement 
                      ---------------------------------------------------- 
 ROCE                  Underlying return on capital employed: calculated 
                        as underlying EBIT (see non-GAAP reconciliation) 
                        divided by average capital employed excluding 
                        acquired goodwill and intangible assets 
                      ---------------------------------------------------- 
 Steady state cash     Underlying EBITDA less net replacement capex 
  generation            and lease principal payments 
                      ---------------------------------------------------- 
 The Group             The Company and its subsidiaries 
                      ---------------------------------------------------- 
 Underlying free       Free cash flow excluding growth capex 
  cash flow 
                      ---------------------------------------------------- 
 Utilisation           Calculated as the average number of vehicles 
                        on hire divided by average rentable fleet in 
                        any period 
                      ---------------------------------------------------- 
 VOH                   Vehicles on hire. Average unless otherwise 
                        stated 
                      ---------------------------------------------------- 
 
 
Condensed consolidated income statement 
for the six months ended 31 October 2022 
---------------------------------------------------------------------------------------------------------------------- 
                                                                                    Six months   Six months    Year to 
                                                                                   to 31.10.22  to 31.10.21   30.04.22 
                                                                                   (Unaudited)  (Unaudited)  (Audited) 
                                                                                     Statutory    Statutory  Statutory 
                                                                             Note       GBP000       GBP000     GBP000 
--------------------------------------------------------------------------  -----  -----------  -----------  --------- 
Revenue: hire of vehicles                                                       2      302,717      277,145    563,288 
Revenue: sale of vehicles                                                       2       68,738       89,979    149,939 
Revenue: claims and services                                                    2      324,877      245,798    530,330 
--------------------------------------------------------------------------  -----  -----------  -----------  --------- 
Total revenue                                                                   2      696,332      612,922  1,243,557 
Cost of sales                                                                        (478,846)    (441,259)  (897,349) 
--------------------------------------------------------------------------  -----  -----------  -----------  --------- 
Gross profit                                                                           217,486      171,663    346,208 
Administrative expenses (excluding exceptional items and amortisation on 
 acquired intangible 
 assets)                                                                              (97,397)     (86,481)  (182,204) 
Exceptional administrative expenses: reversal of previous impairment of 
 property, plant and 
 equipment                                                                  10,11            -        2,999      2,998 
Exceptional administrative expenses: other costs                               11            -        (625)      (690) 
Amortisation on acquired intangible assets                                            (10,056)      (9,869)   (19,778) 
--------------------------------------------------------------------------  -----  -----------  -----------  --------- 
Total administrative expenses                                                        (107,453)     (93,976)  (199,674) 
--------------------------------------------------------------------------  -----  -----------  -----------  --------- 
Operating profit                                                                       110,033       77,687    146,534 
Income from associates                                                        2,8        1,559        2,111      3,866 
Gain on bargain purchase                                                       11            -          290        355 
EBIT                                                                            2      111,592       80,088    150,755 
Interest income                                                                             24           16         34 
Finance costs                                                                          (9,681)      (8,374)   (18,100) 
Profit before taxation                                                                 101,935       71,730    132,689 
--------------------------------------------------------------------------  -----  -----------  -----------  --------- 
Taxation                                                                        3     (19,940)     (16,241)   (31,144) 
--------------------------------------------------------------------------  -----  -----------  -----------  --------- 
Profit for the period                                                                   81,995       55,489    101,545 
--------------------------------------------------------------------------  -----  -----------  -----------  --------- 
 

Profit for the period is wholly attributable to owners of the Company. All results arise from continuing operations.

 
Earnings per share 
Basic                434.4p  22.5p  41.3p 
-------------------   -----  -----  ----- 
Diluted              433.5p  22.0p  40.4p 
-------------------   -----  -----  ----- 
 
 
Condensed consolidated statement of comprehensive income 
for the six months ended 31 October 2022 
--------------------------------------------------------------------------------  -----------  -----------  ---------- 
                                                                                   Six months   Six months     Year to 
                                                                                  to 31.10.22  to 31.10.21    30.04.22 
                                                                                  (Unaudited)  (Unaudited)   (Audited) 
                                                                                       GBP000       GBP000      GBP000 
--------------------------------------------------------------------------------  -----------  -----------  ---------- 
Amounts attributable to owners of the Company 
Profit attributable to owners                                                          81,995       55,489     101,545 
 
  Other comprehensive income (expense) 
  Foreign exchange differences on retranslation of net assets of subsidiary 
  undertakings                                                                         12,476     (13,134)    (16,347) 
Foreign exchange differences on long term borrowings held as hedges                   (9,635)        9,614      11,904 
Foreign exchange difference on revaluation reserve                                         32         (31)        (41) 
Total other comprehensive income (expense) for the period                               2,873      (3,551)     (4,484) 
--------------------------------------------------------------------------------  -----------  -----------  ---------- 
Total comprehensive income for the period                                              84,868       51,938      97,061 
--------------------------------------------------------------------------------  -----------  -----------  ---------- 
 

All items will subsequently be reclassified to the consolidated income statement. Profit attributable to the owners of the Company includes amortisation of intangible assets.

 
Condensed consolidated balance sheet 
31 October 2022 
                                             31.10.22     31.10.21   30.04.22 
                                          (Unaudited)  (Unaudited)  (Audited) 
                                    Note       GBP000       GBP000     GBP000 
---------------------------------   ----  -----------  -----------  --------- 
Non-current assets 
Goodwill                               6      118,781      114,903    114,926 
Other intangible assets                6      146,319      161,018    151,312 
Property, plant and equipment          7    1,257,757    1,144,858  1,161,915 
Deferred tax assets                             3,061        9,824      3,175 
Interest in associates                 8        5,534        6,032      5,843 
Total non-current assets                    1,531,452    1,436,635  1,437,171 
----------------------------------  ----  -----------  -----------  --------- 
Current assets 
Inventories                                    15,555       11,731     18,696 
Receivables and contract assets               420,821      335,941    359,053 
Current tax assets                              6,917            -      7,432 
Cash and bank balances                 9       18,956       34,817     24,561 
----------------------------------  ----  -----------  -----------  --------- 
Total current assets                          462,249      382,489    409,742 
----------------------------------  ----  -----------  -----------  --------- 
Total assets                                1,993,701    1,819,124  1,846,913 
----------------------------------  ----  -----------  -----------  --------- 
Current liabilities 
Trade and other payables                      301,031      217,076    246,833 
Current tax liabilities                         5,351        8,969      3,327 
Lease liabilities                              56,889       36,558     52,524 
Short-term borrowings                          11,151      127,665     21,007 
----------------------------------  ----  -----------  -----------  --------- 
Total current liabilities                     374,422      390,268    323,691 
----------------------------------  ----  -----------  -----------  --------- 
Net current assets (liabilities)               87,827      (7,779)     86,051 
----------------------------------  ----  -----------  -----------  --------- 
Non-current liabilities 
Trade and other payables                        4,942        3,849      4,509 
Lease liabilities                             103,188      121,143    111,755 
Long term borrowings                          509,063      336,675    421,822 
Deferred tax liabilities                       43,062       34,450     38,375 
Total non-current liabilities                 660,255      496,117    576,461 
----------------------------------  ----  -----------  -----------  --------- 
Total liabilities                           1,034,677      886,385    900,152 
----------------------------------  ----  -----------  -----------  --------- 
NET ASSETS                                    959,024      932,739    946,761 
----------------------------------  ----  -----------  -----------  --------- 
Equity 
Share capital                                 123,046      123,046    123,046 
Share premium account                         113,510      113,510    113,510 
Treasury shares reserve                      (48,633)            -    (7,493) 
Own shares reserve                           (13,262)      (6,145)   (16,439) 
Translation reserve                           (5,792)      (7,710)    (8,633) 
Other reserves                                330,467      330,445    330,435 
Retained earnings                             459,688      379,593    412,335 
----------------------------------  ----  -----------  -----------  --------- 
TOTAL EQUITY                                  959,024      932,739    946,761 
----------------------------------  ----  -----------  -----------  --------- 
 

Total equity is wholly attributable to owners of the Company.

 
Condensed consolidated cash flow statement 
for the six months ended 31 October 2022 
----------------------------------------------------------------  -----  -----------  -----------  --------- 
                                                                          Six months   Six months    Year to 
                                                                         to 31.10.22  to 31.10.21   30.04.22 
                                                                         (Unaudited)  (Unaudited)  (Audited) 
                                                                   Note       GBP000       GBP000     GBP000 
----------------------------------------------------------------  -----  -----------  -----------  --------- 
Net cash generated from operations                                   10       38,056       18,776    127,643 
----------------------------------------------------------------  -----  -----------  -----------  --------- 
Investing activities 
Interest received                                                                 24           16         34 
Distributions from associates                                         8        1,868        2,126      4,070 
Acquisition of business                                              12     (10,043)        (554)      (853) 
Cash acquired on acquisition                                         12          141           36        371 
Proceeds from disposal of other 
 property, plant and equipment                                                    87          885      2,683 
Purchases of other property, plant and equipment                             (3,035)      (8,066)   (52,369) 
Purchases of intangible assets                                                 (701)        (468)    (1,373) 
----------------------------------------------------------------  -----  -----------  -----------  --------- 
Net cash used in investing activities                                       (11,659)      (6,025)   (47,437) 
----------------------------------------------------------------  -----  -----------  -----------  --------- 
Financing activities 
Dividends paid                                                              (34,984)     (29,295)   (43,897) 
Receipt of bank loans and other borrowings                                    76,849       33,409    318,056 
Repayment of bank loans and other borrowings                                       -            -  (277,617) 
Debt issue costs                                                               (950)            -    (5,428) 
Exceptional finance costs                                                          -            -    (1,435) 
Principal element of lease payments under IFRS 16                           (16,754)     (11,813)   (27,959) 
Principal element of lease payments under HP obligations                     (7,827)      (8,575)   (15,700) 
Payments to acquire treasury shares                                         (40,484)            -    (7,493) 
Net receipts (payments) to acquire own shares for share schemes                1,233           57    (9,933) 
Net cash used in financing activities                                       (22,917)     (16,217)   (71,406) 
----------------------------------------------------------------  -----  -----------  -----------  --------- 
Net increase (decrease) in cash and cash equivalents                           3,480      (3,466)      8,800 
Cash and cash equivalents at beginning of the period                          15,769        6,821      6,821 
Effect of foreign exchange movements                                           (293)         (31)        148 
----------------------------------------------------------------  -----  -----------  -----------  --------- 
Cash and cash equivalents at the end of the period                            18,956        3,324     15,769 
----------------------------------------------------------------  -----  -----------  -----------  --------- 
 
 
Cash and cash equivalents consist of: 
Cash and bank balances                  918,956    34,817   24,561 
Bank overdrafts                         9     -  (31,493)  (8,792) 
--------------------------------------   ------  --------  ------- 
                                         18,956     3,324   15,769 
--------------------------------------   ------  --------  ------- 
 
 
  Condensed consolidated statement of changes in equity 
   for the six months ended 31 October 2022 
                               Share 
                             capital 
                           and share    Treasury        Own   Translation       Other    Retained 
                             premium      shares     shares       reserve    reserves    earnings      Total 
                              GBP000      GBP000     GBP000        GBP000      GBP000      GBP000     GBP000 
-----------------------  -----------  ----------  ---------  ------------  ----------  ----------  --------- 
 Total equity 
  at 1 May 2021              236,556           -    (6,460)       (4,190)     330,476     351,747    908,129 
 Share options 
  fair value 
  charge                           -           -          -             -           -       1,910      1,910 
 Share options 
  exercised                        -           -        258             -           -       (258)          - 
 Dividends paid                    -           -          -             -           -    (29,295)   (29,295) 
 Net receipts 
  of shares                        -           -         57             -           -           -         57 
 Total comprehensive 
  (expense) income                 -           -          -       (3,520)        (31)      55,489     51,938 
 Total equity 
  at 1 November 
  2021                       236,556           -    (6,145)       (7,710)     330,445     379,593    932,739 
 Share options 
  fair value 
  charge                           -           -          -             -           -       1,785      1,785 
 Share options 
  exercised                        -           -      (258)             -           -       (330)      (588) 
 Dividends paid                    -           -          -             -           -    (14,602)   (14,602) 
 Net purchases 
  of shares                        -     (7,493)   (10,624)             -           -           -   (18,117) 
 Transfer of 
  shares on vesting 
  of share options                 -           -        588             -           -           -        588 
 Deferred tax 
 on share based 
 payments recognised 
 in equity                         -           -          -             -           -       (167)      (167) 
 Total comprehensive 
  (expense) income                 -           -          -         (923)        (10)      46,056     45,123 
 Total equity 
  at 1 May 2022              236,556     (7,493)   (16,439)       (8,633)     330,435     412,335    946,761 
 Share options 
  fair value 
  charge                           -           -          -             -           -       2,286      2,286 
 Share options 
  exercised                        -           -      1,944             -           -     (1,944)          - 
 Dividends paid                    -           -          -             -           -    (34,984)   (34,984) 
 Net (purchases) 
  receipts of 
  shares                           -    (41,140)      1,233             -           -           -   (39,907) 
 Total comprehensive 
  income                           -           -          -         2,841          32      81,995     84,868 
 Total equity 
  at 31 October 
  2022                       236,556    (48,633)   (13,262)       (5,792)     330,467     459,688    959,024 
 
  Other reserves comprise the capital redemption reserve, revaluation 
   reserve and merger reserve. 
 
 
 
Unaudited notes 
1. Basis of preparation and accounting policies 
Redde Northgate plc is a company incorporated in England and Wales 
 under the Companies Act 2006. 
 This condensed consolidated interim financial report for the half-year 
 reporting period ended 31 October 2022 has been prepared in accordance 
 with the UK-adopted International Accounting Standard 34, 'Interim 
 Financial Reporting' and the Disclosure Guidance and Transparency 
 Rules sourcebook of the United Kingdom's Financial Conduct Authority. 
 The interim report does not include all of the notes of the type 
 normally included in an annual financial report. Accordingly, this 
 report is to be read in conjunction with the annual report for the 
 year ended 30 April 2022, which has been prepared in accordance with 
 UK-adopted international accounting standards and the requirements 
 of the Companies Act 2006, and any public announcements made by the 
 Group during the interim reporting period. 
 The accounting policies adopted are consistent with those of the 
 previous financial year, except for the estimation of income tax 
 (see note 3). 
 The condensed financial statements are unaudited and were approved 
 by the Board of Directors on 7 December 2022. The condensed financial 
 statements have been reviewed by the auditors and the independent 
 review report is set out in this document. 
 The interim financial information for the six months ended 31 October 
 2022, including comparative financial information, has been prepared 
 on the basis of the accounting policies set out in the last annual 
 report and accounts. There are no new accounting standards that have 
 been adopted in the period. 
 In preparing the interim financial statements, the significant judgements 
 made by management in applying the Group's accounting policies and 
 key sources of estimation uncertainty were the same, in all material 
 respects, as those applied to the consolidated financial statements 
 for the year ended 30 April 2022. Depreciation charges reflect adjustments 
 made as a result of differences between expected and actual residual 
 values of used vehicles, taking into account the further directly 
 attributable costs to sell the vehicles. 
 The Directors apply judgement in determining the appropriate method 
 of depreciation (straight line) and are required to estimate the 
 future residual value of vehicles with due consideration of variables 
 including age, mileage and condition. 
 Residual values have increased recently due to the well-publicised 
 new vehicle supply constraints increasing demand for our vehicle 
 assets. This disruption is not anticipated to continue into the medium 
 term but has increased the level of judgement in this area as it 
 is more difficult to estimate the future residual value of vehicles 
 at the point they are expected to be sold. Depreciation rates have 
 been adjusted from 1 May 2022 with the adjustment presented outside 
 of underlying results. Depreciation rates will remain under review 
 as the longer term impact on residual values becomes clearer. 
 The expected adjustment for settlement of claims due from insurance 
 companies and self-insuring organisations remains a critical area 
 of accounting judgement and estimation uncertainty. The approach 
 taken in the period remains consistent with that outlined in the 
 accounting policies for the year ended 30 April 2022. The carrying 
 value of contract assets for claims from insurance companies at 31 
 October 2022 was GBP231,898,000 (30 April 2022 GBP193,834 ,000). 
 A 3% difference between the carrying amount of claims in the balance 
 sheet and the amounts finally settled would lead to a GBP7.0m charge 
 or credit to the income statement in subsequent periods. 
 Going concern assumption 
 The Directors have taken into account the following matters in concluding 
 whether or not it is appropriate to prepare the interim financial 
 statements on a going concern basis: 
 Assessment of prospects 
 The Group is well established within the markets it operates and 
 has demonstrated resilience through the Covid-19 period and beyond 
 and also throughout previous economic cycles. 
 The Group's prospects are assessed through its strategic planning 
 process. This process includes an annual review of the ongoing strategic 
 plan, led by the CEO, together with the involvement of business functions 
 in all territories. The Board engages closely with executive management 
 throughout this process and challenges delivery of the strategic 
 plan during regular Board meetings. Part of the Board's role is to 
 challenge the plan to ensure it is robust and makes due consideration 
 of the appropriate external environment. 
 
 
 Assessment of going concern 
 The strategy and associated principal risks underpin the Group's 
 three year strategic plan ("Plan"), which is updated annually. This 
 process considers the current and prospective macro-economic conditions 
 in the countries in which we operate and the competitive tension 
 that exists within the markets that we trade in. 
 The Plan also encompasses the projected cash flows, dividend cover 
 assuming operation of stated policy and headroom against borrowing 
 facilities and financial covenants under the Group's facilities throughout 
 the planned period. The Plan makes certain assumptions about the 
 normal level of capital recycling likely to occur and therefore considers 
 whether additional financing will be required. Headroom against the 
 Group's existing banking facilities at 31 October 2022 was GBP308m. 
 This compares to headroom of GBP382m at 30 April 2022. At the date 
 of signing these unaudited financial statements, all of the Group's 
 principal borrowing facilities have maturity dates outside of the 
 period under review, therefore the Group's facilities provide sufficient 
 headroom to fund the capital expenditure and working capital requirements 
 for at least 12 months following the date of this report. 
 Since preparing the plan, a reforecast has been performed which further 
 takes into account developments in the macro-economic environment 
 that have developed such as continued shortage in supply of new vehicles, 
 inflationary pressures across the cost base and exposure to rises 
 in interest rates. The reforecast has been prepared on a conservative 
 basis and demonstrates that sufficient headroom remains against available 
 debt facilities and the covenants attached to those. The Directors 
 therefore have a reasonable expectation that the Group will continue 
 to meet its obligations as they fall due for at least 12 months from 
 the date of this report. 
 Information extracted from 2022 annual report 
 The financial figures for the year ended 30 April 2022, as set out 
 in this report, do not constitute statutory accounts but are derived 
 from the statutory accounts for that financial year. 
 The statutory accounts for the year ended 30 April 2022 were prepared 
 with UK-adopted International Accounting Standards and the Companies 
 Act 2006 applicable to companies reporting under IFRS and were delivered 
 to the Registrar of Companies on 1 October 2022. The audit report 
 was unqualified, did not draw attention to any matters by way of 
 emphasis and did not include a statement under Section 498(2) or 
 498(3) of the Companies Act 2006. 
 

2. Segmental analysis

Management has determined the operating segments based upon the information provided to the Board of Directors, which is considered to be the chief operating decision maker. The Group is managed, and reports internally, on a basis consistent with its three main operating divisions, Northgate UK&I, Northgate Spain and Redde. The principal activities of these divisions are set out in the Operating review.

 
 
                               Northgate      Northgate                                          Group           Group 
                                    UK&I          Spain          Redde      Corporate     eliminations           total 
                              Six months     Six months     Six months     Six months       Six months      Six months 
                             to 31.10.22    to 31.10.22    to 31.10.22    to 31.10.22      to 31.10.22     to 31.10.22 
                             (Unaudited)    (Unaudited)    (Unaudited)    (Unaudited)      (Unaudited)     (Unaudited) 
                                  GBP000         GBP000         GBP000         GBP000           GBP000          GBP000 
-------------------------  -------------  -------------  -------------  -------------  ---------------  -------------- 
 Revenue: hire of 
  vehicles                       180,032        122,685              -              -                -         302,717 
 Revenue: sale of 
  vehicles                        50,305         18,178            255              -                -          68,738 
 Revenue: claims 
  and services                         -              -        324,877              -                -         324,877 
-------------------------  -------------  -------------  -------------  -------------  ---------------  -------------- 
 External revenue                230,337        140,863        325,132              -                -         696,332 
 Intersegment revenue              4,104              -          6,537              -         (10,641)               - 
 Total revenue                   234,441        140,863        331,669              -         (10,641)         696,332 
 
 Timing of revenue 
  recognition: 
 At a point in time               50,305         18,178        128,440              -                -         196,923 
 Over time                       180,032        122,685        196,692              -                -         499,409 
-------------------------  -------------  -------------  -------------  -------------  ---------------  -------------- 
 External revenue                230,337        140,863        325,132              -                -         696,332 
-------------------------  -------------  -------------  -------------  -------------  ---------------  -------------- 
 Underlying operating 
  profit (loss)                   47,542         30,992         18,857        (5,550)                -          91,841 
 Income from associates                -              -          1,559              -                -           1,559 
-------------------------  -------------  -------------  -------------  -------------  ---------------  -------------- 
 Underlying EBIT*                 47,542         30,992         20,416        (5,550)                -          93,400 
-------------------------  -------------  -------------  -------------  -------------  ---------------  -------------- 
 Adjustments to 
  underlying 
  depreciation charge                                                                                           28,248 
 Amortisation on 
  acquired intangible 
  assets (note 6)                                                                                             (10,056) 
 EBIT                                                                                                          111,592 
 Interest income                                                                                                    24 
 Finance costs                                                                                                 (9,681) 
 Profit before taxation                                                                                        101,935 
-------------------------  -------------  -------------  -------------  -------------  ---------------  -------------- 
 

* Underlying EBIT stated before amortisation on acquired intangible assets, adjustments to underlying depreciation charge and exceptional items is the measure used by the Board of Directors to assess segment performance.

 
                              Northgate      Northgate                                         Group           Group 
                                   UK&I          Spain          Redde      Corporate    eliminations           total 
                             Six months     Six months     Six months     Six months      Six months      Six months 
                            to 31.10.21    to 31.10.21    to 31.10.21    to 31.10.21     to 31.10.21     to 31.10.21 
                            (Unaudited)    (Unaudited)    (Unaudited)    (Unaudited)     (Unaudited)     (Unaudited) 
                                 GBP000         GBP000         GBP000         GBP000          GBP000          GBP000 
------------------------  -------------  -------------  -------------  -------------  --------------  -------------- 
 Revenue: hire of 
  vehicles                      169,462        107,683              -              -               -         277,145 
 Revenue: sale of 
  vehicles                       61,867         28,112              -              -               -          89,979 
 Revenue: claims 
  and services                        -              -        245,798              -               -         245,798 
------------------------  -------------  -------------  -------------  -------------  --------------  -------------- 
 External revenue               231,329        135,795        245,798              -               -         612,922 
 Intersegment revenue             1,378              -          6,133              -         (7,511)               - 
 Total revenue                  232,707        135,795        251,931              -         (7,511)         612,922 
 
 Timing of revenue 
  recognition: 
 At a point in time              61,867         28,112         90,528              -               -         180,507 
 Over time                      169,462        107,683        155,270              -               -         432,415 
------------------------  -------------  -------------  -------------  -------------  --------------  -------------- 
 External revenue               231,329        135,795        245,798              -               -         612,922 
------------------------  -------------  -------------  -------------  -------------  --------------  -------------- 
 Underlying operating 
  profit (loss)                  52,928         22,554         13,957        (4,257)               -          85,182 
 Income from associates               -              -          2,111              -               -           2,111 
------------------------  -------------  -------------  -------------  -------------  --------------  -------------- 
 Underlying EBIT*                52,928         22,554         16,068        (4,257)               -          87,293 
------------------------  -------------  -------------  -------------  -------------  --------------  -------------- 
 Exceptional items 
  (Note 11)                                                                                                    2,374 
 Amortisation on 
  acquired intangible 
  assets                                                                                                     (9,869) 
 Gain on bargain 
  purchase (Note 11)                                                                                             290 
------------------------  -------------  -------------  -------------  -------------  --------------  -------------- 
 EBIT                                                                                                         80,088 
 Interest income                                                                                                  16 
 Finance costs                                                                                               (8,374) 
 Profit before taxation                                                                                       71,730 
------------------------  -------------  -------------  -------------  -------------  --------------  -------------- 
 
 
                             Northgate       Northgate                                                           Group 
                                                                                                 Group 
                                  UK&I           Spain           Redde       Corporate    eliminations           total 
                                  Year            Year            Year            Year         Year to            Year 
                           to 30.04.22     to 30.04.22     to 30.04.22     to 30.04.22        30.04.22     to 30.04.22 
                             (Audited)       (Audited)       (Audited)       (Audited)       (Audited)       (Audited) 
                                GBP000          GBP000          GBP000          GBP000          GBP000          GBP000 
----------------------  --------------  --------------  --------------  --------------  --------------  -------------- 
 Revenue: hire of 
  vehicles                     342,733         220,555               -               -               -         563,288 
 Revenue: sale of 
  vehicles                     111,802          38,137               -               -               -         149,939 
 Revenue: claims and 
  services                           -               -         530,330               -               -         530,330 
----------------------  --------------  --------------  --------------  --------------  --------------  -------------- 
 External revenue              454,535         258,692         530,330               -               -       1,243,557 
 Intersegment revenue            3,886               -          13,354               -        (17,240)               - 
----------------------  --------------  --------------  --------------  --------------  --------------  -------------- 
 Total revenue                 458,421         258,692         543,684               -        (17,240)       1,243,557 
----------------------  --------------  --------------  --------------  --------------  --------------  -------------- 
 Timing of revenue 
  recognition: 
 At a point in time            111,802          38,137         178,896               -               -         328,835 
 Over time                     342,733         220,555         351,434               -               -         914,722 
----------------------  --------------  --------------  --------------  --------------  --------------  -------------- 
 External revenue              454,535         258,692         530,330               -               -       1,243,557 
----------------------  --------------  --------------  --------------  --------------  --------------  -------------- 
 Underlying operating 
  profit (loss)                 97,957          43,888          31,769         (9,610)               -         164,004 
 Income from 
  associates                         -               -           3,866               -               -           3,866 
----------------------  --------------  --------------  --------------  --------------  --------------  -------------- 
 Underlying EBIT*               97,957          43,888          35,635         (9,610)               -         167,870 
----------------------  --------------  --------------  --------------  --------------  --------------  -------------- 
 Exceptional items 
  (Note 11)                                                                                                      2,308 
 Amortisation on 
  acquired 
  intangible assets                                                                                           (19,778) 
 Gain on bargain 
  purchase 
  (Note 11)                                                                                                        355 
----------------------  --------------  --------------  --------------  --------------  --------------  -------------- 
 EBIT                                                                                                          150,755 
 Interest income                                                                                                    34 
 Finance costs                                                                                                (18,100) 
 Profit before 
  taxation                                                                                                     132,689 
----------------------  --------------  --------------  --------------  --------------  --------------  -------------- 
 

3. Taxation

The charge for taxation for the six months to 31 October 2022 is based on the estimated effective rate for the year ending 30 April 2023 of 19.6% (31 October 2021 - 22.6% and 30 April 2022 - 23.5%). The April 2022 full year tax rate was impacted by tax rate change adjustments to deferred tax balances recognising an increase in UK statutory tax rates from 19% to 25% from April 2023.

 
4. Earnings per share 
                                                                                  Six months   Six months      Year to 
                                                                                 to 31.10.22  to 31.10.21     30.04.22 
                                                                                 (Unaudited)  (Unaudited)    (Audited) 
                                                                                   Statutory    Statutory    Statutory 
Basic and diluted earnings per share                                                  GBP000       GBP000       GBP000 
-------------------------------------------------------------------------------  -----------  -----------  ----------- 
The calculation of basic and diluted earnings per share is based on the 
following data: 
Earnings 
Earnings for the purposes of basic and diluted earnings per share, being profit 
 attributable 
 to owners of the Company                                                             81,995       55,489      101,545 
-------------------------------------------------------------------------------  -----------  -----------  ----------- 
Number of shares 
Weighted average number of Ordinary shares for the purpose of basic earnings 
 per share                                                                       238,687,578  246,091,423  245,997,303 
Effect of dilutive potential Ordinary shares - share options                       5,769,273    5,574,749    5,242,307 
Weighted average number of Ordinary shares for the purpose of diluted earnings 
 per share                                                                       244,456,851  251,666,172  251,239,610 
Basic earnings per share                                                               34.4p        22.5p        41.3p 
-------------------------------------------------------------------------------  -----------  -----------  ----------- 
Diluted earnings per share                                                             33.5p        22.0p        40.4p 
-------------------------------------------------------------------------------  -----------  -----------  ----------- 
 

The calculated weighted average number of Ordinary shares for the purpose of basic earnings per share includes a reduction of 7,403,845 shares (31 October 2022: nil and 30 April 2022: 94,120) relating to treasury shares acquired.

5. Dividends

In the six months to 31 October 2022, a dividend of GBP34,984,000 was paid (2022 - GBP29,295,000) representing the final dividend for the year ended 30 April 2022. The Directors have declared an interim dividend of 7.5p per share for the six months ended 31 October 2022 (2022 - 6.0p).

The final dividend of 15.0p in relation to the year ended 30 April 2022 was paid in September 2022.

6. Intangible assets

 
 Net book value         Goodwill             Other intangible assets                 Grand 
                                                                                     total 
                                  --------------------------------------------- 
                                         Customer   Brand       Other     Total 
                                    relationships   names    software 
                          GBP000           GBP000  GBP000      GBP000    GBP000     GBP000 
----------------------  --------  ---------------  ------  ----------  --------  --------- 
 At 1 May 2021           114,503          150,346  12,156       8,328   170,830    285,333 
 Acquisition                 400               50     100           -       150        550 
 Additions                     -                -       -         510       510        510 
 Disposals                     -                -       -        (75)      (75)       (75) 
 Amortisation                  -          (8,701)   (537)     (1,078)  (10,316)   (10,316) 
 Exchange differences          -                -       -        (81)      (81)       (81) 
 At 1 November 
  2021                   114,903          141,695  11,719       7,604   161,018    275,921 
 Acquisition                  23                -       -           -         -         23 
 Additions                     -                -       -         863       863        863 
 Disposals                     -                -       -        (92)      (92)       (92) 
 Amortisation                  -          (8,715)   (481)     (1,259)  (10,455)   (10,455) 
 Exchange differences          -                -       -        (22)      (22)       (22) 
----------------------  --------  ---------------  ------  ----------  --------  --------- 
 At 1 May 2022           114,926          132,980  11,238       7,094   151,312    266,238 
 Acquisition               3,855            4,500     400           -     4,900      8,755 
 Additions                     -                -       -         701       701        701 
 Amortisation                  -          (8,846)   (538)     (1,289)  (10,673)   (10,673) 
 Exchange differences          -                -       -          79        79         79 
 At 31 October 
  2022                   118,781          128,634  11,100       6,585   146,319    265,100 
----------------------  --------  ---------------  ------  ----------  --------  --------- 
 
 
 At 31 October 2022 
 Cost or fair value               333,448 
 Accumulated amortisation 
  and impairment                 (68,348) 
 Net book value                   265,100 
------------------------------  --------- 
 

Amortisation was included within the income statement as follows:

 
                                              (Unaudited)  (Unaudited)    (Audited) 
                                              to 31.10.22  to 31.10.21  to 30.04.22 
                                                   GBP000       GBP000       GBP000 
--------------------------------------------  -----------  -----------  ----------- 
Included within underlying operating profit 
 as administrative expenses                           617          447          993 
Excluded from underlying operating profit*         10,056        9,869       19,778 
                                                   10,673       10,316       20,771 
--------------------------------------------  -----------  -----------  ----------- 
 

* Amortisation of intangible assets excluded from underlying operating profit relates to intangible assets recognised on business combinations.

7. Property, plant and equipment

 
 Net book value                  Vehicles      Other property,       Total 
                             for hire and    plant & equipment 
                              credit hire 
                                   GBP000               GBP000      GBP000 
-------------------------   -------------  -------------------  ---------- 
 At 1 May 2021                    937,340              146,580   1,083,920 
 Acquisition                            -                    3           3 
 Additions                        209,173               28,948     238,121 
 Disposals                        (1,849)              (3,171)     (5,020) 
 Transfers                              2                  (2)           - 
 Transfer to inventories         (66,674)                    -    (66,674) 
 Depreciation                    (83,879)             (10,912)    (94,791) 
 Impairment reversal 
  (Note 11)                             -                2,999       2,999 
 Exchange differences            (12,090)              (1,610)    (13,700) 
--------------------------  -------------  -------------------  ---------- 
 At 1 November 2021               982,023              162,835   1,144,858 
 Acquisition                            -                    -           - 
 Additions                        169,350               15,647     184,997 
 Disposals                        (1,873)              (1,511)     (3,384) 
 Transfers                             89                 (89)           - 
 Transfer to inventories         (59,098)                    -    (59,098) 
 Depreciation                    (90,758)             (11,613)   (102,371) 
 Impairment (Note 11)                   -                  (1)         (1) 
 Exchange differences             (2,700)                (386)     (3,086) 
--------------------------  -------------  -------------------  ---------- 
 At 1 May 2022                    997,033              164,882   1,161,915 
 Acquisition                        7,203                  148       7,351 
 Additions                        199,529                6,661     206,190 
 Disposals                              -                 (91)        (91) 
 Transfers                             16                 (16)           - 
 Transfer to inventories         (53,230)                    -    (53,230) 
 Depreciation                    (67,161)             (10,144)    (77,305) 
 Exchange differences              11,517                1,410      12,927 
 At 31 October 2022             1,094,907              162,850   1,257,757 
--------------------------  -------------  -------------------  ---------- 
 
 
 At 31 October 2022 
 Cost or fair value             1,936,260 
 Accumulated depreciation       (678,503) 
 Net book value                 1,257,757 
-----------------------------  ---------- 
 

Included within property, plant and equipment above, are right of use assets under HP and IFRS 16 (leases) with net book value of GBP166,044,000 (30 April 2022: GBP163,907,000).

Depreciation was included within the income statement as follows:

 
                                       (Unaudited)  (Unaudited)    (Audited) 
                                       to 31.10.22  to 31.10.21  to 30.04.22 
                                            GBP000       GBP000       GBP000 
-------------------------------------  -----------  -----------  ----------- 
Included within underlying operating 
 profit as cost of sales                   104,090       94,791      197,162 
Excluded from underlying operating 
 profit*                                  (28,248)            -            - 
                                            75,842       94,791      197,162 
-------------------------------------  -----------  -----------  ----------- 
 

* see GAAP reconciliation on page 5.

8. Interest in associates

 
 
                                       GBP000 
-----------------------------------  -------- 
 At 1 May 2021                          6,047 
 Group's share of: 
 Profit from continuing operations      2,111 
 Distributions from associates        (2,126) 
-----------------------------------  -------- 
 At 1 November 2021                     6,032 
 Group's share of: 
 Profit from continuing operations      1,755 
 Distributions from associates        (1,944) 
-----------------------------------  -------- 
 At 1 May 2022                          5,843 
 Group's share of: 
 Profit from continuing operations      1,559 
 Distributions from associates        (1,868) 
-----------------------------------  -------- 
 At 31 October 2022                     5,534 
-----------------------------------  -------- 
 

9. Analysis of consolidated net debt

 
                                       (Unaudited)  (Unaudited)    (Audited) 
                                       to 31.10.22  to 31.10.21  to 30.04.22 
                                            GBP000       GBP000       GBP000 
-------------------------------------  -----------  -----------  ----------- 
Cash and bank balances                    (18,956)     (34,817)     (24,561) 
Bank overdrafts                                  -       31,493        8,792 
Bank loans                                 195,990      347,759      118,573 
Loan notes                                 322,931       84,490      314,264 
Leases arising following adoption of 
 IFRS 16                                   129,520      116,793      130,444 
Leases arising under HP obligations         30,557       40,908       33,835 
Cumulative preference shares                   500          500          500 
Confirming facilities                          793           98          700 
Consolidated net debt                      661,335      587,224      582,547 
-------------------------------------  -----------  -----------  ----------- 
 

10. Notes to the cash flow statement

 
                                                                                  Six months   Six months      Year to 
                                                                                 to 31.10.22  to 31.10.21     30.04.22 
                                                                                 (Unaudited)  (Unaudited)    (Audited) 
Net cash generated from operations                                                    GBP000       GBP000       GBP000 
-------------------------------------------------------------------------------  -----------  -----------  ----------- 
Operating profit                                                                     110,033       77,687      146,534 
Adjustments for: 
Depreciation of property, plant and equipment                                         75,842       94,791      197,162 
Net impairment of property, plant and equipment                                            -      (2,999)      (2,998) 
Amortisation of intangible assets                                                     10,673       10,316       20,771 
Loss on disposal of vehicles for credit hire and other property, plant and 
 equipment                                                                               705          241          581 
Loss on disposal of intangible assets                                                      -            -           34 
Share options fair value charge                                                        2,287        1,910        3,695 
-------------------------------------------------------------------------------  -----------  -----------  ----------- 
Operating cash flows before movements in working capital                             199,540      181,946      365,779 
Increase in non-vehicle inventories                                                  (1,193)        (463)      (1,169) 
Increase in receivables                                                             (58,454)     (26,469)     (54,400) 
Increase (decrease) in payables                                                       39,347      (5,914)       22,253 
Cash generated from operations                                                       179,240      149,100      332,463 
Income taxes paid, net                                                              (14,689)      (9,893)     (27,382) 
Interest paid                                                                        (8,378)      (7,503)     (13,275) 
-------------------------------------------------------------------------------  -----------  -----------  ----------- 
Net cash generated from operations before purchases of and proceeds from 
 disposal of vehicles 
 for hire                                                                            156,173      131,704      291,806 
Purchases of vehicles for hire                                                     (176,993)    (188,787)    (292,935) 
Proceeds from disposal of vehicles for hire                                           58,876       75,859      128,772 
-------------------------------------------------------------------------------  -----------  -----------  ----------- 
Net cash generated from operations                                                    38,056       18,776      127,643 
-------------------------------------------------------------------------------  -----------  -----------  ----------- 
 

11. Exceptional items

 
During the period the Group recognised exceptional items in 
 the income statement as follows: 
                                      Six months    Six months    Year to 
                                     to 31.10.22   to 31.10.21   30.04.22 
                                     (Unaudited)   (Unaudited)  (Audited) 
                                          GBP000        GBP000     GBP000 
----------------------------------  ------------  ------------  --------- 
Reversal of previous impairment 
 of property, plant and equipment              -       (2,999)    (2,998) 
Other costs                                    -           625        690 
----------------------------------  ------------  ------------  --------- 
Exceptional administrative 
 expenses                                      -       (2,374)    (2,308) 
 
Restructuring credits                          -       (3,099)    (3,545) 
FMG RS set up and integration 
 costs                                         -           725      1,237 
Exceptional administrative 
 expenses                                      -       (2,374)    (2,308) 
Gain on bargain purchase                       -         (290)      (355) 
Total exceptional items included 
 within EBIT                                   -       (2,664)    (2,663) 
Exceptional finance costs: 
 refinancing expenses                          -             -      1,463 
Total pre-tax exceptional items                -       (2,664)    (1,200) 
Tax charge on exceptional items                -           506        228 
----------------------------------  ------------  ------------  --------- 
 

During the period there were no items recognised as exceptional.

Restructuring costs

In the prior period, the Group incurred total exceptional restructuring credits of GBP3,099,000 of which GBP2,835,000 arose in Redde and GBP264,000 arose in Northgate UK&I. These costs were incurred in relation to restructuring activities that were undertaken during the period as part of the integration and reorganisation of the Combined Group. These credits include GBP2,999,000 reversal of previous property impairment (Note 7) in relation to underutilised property being successfully sublet by the Group, and GBP100,000 of other restructuring credits.

FMG RS set up and integration costs

In the prior period, the Group incurred costs of GBP725,000 in relation to the set-up of FMG RS and integration of the business.

12. Business combinations

On 2 July 2022 the Group acquired the equity interests of Blakedale Ltd "Blakedale". The acquisition is in line with the Group strategy and vision to become the leading integrated mobility solutions provider. The acquisition has been included within the Northgate UK&I segment. A provisional purchase price allocation exercise has been undertaken in accordance with IFRS 3 'Business Combinations'.

Details of this provisional purchase consideration, the net assets acquired and goodwill are as follows:

 
 
 Purchase consideration       GBP000 
--------------------------  -------- 
 Total cash consideration     10,043 
--------------------------  -------- 
 

The provisional assets and liabilities recognised as a result of the acquisition are as follows:

 
 
                                            GBP000 
----------------------------------------  -------- 
 Customer relationships (Note 6)             4,500 
 Brand names (Note 6)                          400 
 Property, plant and equipment (Note 7)      7,351 
 Cash and bank balances                        141 
 Stock                                         468 
 Trade and other receivables                 2,293 
 Trade and other payables                  (6,885) 
 Corporation tax                             (106) 
 Deferred tax                              (1,974) 
 Net identified assets acquired              6,188 
----------------------------------------  -------- 
 
 Goodwill recognised on acquisition          3,855 
----------------------------------------  -------- 
 

Acquisition costs

Acquisition costs in relation to Blakedale Ltd of GBP372,000 have been charged to the income statement as administrative expenses.

Blakedale's contribution to the Group results

Blakedale's contribution to underlying operating profit was a GBP283,000 profit for the period from 2 July 2022 to 31 October 2022. Revenue during this period was GBP2,570,000.

Prior period

On 30 June 2021 the Group acquired the equity instruments of Charged Electric Vehicles Limited for a consideration of GBP553,000. A provisional purchase price allocation exercise was undertaken in accordance with IFRS 3 'Business Combinations', which identified net assets acquired of GBP153,000, resulting in goodwill of GBP400,000 recognised in the balance sheet. The acquisition was included within the Northgate UK&I segment.

13. Related party transactions

Related party transactions of the Group are consistent with those disclosed in Note 32 of the Group's annual financial statements for the year ended 30 April 2022. No new related party transactions have been entered into during the period.

Interim announcement - Statement of the Directors

We confirm that to the best of our knowledge:

-- the condensed set of financial statements has been prepared in accordance with the UK-adopted International Accounting Standard 34;

-- the interim management report includes a fair review of the information required by DTR 4.2.7 (indication of important events during the first six months and description of principal risks and uncertainties for the remaining six months of the year); and

-- the interim management report includes a true and fair review of the information required by DTR 4.2.8 (disclosure of related party transactions and changes therein).

By order of the Board

Philip Vincent

Chief Financial Officer

7 December 2022

Independent review report to Redde Northgate plc

Report on the condensed consolidated interim financial statements

Our conclusion

We have reviewed Redde Northgate plc's condensed consolidated interim financial statements (the "interim financial statements") in the interim results of Redde Northgate plc for the 6 month period ended 31 October 2022 (the "period"). Based on our review, nothing has come to our attention that causes us to believe that the interim financial statements are not prepared, in all material respects, in accordance with UK adopted International Accounting Standard 34, 'Interim Financial Reporting' and the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority.

The interim financial statements comprise:

   --    the Condensed consolidated balance sheet as at 31 October 2022; 

-- the Condensed consolidated income statement and Condensed consolidated statement of comprehensive income for the period then ended;

   --    the Condensed consolidated cash flow statement for the period then ended; 
   --    the Condensed consolidated statement of changes in equity for the period then ended; and 
   --    the explanatory notes to the interim financial statements. 

The interim financial statements included in the interim results of Redde Northgate plc have been prepared in accordance with UK adopted International Accounting Standard 34, 'Interim Financial Reporting' and the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority.

Basis for conclusion

We conducted our review in accordance with International Standard on Review Engagements (UK) 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity' issued by the Financial Reporting Council for use in the United Kingdom. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures.

A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK) and, consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

We have read the other information contained in the interim results and considered whether it contains any apparent misstatements or material inconsistencies with the information in the interim financial statements.

Conclusions relating to going concern

Based on our review procedures, which are less extensive than those performed in an audit as described in the Basis for conclusion section of this report, nothing has come to our attention to suggest that the directors have inappropriately adopted the going concern basis of accounting or that the directors have identified material uncertainties relating to going concern that are not appropriately disclosed. This conclusion is based on the review procedures performed in accordance with this ISRE. However, future events or conditions may cause the group to cease to continue as a going concern.

Responsibilities for the interim financial statements and the review

Our responsibilities and those of the directors

The interim results, including the interim financial statements, is the responsibility of, and has been approved by the directors. The directors are responsible for preparing the interim results in accordance with the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority. In preparing the interim results, including the interim financial statements, the directors are responsible for assessing the group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or to cease operations, or have no realistic alternative but to do so.

Our responsibility is to express a conclusion on the interim financial statements in the interim results based on our review. Our conclusion, including our Conclusions relating to going concern, is based on procedures that are less extensive than audit procedures, as described in the Basis for conclusion paragraph of this report. This report, including the conclusion, has been prepared for and only for the company for the purpose of complying with the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority and for no other purpose. We do not, in giving this conclusion, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

PricewaterhouseCoopers LLP

Chartered Accountants

Newcastle upon Tyne

7 December 2022

[3] Calculated as underlying EBIT divided by total revenue

[4] Net replacement capex is total capex less growth capex. Growth capex represents the cash consumed in order to grow the fleet or the cash generated if the fleet size is reduced in periods of contraction

[5] Lease principal payments are included so that steady state cash generation includes all maintenance capex irrespective of funding method

[6] Calculated as underlying EBIT divided by total revenue

[7] Net replacement capex is total capex less growth capex. Growth capex represents the cash consumed in order to grow the fleet or the cash generated if the fleet size is reduced in periods of contraction

[8] Lease principal payments are included so that steady state cash generation includes all maintenance capex irrespective of funding method

[9] Gross profit margin calculated as underlying gross profit divided by total revenue. EBIT margin calculated as underlying EBIT divided by total revenue

[10] Net replacement capex is total capex less growth capex. Growth capex represents the cash consumed in order to grow the fleet or the cash generated if the fleet size is reduced in periods of contraction

[11] Lease principal payments are included so that steady state cash generation includes all maintenance capex irrespective of funding method

[12] Net replacement capex is total capex less growth capex. Growth capex represents the cash consumed in order to grow the fleet or the cash generated if the fleet size is reduced in periods of contraction

[13] Lease principal payments are included so that steady state cash generation includes all maintenance capex irrespective of funding method

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END

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December 07, 2022 02:00 ET (07:00 GMT)

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