Introduction RICHARD HOWSON GROUP CHIEF EXECUTIVE

Transcription

1 2015 Preliminary Results 3 MARCH 2016 Carillion is extending the main stand at Liverpool Football Club s world famous Anfield Stadium under a 75 million contract to increase the stand s capacity by around 8,500 and the total capacity of the stadium to some 54,000, while keeping the main stand fully operational for all matches.

2 Introduction RICHARD HOWSON GROUP CHIEF EXECUTIVE Carillion is making good progress with the new Royal Liverpool Hospital, which is being built at a capital cost of 335 million as a Public Private Partnership project, in which Carillion is also an equity investor and for which Carillion will deliver facilities management services over the life of the 35-year concession contract. 2

3 Agenda Richard Howson Group Chief Executive Richard Adam Group Finance Director Richard Howson Group Chief Executive Introduction Financial results Strategy and prospects 3

4 Successful strategy driving performance WELL POSITIONED FOR FURTHER PROGRESS IN % revenue growth - 10% organic growth; support services up 9% with margin maintained at 5.8% Major contracts mobilised successfully Strong work winning run rate Profit fully cash-backed strong cash flow Full-year dividend increased by 3% to 18.25p Now seeing benefits of consistent strategy and integrated business model Created platform to take business forward in

5 Financial results RICHARD ADAM GROUP FINANCE DIRECTOR Carillion s Customer Experience Centre, which is based in Sheffield and open 24/365, has been developed to provide our support services customers with a seamless customer experience and excellent service. 5

6 Financial highlights RETURNED TO REVENUE GROWTH WITH RESULTS IN LINE WITH EXPECTATIONS Strong revenue growth of 13% to 4.6bn (2014: 4.1bn) growth achieved across all business segments Underlying profit from operations (1) up 8% to 234.4m (2014: 216.9m) increased contributions from support services and PPP projects Total Group underlying operating margin (2) 5.3% (2014: 5.6%) as expected support services margin maintained at 5.8% despite higher than normal mobilisation costs reflects effect of construction services (excluding the Middle East) margin trending down towards a more normal level Underlying pre-tax profit (3) up 2% to 176.5m (2014: 172.9m) and underlying earnings per share (4) up 4% to 35.0p (2014: 33.7p) after higher non-cash interest costs (1) After Joint Ventures net financial expense and taxation charge of 7.1m and 2.9m (2014: 6.4m and 2.7m) respectively and before intangible amortisation of 20.0m (2014: 16.8m) and non-recurring operating items of 5.0m (2014:Nil) (2) Before Joint Ventures net financial expense, Joint Ventures taxation charge, intangible amortisation and non-recurring operating items (3) After Joint Ventures taxation charge and before intangible amortisation, non-recurring operating items, non-operating items of 2.5m (2015: 9.9m) and fair value movements in derivative financial instruments of 6.1m (2014: 3.6m charge) (4) Before intangible amortisation, non-recurring operating items, non-operating items and fair value movements in derivative financial instruments 6

7 Financial highlights STRONG CASH GENERATION SUPPORTING SHAREHOLDER RETURNS AND INVESTMENT FOR GROWTH Reported pre-tax profit up 9% to 155.1m (2014: 142.6m) and reported earnings per share up 10% to 30.9p (2014: 28.0p) after intangible amortisation and derivative movements amounting to 13.9m (2014: 20.4m) Underlying operating cash conversion 104% (2014: 119%) Year end net borrowing reduced to 169.8m (2014: 177.3m) as anticipated, average net borrowing increased to 538.9m (2014: 450.7m) and includes the timing of increases in non-operating cash outflows as we invest to grow 1.4bn of committed funding available renewed and extended main revolving bank facilities to 790m at reduced pricing maturity extended to November 2020 reflects the confidence in the Group and strength of our credit rating in the market Proposed full-year dividend up 3% to 18.25p (2014: 17.75p) and covered 1.9 times (2014: 1.9 times) 7

8 Income Statement UNDERLYING PROFIT FROM OPERATIONS UP 8% m Underlying Group operating profit (1) Share of results of Joint Ventures Underlying profit from operations (2) Group net interest Underlying profit before taxation (3) Intangible amortisation and derivative movements Non-recurring operating and non-operating items Profit before taxation Group taxation Profit for the year Non-controlling interests Profit attributable to Carillion shareholders Total Group underlying operating margin (4) % (57.9) % (13.9) (7.5) % (15.7) (6.6) % 5.3% (44.0) (20.4) (9.9) (15.1) (6.8) % (1) Before intangible amortisation of 20.0m (2014: 16.8m) and non-recurring operating items of 5.0m (2014: Nil) (2) After Joint Ventures net financial expense and taxation charge of 7.1m and 2.9m (2014: 6.4m and 2.7m) respectively and before intangible amortisation and nonrecurring operating items (3) After Joint Ventures taxation charge and before intangible amortisation, non-recurring operating items, non-operating items of 2.5m (2014: 9.9m) and fair value movements in derivative financial instruments of 6.1m (2014: 3.6m charge) (4) Before joint ventures net financial expense, joint ventures taxation charge, intangible amortisation and non-recurring operating items 8

9 Cash flow STRONG CASH FLOW GENERATED FROM OPERATIONS m Underlying Group operating profit Depreciation and other non-cash items Working capital (1) Dividends received from Joint Ventures Underlying cash flow from operations Pension deficit contributions Rationalisation costs Interest and taxation Net capital expenditure Other Acquisitions and disposals Dividends Reduction in net borrowing Net borrowing at 1 January Net borrowing at 31 December (47.4) (46.0) (6.3) (11.5) (40.4) (31.0) (12.8) (22.4) (10.9) (39.6) (34.5) (80.0) (76.7) (177.3) (215.2) (169.8) (177.3) Underlying operating cash conversion of 104% (2014: 119%) (1) Including net proceeds from the sale of PPP investments 9

10 Working capital five-year summary IMPROVING TRENDS m TREND Total revenue ( bn) GROWING Working capital cash movement ( m) 5.1 (136.2) (66.4) NEUTRAL Net borrowing ( m) (50.7) (155.8) (215.2) (177.3) (169.8) REDUCING Debtor days outstanding (days) (1) REDUCING Creditor days outstanding (days) (2) REDUCING (1) Debtor days are based on trade receivables plus construction contract receivables divided by Group revenue adjusted for VAT and acquisitions (2) Creditor days are based on trade payables adjusted for VAT divided by cost of sales plus administrative expenses adjusted for non-trade creditor related expenses such as payroll costs and depreciation and the effects of acquisitions during the year 10

11 Balance sheet INCREASED FINANCIAL STRENGTH WITH 1.4 BILLION OF FUNDING TO DELIVER STRATEGIC OBJECTIVES m Property, plant and equipment Intangible assets Investments Inventories, receivables and payables Net retirement benefit liability (net of taxation) Other Net operating assets Net borrowing Net assets , , , ,895.9 (379.0) (353.9) (317.6) (406.2) (57.1) (64.0) 1, ,071.8 (169.8) (177.3) 1, (1) Average net borrowing (538.9) (450.7) 1.4bn of available funding to support delivery of strategic objectives, of which only 131m is repayable in the next three years (1) Restated for the retrospective adjustment to provisional amounts recognised on the acquisition of the Rokstad Corporation in

12 Net retirement benefit liability POTENTIAL TO MOVE TO SURPLUS WITHIN FIVE YEARS 406.2m 47.4m 41.2m 317.6m 237.0m (2) 80.6m NIL 2014 deficit (1) Deficit pension contributions Other movements led by 0.25% increase in the discount rate 2015 deficit (1) Five years of deficit pension contributions Other movements eg, a 0.5% increase in the discount rate 2020 illustrative deficit (1) (1) IAS 19 net of taxation (2) Illustrative based on 5 years of contributions 2015 movements illustrative movements 12

13 Segment results REVENUE GROWTH ACROSS ALL BUSINESS SEGMENTS m Support services Public Private Partnership (PPP) projects Middle East construction services Construction services (excluding Middle East) Total 2, , ,586.9 REVENUE 2, , , % +19% +20% +16% +13% UNDERLYING OPERATING PROFIT (1) MARGIN % m Support services Public Private Partnership (PPP) projects Middle East construction services Construction services (excluding Middle East) Group costs and Joint Venture interest and tax Underlying profit from operations Directors valuation of PPP investment portfolio at a 9% discount rate 46m (2014: 48m) despite the sale of 54m of equity at an average discount rate of 7% Good opportunities to replenish PPP portfolio (24.6) (20.1) % +43% +1% -9% +9% -22% +8% UNDERLYING OPERATING (2) (2) (1) Before intangible amortisation of 20.0m (2014: 16.8m) and non-recurring operating items of 5.0m (2014: Nil) (2) After Group unallocated costs of 14.6m (2014: 11.0m) 13

14 Financial results summary CONSISTENTLY DELIVERING TO EXPECTATIONS Returned to revenue growth with 13% increase to 4.6bn (2014: 4.1bn) Underlying profit from operations (1) up 8% to 234.4m (2014: 216.9m) Underlying pre-tax profit (2) up 2% to 176.5m (2014: 172.9m) and underlying earnings per share (3) up 4% to 35.0p (2014: 33.7p) Underlying operating cash conversion 104% (2014: 119%) Net borrowing in line with expectations as we invest for growth (1) After Joint Ventures net financial expense and taxation charge of 7.1m and 2.9m (2014: 6.4m and 2.7m) respectively and before intangible amortisation of 20.0m (2014: 16.8m) and non-recurring operating items of 5.0m (2014:Nil) (2) After Joint Ventures taxation charge and before intangible amortisation, non-recurring operating items, non-operating items of 2.5m (2014: Nil) and fair value movements in derivative financial instruments of 6.1m (2014: 3.6m charge) (3) Before intangible amortisation, non-recurring operating items, non-operating items and fair value movements in derivative financial instruments 14

15 A Carillion joint venture provides hard facilities management services for over 70,000 buildings, equivalent to around 85 per cent of the UK Defence Infrastructure Organisation s estate, under five contracts together worth around 1 billion over fiveyears, which is extendable to 10 years and a total value of up to 2.5 billion. Strategy and prospects RICHARD HOWSON GROUP CHIEF EXECUTIVE 15

16 Our integrated, scaleable business model HOW WE ADD VALUE Resources What we do How we do it Key outputs Centralised operating platform Strong risk management First-class supply chain management Growing a sustainable business and creating value for all our stakeholders Financial strength Excellent people Embedding sustainability into everything we do Building long-term partnerships with customers, partners and suppliers Living our Values High standards of corporate governance First-class expertise Leadership in Health & Safety Leadership in sustainability Value created and shared with our stakeholders and also reinvested in our business 16

17 Our track record CONSISTENT AND SUCCESSFUL CORE STRATEGY AND BUSINESS MODEL Over the last 5 years we have Responded decisively to the economic downturn Rescaled and repositioned our businesses in growth markets Developed Middle East strategy to mitigate effects of low oil price Created a highly efficient supply chain management system Maintained financial strength to support strategy for growth This has enabled us to Develop a robust, resilient business and a platform for growth Build a 17.4bn order book Deliver a greater than inflation 5-year dividend CAGR of 3.3% Return to revenue growth Deliver strong margins Position the business to make further progress in

18 2015 revenue by geography TOTAL GROUP REVENUE 4.6BN, UP 13% UK (1) 3,357m - 73% (2014: 2,954m - 73%) Canada (2) 513m - 11% (2014: 543m - 13%) 1,151 2,052 34% 61% % 72% 8% Support services Public Private Partnership (PPP) projects Construction services 154 5% Support services Public Private Partnership (PPP) projects Construction services (1) Includes 22.0m (2014: 12.7m) of revenue generated outside the UK, Middle East and North Africa and Canada (2) Includes 9.8m (2014: 5.2m) of revenue generated in the Caribbean Middle East and North Africa 717m - 16% (2014: 576m - 14%) % 84% 602 Support services Construction services 18

19 Major contract mobilisations in 2015 PROGRESSING WELL AND IN LINE WITH EXPECTATIONS Next Generation Defence contracts Mobilised from February 2015 Worth 1.1bn over initial 5-year period FM for over 70,000 MoD buildings - 85% of MoD estate Leading skills/national delivery capability Leading IT/cyber security capability Sustainability a key differentiator FM services for public sector prisons Mobilised from June m, 5-year contracts Potentially extendable to 7 years, worth up to 280m Hard and soft FM for 54 public sector prisons Leading capability to provide integrated solutions Around 150 separate service lines Ability to deliver high quality, value for money Sustainability a key differentiator 19

20 Order book and probable orders REVENUE VISIBILITY OF 84% FOR 2016 New orders and probable orders 15% 73% 3.7bn (2014: 5.1bn) 5% Total orders plus probable orders 17.4bn (2014: 18.6bn) 80% of orders plus probable orders in support services and PPP projects (2014: 82%) Order book of 15.8bn, plus probable orders of 1.6bn totalling 17.4bn (2014: 18.6bn) Strong revenue visibility (1) for 2016 of 84% (2014: 85% for 2015) In addition, we have been awarded framework agreements with a total potential value of over 2bn 7% Support services 12.7bn 73% (2014: 14.1bn: 76%) Public Private Partnership (PPP) projects 1.2bn 7% (2014: 1.2bn: 6%) Middle East construction services 0.8bn 5% (2014: 0.9bn: 5%) Construction services (excluding the Middle East) 2.7bn 15% (2014: 2.4bn: 13%) (1) Based on expected revenue and secure and probable orders, which exclude variable work, frameworks and re-bids 20

21 Support services SIGNIFICANT SUCCESSES IN 2015 Support services SCAPE framework for Local Authorities potential value up to 1.5bn over 6 years UK Central Government FM Agreement share of 1.3bn to 4.1bn over 4 years Smart Motorways 238m Network Rail contracts/frameworks 92m Support services for PPP projects UK and Canada 260m Canada support services Oil & Defence sectors 100m 21

22 Public Private Partnership projects SIGNIFICANT SUCCESSES IN 2015 Project Equity ( m) Support services and construction revenue ( m) Financial close on 4 projects Midland Met Hospital Midlands Priority Schools (1) North Battleford Hospital, Canada Stanton Hospital Canada Preferred bidder Irish Schools Bundle 5 Not disclosed (1) Classified as a probable order at 31 December 2014 and became a secure order in August

23 UK and Middle East construction SIGNIFICANT SUCCESSES IN 2015 UK construction Triplets, Kings Cross, London 140m (1) Barts Square, London, 91m (1) A5-M1 Link, 85m (1) A14 upgrade, 146m Great Arundel Court, London, 100m Homes & Communities Agency Leeds, 80m Middle East construction La Mer, Dubai, 155m (1) (Al Futtaim Carillion 50:50 JV) Dubai Trade Centre Phase 1A5, 125m (Al Futtaim Carillion 50:50 JV) BP Khazzan Gas project, Oman, 80m (1) Classified as a probable order at 31 December 2014 and became a secure order in H

24 Substantial high-quality pipeline SIGNIFICANT OPPORTUNITIES FOR FURTHER PROGRESS Pipeline opportunities 41.4bn (2014: 39.2bn) bn Support services 12.1bn 29% (2014: 11.1bn: 29%) Public Private Partnership (PPP) projects 2.4bn 6% (2014: 2.5bn: 6%) Middle East construction services 16.0bn 39% (2014: 15.4bn: 39%) Construction services (excluding the Middle East) 10.9bn 26% (2014: 10.2bn: 26%)

25 Growth market sectors UK, CANADA, MIDDLE EAST Support services Public Private Partnerships Construction services 2.5bn 2015 revenue 12.7bn Order book 12.1bn Pipeline 0.2bn 2015 revenue 1.2bn Order book 2.4bn Pipeline 1.9bn 2015 revenue 3.5bn Order book 26.9bn Pipeline 25

26 Well positioned for growth TARGETING FURTHER PROGRESS IN 2016 Returned to revenue growth for the first time since 2010 Strong operating profit and cash flow performance Robust, high-quality order book plus probable orders Entered 2016 with revenue visibility (1) of 84% Expanding pipeline of contracts in markets that have growth prospects Successful strategy and business model with robust balance sheet to support growth Well positioned to make further progress in 2016, including revenue and margin growth in support services (1) Based on expected revenue and secure and probable orders, which exclude variable work, frameworks and re-bids 26

27 Carillion is the leading provider of apprenticeship training in our sector, with up to 2,000 apprentices in training at any one time in our 19 dedicated training centres across the UK. Appendices 27

28 Facts about Carillion Carillion is a leading integrated support services company employing some 46,000 people across the UK, in the Middle East and Canada Support services Public Private Partnership (PPP) projects Carillion has the skills and resources to provide all the services needed to manage and maintain property, road, rail and utility infrastructure networks We provide facilities management and other support services for thousands of public and private sector buildings We provide management and maintenance services for some 17,000 kilometres of road in the UK and Canada In the UK, we provide services for public utility networks, including the broadband network for Openreach for whom we are also a key delivery partner in the roll out of superfast fibre access In Canada, we provide power transmission and distribution services and remote site accommodation services In the Middle East we provide facilities management services for property estates and highways maintenance services We have been a leader in PPP projects since the inception of the UK s Private Finance Initiative in the early 1990 s Since then, we have financially closed 65 PPP contracts in the UK and Canada for hospitals, schools, prisons, military accommodation, roads and railways We have sold PPP equity investments generating proceeds of some 620 million and a pre-tax profit of around 241 million In the Middle East, we are developing opportunities for PPP projects to support customer investment programmes 28

29 Facts about Carillion Carillion is a leading integrated support services company employing some 46,000 people across the UK, in the Middle East and Canada Middle East construction services Construction Services (excluding the Middle East) We have around 40 years experience of operating in the Middle East, where we have built an outstanding reputation for quality and reliability We operate in the UAE, Oman, Qatar, the Kingdom of Saudi Arabia and Egypt We have built many of the region s iconic landmark projects, including Dubai Festival City, the Grand Mosque in Oman, the Yas Hotel, (centre piece of Abu Dhabi s Formula 1 Grand Prix circuit) and the Royal Opera House in Oman Our history in construction spans almost two centuries, as Carillion brings together the heritage of Tarmac, Mowlem and Alfred McAlpine Carillion has continued to deliver outstanding projects, such as the new Government Communication Headquarters in Cheltenham, 17 major hospitals, some 160 new schools, several prisons and numerous motorway, trunk road and rail projects In Canada, where we have operated for around 50 years, we have also built a reputation for delivering high-quality projects, particularly Public Private Partnership projects, where we have financially closed, 9 major projects, notably in the healthcare sector. 29

30 Revenue and profit summary Revenue Underlying operating profit (1) m Support services Group Share of joint ventures Total 2, , % 2, , % Public Private Partnership projects Group Share of joint ventures Total % % Middle East construction services Group Share of joint ventures Total % % Construction services (excluding the Middle East) Group Share of joint ventures Total 1, , % 1, , % Total revenue and operating profit Group eliminations and unallocated items Operating profit (before Joint Ventures net financial expense and taxation) Share of Joint Ventures net financial expense Share of Joint Ventures taxation Underlying profit from operations 4, % 4, (14.6) (7.1) (2.9) % +8% (11.0) (6.4) (2.7) (1) Before intangible amortisation and non-recurring operating items 30

31 1.4bn of available funding MATURITY PROFILE FOLLOWING RENEWAL OF UK BORROWING FACILITIES m

32 Total revenue by sector/geography Total revenue 2015: 4.6bn (2014: 4.1bn) % % 17% 17% UK public sector UK regulated sector UK private sector International 32

33 Risk management STRONG AND RESILIENT PROCESSES Carillion plc Board Assurance Board sub-committees Business Integrity Committee Audit Committee Sustainability Committee Major Projects Committee Internal Audit Group Chief Executive s Leadership Team Corporate Oversight and Direction Group Risk Management Other Functional Heads External Audit Operations Business Unit Managing Directors Business Unit Risk Management Contract Risk Managers Peer Reviews External Benchmarking 33

34 Market sectors UK Support services 2.1bn 2015 revenue Infrastructure services Rail and roads Power distribution Airports Property FM services Public sector Health Local Authorities Defence Ministry of Justice Private sector Construction services 1.1bn 2015 revenue Defence Roads Rail Airports Private sector relationship customers High/mid rise residential Increased Government spending from 2015, especially on infrastructure Public Private Partnerships 0.2bn 2015 revenue Integrated solutions Healthcare/hospitals Schools/academies Highways 54m of equity still to be invested in 4 financially closed projects Targeting further projects for

35 Market sectors CANADA Support services 0.4bn 2015 revenue Highways maintenance Acquisition of Outland Group in 2015 broadens services offering to include remote site accommodation and associated services Power transmission & distribution FM Health (PPP projects) Defence Education Municipalities Oil & Gas/natural resource industries Medium-term growth from expansion into new Provinces Construction services 0.1bn 2015 revenue PPP driven Key sectors Health Roads Rail Airports Power Public Private Partnerships (PPP) 39m 2015 revenue Major programmes with total capital value of some $60bn Ontario British Columbia Alberta Saskatchewan 7m of equity still to be invested in 2 financially closed projects Targeting further projects in

36 Market sectors MIDDLE EAST Construction services 0.6bn 2015 revenue Opportunities for growth in 2016 and over medium term Dubai Oman Qatar Medium term Abu Dhabi 2030 Plan Saudi Arabia UK Export Finance is a key differentiator for Carillion Support services 0.1bn 2015 revenue Property FM Health Airports Commercial Infrastructure services roads and rail Energy services Oil & gas sector services Public Private Partnerships (PPP) nil 2015 revenue Increasing potential for PPP projects in Middle East and other international regions e.g. Oman Turkey 36

37 Net present value ( m) Directors valuation of equity in financially closed Public Private Partnership projects VALUATION BROADLY LEVEL DESPITE 54m EQUITY SALES Net present value at 31 December m (2014: 48m) m (1) 46m (2) 0 5% 6% 7% 8% 9% 10% 11% 12% Discount rate Potential for approximately 90m of further equity investments At 31 December m of gross (3) equity invested, and 62m of further equity committed for investment, in 17 financially closed projects In 2015, financially closed two projects in the UK and two projects in Canada, in which we expect to invest over 26m of equity Currently preferred bidder on Irish Schools Bundle 5 - potential equity requirement not disclosed. Currently shortlisted for a further three projects with potential equity requirements of around 20m Strong pipeline of further opportunities in the UK and Canada Opportunities also emerging in the Middle East, particularly Oman and Egypt (1) Average discount rate for disposals in 2015 (2) Directors valuation (3) Before repayments received 37

38 Financially closed PPP projects At 31 December 2015 PPP project Financial Close Date Status Concession Period Years Equity Invested to date ( m) Total Committed Equity ( m) Equity Share (%) Non- Recourse Debt ( m) Roads A Operational Aberdeen Western Peripheral 2014 In Construction Health Royal Ottawa Hospital, Canada 2004 Operational New Oakville Hospital, Canada 2011 Operational Battleford Hospital, Canada 2015 In Construction Stanton Hospital, Canada 2015 In Construction Royal Liverpool Hospital 2013 In Construction Midland Metropolitan Hospital 2015 In Construction Continued 38

39 Financially closed PPP projects At 31 December 2015 PPP project Financial Close Date Status Concession Period Years Equity Invested to date ( m) Total Committed Equity ( m) Equity Share (%) Non- Recourse Debt ( m) Education University of Greenwich Priority Schools Midlands South Tyneside and Gateshead Schools BSF Nottingham Schools BSF Tameside Schools BSF Durham Schools BSF Rochdale Schools BSF Wolverhampton Schools BSF Operational In Construction Operational Operational Operational Operational Operational Part operational, construction part 8; part Other Forensic Service and Coroners Complex, Canada 2010 Operational TOTAL

40 Public Private Partnership Pipeline At 31 December 2015 Facilities Management ( m) Construction ( m) Equity and Sub Debt ( m) Lifetime Concession Turnover ( m) Payment Basis Concession Period Years Preferred bidder Irish Schools Bundles 5 Not disclosed Availability Projects shortlisted Mackenzie Vaughan Hospital Up to 50 Up to 90 Up to 5 Up to 150 Availability 34 Enterprise Data Centre Borden Up to 45 Up to 45 Up to 5 Up to 70 Availability 28 Calgary South West Ring Road Up to 55 Nil Up to 10 Up to 350 Availability 33 40

41 Middle East construction services REVENUE BY COUNTRY 2015 Revenue 602m 2014 Revenue 501m % 16% 23% % 7% 28% Dubai Abu Dhabi Oman Egypt Qatar & Saudi 20 4% 45% 12%

42 Acquisitions and disposals m Investments Acquisition of the Outland Group Acquisition of the Rokstad Corporation Acquisition of the Bouchier Group Transaction costs Other (21.5) (7.7) (6.1) - (6.6) 2.3 (39.6) (29.9) (8.6) - (3.0) (34.5) Investments principally includes equity and sub-debt in PPP projects Acquisition of the Outland Group is the initial instalment of the consideration payable, net of 3.0m cash acquired Acquisition of the Rokstad Corporation is the second tranche of the consideration payable Transaction costs relate to the aborted merger discussions with Balfour Beatty and the acquisition of the Rokstad Corporation and the Outland Group 42

43 Cautionary Statement This presentation may contain indications of likely future developments and other forwardlooking statements that are subject to risk factors associated with, among other things, the economic and business circumstances occurring from time to time in the countries, sectors and business segments in which the Group operates. These and other factors could adversely affect the Group's results, strategy and prospects. Forward-looking statements involve risks, uncertainties and assumptions. They relate to events and/or depend on circumstances in the future which could cause actual results and outcomes to differ materially from those currently anticipated. No obligation is assumed to update any forward-looking statements, whether as a result of new information, future events or otherwise.

44 2015 Preliminary Results Living our values shapes the way we do business how we work with each other, our customers, our suppliers, our partners and all those with whom we interact when delivering our services. 44