TIDMHRG
27 November 2009
Hogg Robinson Group plc
(`HRG', `the Company' or `the Group')
Half-yearly financial report for the six months ended 30 September 2009
A resilient performance in challenging conditions; well placed for the economic recovery
Summary of results
Six months ended 30 September
2009 2008 Change
Revenue GBP155.3m GBP171.0m -9.2%
Underlying earnings (1)
- Operating profit GBP11.3m GBP13.0m -GBP1.7m
- Profit before tax GBP7.5m GBP7.8m -GBP0.3m
- Earnings per share (p) 1.6p 1.5p +0.1p
Reported earnings
- Operating profit GBP7.1m GBP11.3m -GBP4.2m
- Profit before tax GBP3.3m GBP6.1m -GBP2.8m
- Earnings per share (p) 0.6p 1.1p -0.5p
Net debt GBP96.0m GBP123.0m GBP27.0m
Note
(1) Before amortisation of acquired intangibles and exceptional items
Financial Highlights
* Revenue decreased by 9.2% to GBP155.3m
- down 15.0% on a constant currency basis
* Underlying profit before tax broadly unchanged
- operating expenses reduced by 15.1% at constant currency
- operating profit margin broadly unchanged at 7.3%
* Underlying EPS up 6.7% to 1.6p
* Net debt of GBP96.0m; down GBP27.0m from September 2008; reflects continuation of working capital management programme
* Interim dividend of 0.4p per share; equivalent to one third of last year's annual dividend; in line with previously announced dividend policy
Operational Highlights
* Clients continuing to travel; HRG helping them to control travel spend
* Client retention rate remains above 90%; net new business wins over the period
* Cost base actively managed and at appropriate level
* Europe - restructuring of branch network; exceptional charge of GBP2.3m
* North America - benefits from cost reduction measures taken in FY09
* Asia Pacific - profitability maintained
* Spendvision revenue up 24% at constant currency; exciting new partnership with Visa
Outlook
* Early signs of stabilisation, but prepared for the economic climate to remain challenging
* Maintaining a disciplined approach to control of the cost base
* Full-year performance anticipated to be in line with market expectations
David Radcliffe, Chief Executive of Hogg Robinson Group plc, said:
"In the middle of a tough recession we have delivered a very resilient performance. Our ability to provide our customers with excellent service and to help them control their travel budgets has helped to maintain our strong client retention rate and secure net new wins.
We have continued to control our cost base tightly without damaging our ability to benefit from the upturn when it arrives.
Whilst we have seen some early signs of stabilisation, visibility remains limited. However, we continue to believe that the Group will deliver a full-year performance in line with market expectations and, looking further ahead, we believe that we are well positioned to respond as market conditions improve."
Contact Details
Hogg Robinson Group +44 (0)1256 312 600
David Radcliffe, Chief Executive
Julian Steadman, Group Finance Director
Angus Prentice, Head of Investor Relations
Tulchan Communications +44 (0)20 7353 4200
David Allchurch
Stephen Malthouse
A briefing by conference call for analysts and institutional investors will be held at 0900h GMT today. For conference call details, please contact Tulchan Communications on +44 (0)20 7353 4200. The presentation slides used in this briefing will be available at http://investors.hoggrobinsongroup.com/hrg/en/ investor-relations/presentation from 0845h today.
A replay recording of the conference call will be available via audio webcast and podcast at http://investors.hoggrobinsongroup.com/hrg/en/investor-relations /presentation later today.
Notes to Editors
Hogg Robinson Group plc (HRG) (LSE: HRG), the international corporate travel services company, was established in 1845 and operates from headquarters located in Basingstoke, Hampshire, UK. Its interests include owned or controlled corporate travel services operations in 25 key driver/growth markets throughout Europe, North America and Asia Pacific, which are supported by a network of contracted partners. The HRG network extends to nearly 120 countries.
HRG's philosophy is to focus on its clients, underpinned by three differentiators - its people, its technology and its breadth of service. The company has experienced management and skilled operators together with a strong reputation for technology which it develops and owns in-house. In addition HRG is the only major travel management company to offer a real breadth and depth of services, all of which combine to serve every client around the globe delivering value, cost savings, efficiency and innovation, without compromise.
HRG's portfolio of clients spans a broad range of industry sectors including but not limited to Automotive, Banking and Finance, Food Manufacturing, Media and Entertainment, Pharmaceutical, Retail and Telecommunications.
www.hoggrobinsongroup.com
This announcement may contain forward-looking statements with respect to certain of the plans and current goals and expectations relating to the future financial conditions, business performance and results of Hogg Robinson Group. By their nature, all forward-looking statements involve risk and uncertainty because they relate to future events and circumstances that are beyond the control of HRG, including amongst other things, HRG's future profitability, competition with the markets in which the Company operates and its ability to retain existing clients and win new clients, changes in economic conditions generally or in the travel and airline sectors, terrorist and geopolitical events, legislative and regulatory changes, the ability of its owned and licensed technology to continue to service developing demands, changes in taxation regimes, exchange rate fluctuations, and volatility in the Company's share price. As a result, HRG's actual future financial condition, business performance and results may differ materially from the plans, goals and expectations expressed or implied in these forward-looking statements. HRG undertakes no obligation to publicly update or revise forward-looking statements, except as may be required by applicable law and regulation (including the Listing Rules). No statement in this announcement is intended to be a profit forecast or be relied upon as a guide to future performance.
The release, publication, transmission or distribution of this announcement in, into or from jurisdictions other than the United Kingdom may be restricted by laws and therefore persons in such jurisdictions into which this announcement is release, published, transmitted or distributed should inform themselves about and observe such restrictions. Any failure to comply with the restrictions may constitute a violation of the securities laws of such jurisdiction.
Management Review
Overview
We have now traded for a full year during the worst global recession since the 1930s. When the recession started to take hold in October 2008, businesses quickly began to reduce discretionary spending and, in particular, to seek lower cost travel options. Data published by the major airlines and by the International Air Transport Association (IATA) have revealed major declines in both passenger numbers and spend during the past 12 months. More recently, there are early signs that air passenger numbers and revenue have stabilised; the latest IATA data show that international passenger travel grew for the first time in 12 months, albeit a modest 0.3% up on the same month last year. In general, however, market conditions remain challenging and we remain cautious about any rapid recovery in corporate travel.
Against this backdrop, our business has performed well during the first half of our financial year with pleasing comparisons against the prior year that had not yet been impacted by the recession. Underlying profit before tax was broadly unchanged and net debt was GBP27m lower.
Importantly, at HRG we work for our clients and earn the vast majority of our revenue from fees for the work we do rather than commissions based on the value of the travel. In the current climate, clients have been trading down to cheaper forms of travel as well as reducing the frequency of travel. For the most part, we see little impact from trading down, but less frequent travel does reduce our revenue and requires us to reduce capacity.
In response to this, throughout the whole of 2009 we have been reducing our operating costs to keep pace with lower client activity. Our commitment to high service levels does however mean that cost reduction lags a fall in activity levels.
Importantly, wherever possible we have endeavoured to retain the flexibility to add capacity when the economic climate improves and our established client base begins to travel more again. For example, our technology is allowing us to increase the number of travel consultants working from home. We also introduced a voluntary `Options for Change' programme which has allowed our employees to help us reduce costs in the coming months through reduced working hours, sabbaticals, unpaid holiday, salary reduction and voluntary redundancy.
We have continued to offer our clients creative ways to make the most of their reduced travel budgets including self-service reservations (SSR), data and security tracking applications to support stronger policy compliance. We are also offering the management of video conferencing facilities for clients' internal meetings.
Historically, the majority of the group's earnings have come in the second half of the financial year. On a reported basis, compared to the prior year, revenue and operating profit for the first half fell by 9.2% and 37.2% respectively. Reported profit before tax was GBP3.3m compared to GBP6.1m, with basic earnings per share (EPS) of 0.6p compared to 1.1p.
Overall, currency movements had minimal impact on earnings during the first half, but did improve revenue by 5.8%. Excluding currency movements, revenue was down by 15.0%.
Underlying operating profit, which is before amortisation of acquired intangibles and exceptional items, was GBP1.7m lower at GBP11.3m, and the underling operating profit margin moved from 7.6% to 7.3%. Lower interest costs helped ensure that underlying profit before tax was down only marginally, from GBP7.8m to GBP7.5m, and underlying EPS was 1.6p compared to 1.5p.
Following our major restructuring programme in the final quarter of last year, we undertook two further restructuring initiatives to reduce costs in the Nordic region and the UK which have produced an exceptional charge of GBP2.3m during the first half. A further exceptional charge of around GBP1m is expected in the second half to complete these initiatives.
Historically, the first half has required higher working capital which has reduced during the second half. The free cash outflow of GBP8.7m is GBP6.7m greater than in the prior year primarily due to the GBP5.0m cash settlement from Kuoni included last year. Closing net debt of GBP96.0m compares to GBP123.0m at 30 September 2008 and GBP85.3m at year end. Our principal banking facility is committed until September 2011 and we have remained comfortably within our covenant limits.
In common with many other companies, the Group pension deficits have increased since the year end, as positive investment performance did not offset the impact of a lower discount rate being used to value the liabilities. The total deficits increased by GBP62.2m to GBP127.5m since the year end although cash contributions remain unchanged. The principal defined benefit scheme in the UK has been closed to new entrants for several years. However, the use of periodic market interest rates to value the liabilities at net present value will inevitably produce volatility.
In line with our policy, the Board has declared an interim dividend of 0.4p per share which will become due and payable on 6 January 2010 to shareholders on the register at 11 December 2009. This represents one third of last year's annual dividend of 1.2p per share.
Client activity
The first half was again successful in terms of client retention and new business. Our client retention rate remains above 90% and we continued to grow our client base with net new business wins over the period. As the economy returns to normal and this stable base of clients begin to travel more, HRG should benefit from that increased activity.
New clients that we welcomed to HRG during the period, and existing clients where we have secured regional extensions, include BNP Paribas, Discovery Communications, GDF Suez, KKR and SGS Group. We also won the Scottish Enterprise Department to add to our other substantial government business in the UK.
We also renewed contracts with several existing clients including Armani, BMW, Credit Suisse, Lloyds Banking Group, National Australia Bank, Nordea, Nycomed, Pfizer, Province of Ontario, Roche, Schlumberger, Tesco and UBS.
We are delighted to have been successful in extending our relationships with companies that have been involved in merger and acquisition activity. For example, we have combined service structures for companies such as Lloyds / HBOS, Nomura / Lehman Brothers and Wells Fargo / Wachovia.
The pipeline of new business remains healthy and includes opportunities in the Engineering, Financial, Food, Oil & Gas and Pharmaceutical sectors.
Our portfolio remains diverse, with our top ten clients accounting for 23% of first-half client revenue and no single client accounting for more than 5%. While Banking & Finance remained our largest client sector, it accounted for less than 20% of client revenue.
Technology
Technology is a key element in the HRG strategy and continues to deliver products and process improvements to its clients and to HRG itself. Our ongoing investment in technology through the economic cycle is testament to HRG's steadfast commitment to this area.
During the first half of the financial year, we delivered a number of new and exciting technology products. The release of v8.0 of HRG Online, our online booking tool, delivers greater functionality and an improved user interface. A new reporting suite, together with travel tracker products, was introduced during the period which enables clients to view and access their travel data online. Client adoption of HRG's i-Suite, offering clients a gateway to HRG and third party products, continues to grow rapidly. New versions of HRG Point of Sale (Agency Desktop) application are currently undergoing testing and evaluation.
Investment in our core infrastructure included a new wide area network, server and desktop infrastructure improvements and further expansion of Internet Protocol telephony platforms. Combined with our continuing investment in our Universal Super Platform, we are building more efficient and flexible service delivery.
Regional review
Europe
Six months ended 30 September 2009 2008 Change
Revenue GBP110.3m GBP128.1m -13.9%
Operating profit GBP5.0m GBP11.4m -GBP6.4m
Underlying operating profit (1) GBP8.8m GBP12.7m -GBP3.9m
Underlying operating profit 8.0% 9.9% -1.9% margin (1)
(1) Before amortisation of acquired intangibles and exceptional items
Revenue fell by 17.9% during the period, excluding favourable currency movements. Underlying operating profit reduced by GBP3.9m, with little impact from currency movements, as a result of lower activity. We recognised an exceptional charge of GBP2.3m (2008: nil) for restructuring during the period, with a further charge of around GBP1m expected in the second half.
Our traditionally strong UK business performed reasonably well during the period, with effective cost control in the face of lower client activity. The number of home-based travel consultants increased steadily during the period and now numbers more than 180. This has helped us develop our `virtual' service network which is showing benefits in the form of increased flexibility of telephony call-flow switching and reduced operating costs. The rationalisation of our UK branch network continues with focus on core `hub' and `specialist' locations in London, Manchester (rail centre), Glasgow, Leicester (hotel reservation centre), Belfast and Farnborough (24/7 support). In September we launched `Simply HRG' which offers a range of services to small and mid-sized companies with an annual travel spend of up to GBP2m.
Our German business also reduced costs in line with lower client activity and did not have the benefit from the Euro 2008 football championships reflected in last year's results. Flexible cost reduction has been achieved by using the Reduced Working Time Initiative introduced by the German Government to help those employees working reduced hours. A similar scheme is being utilised in Switzerland.
We have accelerated the consolidation of our branch network in continental Europe, as we increasingly focus on large multinational managed clients. During the period we reduced our network of branch offices in the Nordic region that serve SME clients. In Sweden, we are consolidating our activities into key hubs in Stockholm, Malmo and Gothenburg.
North America
Six months ended 30 September 2009 2008 Change
Revenue GBP34.5m GBP32.5m +6.2%
Operating profit GBP2.1m (GBP0.1m) +GBP2.2m
Underlying operating profit (1) GBP2.4m GBP0.2m +GBP2.2m
Underlying operating profit 7.0% 0.6% +6.4% margin (1)
(1) Before amortisation of acquired intangibles and exceptional items
Revenue fell by 6.8%, excluding favourable currency movements. Underlying operating profit advanced by GBP2.2m with little impact from currency movements.
The North American market remains very competitive and requires efficient systems that are suitable for large scale activity. Over the past few years, we have been investing to reduce our cost base and improve productivity through a range of initiatives affecting front, middle and back-office functions while at the same time adapting our service delivery to meet the needs of our new global clients. We have also expanded the number of travel consultants working from home, to increase flexibility and improve profitability. Together these initiatives have helped to improve the profitability of our operations in North America significantly.
Asia Pacific
Six months ended 30 September 2009 2008 Change
Revenue GBP10.5m GBP10.4m +1.0%
Operating profit - - -
Underlying operating profit (1) GBP0.1m GBP0.1m -
Underlying operating profit 1.0% 1.0% - margin (1)
(1) Before amortisation of acquired intangibles and exceptional items
Revenue fell by 5.8% during the period, excluding favourable currency movements. Timely cost reduction allowed us to keep underlying operating profit unchanged.
In Australia we made changes to our operational structure and the business is now positioned for, and focused on, winning new clients particularly those based in the key international hub of Sydney. Our contract with the Queensland Government to provide a fully-integrated travel and expense management system is now implemented and we are seeing increasing benefit from this major contract as activity levels increase.
In Singapore we were able to take advantage of government programmes to help retain staff.
We have seen recent signs of a relaxation of some clients' travel policies and are hopeful that the Asia Pacific region will be the first region of HRG's global network to return to more normal levels of activity.
Spendvision
The Spendvision results are included in the regional figures. The expense management business continued to grow, with revenue up by 36% to GBP5.7m, including 12% from foreign exchange gains. In order to help accelerate future growth, we increased investment in resources for product delivery and customer support and this led to a GBP0.2m decrease in operating profit to GBP0.6m.
At the end of September, we announced an exciting partnership with Visa whereby Spendvision will introduce a new global information tool that will provide extensive reporting and expense management capabilities for organisations of all sizes on a single scalable platform, integrating with the entire suite of Visa B2B payment products.
Summary and Outlook
HRG delivered a resilient performance during the first half of the financial year in a challenging economic climate. Clients continued to travel but activity levels were lower and this impacted our revenue.
Despite some early signs of stabilisation, the market remains challenging with limited forward visibility. We have seen some recent signs that clients are relaxing their travel policies and starting to travel more, but it is too early to say whether this will mark the beginning of a sustained recovery.
In the meantime, we will continue to focus on providing excellent service and value for money to our clients. Our retention rate has remained high and we have continued to win more new business than we have lost. Our strategy is unchanged and the longer-term outlook for HRG and the travel management industry remains positive. Historically, the majority of the Group's earnings and cash flow have come in the second half of the financial year and we have taken action to ensure that our cost base is appropriate for the coming months.
The Board continues to believe that the Group will deliver a full-year performance in line with market expectations. Looking further ahead, we believe that we are well positioned to respond to the market when it does recover.
Additional Financial Disclosures
Revenue
Revenue declined by 9.2% from GBP171.0m to GBP155.3m; equivalent to a 15.0% decline excluding favourable currency movements.
Operating expenses
Operating expenses, excluding exceptional items and amortisation of acquired intangibles, declined by 8.9% from GBP158.0m to GBP144.0m, primarily due to a 15.0% decline in the average number of employees, offset by an increase of 6.2% from currency movements.
Underlying operating profit
The decrease of GBP1.7m includes little impact from currency movements. The underlying operating profit margin declined from 7.6% to 7.3%.
Exceptional items
The cost of exceptional items was GBP2.3m (2008: nil) during the period, relating to restructuring in the Nordic operations and the UK.
Net finance costs
Net finance costs decreased from GBP5.4m to GBP3.8m, with the net pension interest increasing by GBP1.1m and the net external interest decreasing by GBP2.7m.
Taxation
The tax charge of GBP1.1m for the current year represents an effective rate of 33% on profit before tax of GBP3.3m. The prior-year tax charge of GBP2.0m also represents an effective tax rate of 33% on profit before tax of GBP6.1m. We anticipate an effective tax rate for the full year of approximately 33%.
Earnings per share
After taking account of amounts attributable to minority shareholders, reported earnings per share decreased by 46% from 1.1p to 0.6p, with no material change to the weighted average number of shares outstanding.
Underlying earnings per share increased from 1.5p to 1.6p; this is calculated on the profit attributable to equity shareholders before amortisation of acquired intangibles and exceptional items, after charging taxation associated with those profits as follows:
2009 2008
GBPm GBPm
Profit before tax 3.3 6.1
Add:
- Amortisation of acquired intangibles 1.9 1.7
- Exceptional items 2.3 -
Underlying profit before tax 7.5 7.8
Underlying tax charge (2.3) (2.6)
Underlying profit after tax 5.2 5.2
Less:
- Amounts attributable to minority (0.5) (0.7) interests
4.7 4.5
Average number of ordinary shares issued 302.3m 303.9m
Underlying earnings per share 1.6p 1.5p
Cash flow
Free cash flow, which includes all cash flow except acquisitions and disposals, dividends and the impact of foreign exchange movements, decreased by GBP6.0m to GBP 2.7m; this was primarily due to a one-off inflow of GBP5.0m in the prior year in respect of a cash settlement from Kuoni. The Group was able to reduce its working capital significantly in March 2009 and September 2009 and expects to repeat this activity at future half-year and full-year reporting dates. Capital expenditure increased by GBP1.4m to GBP5.0m due primarily to continuing investment in North America and the impact of changes in exchange rates.
In addition to free cash flow, there were no dividends paid in cash to shareholders during the period, compared to GBP8.4m in the prior year.
Risk management
The principal risks and uncertainties for the remaining months of the financial year are fundamentally the same as those discussed on pages 21, 22, 28 and 29 of our annual report for the year ended 31 March 2009.
In addition to the recession, general economic downturns as a result of terrorism, industrial disputes, fuel price escalation, national disasters, health pandemics or similar events could affect revenues.
HRG operates in a highly competitive market and revenues may be affected materially if we are unable to secure new clients or renew existing contracts. Client contracts are generally non-exclusive and generate fees on a per-transaction and/or fixed fee basis.
HRG's revenue is also substantially dependent on continued access to inventory through global distribution systems (GDS) and other suppliers. HRG depends on the efficiency of its systems, third party systems and the ability to integrate its systems with clients, suppliers and third parties. HRG mitigates this risk through our continued investment and delivery of technology products to improve processes and systems.
Financial risks due to volatility in exchange rates and interest rates, together with the credit risk from clients and suppliers continue to be monitored centrally.
Funding and net debt
The Group's principal borrowing is from a GBP220m multi-currency revolving credit facility (RCF) that is committed until September 2011. The RCF is used for loans, letters of credit and guarantees with interest based on LIBOR/EURIBOR plus a margin and mandatory costs incurred by the lenders. In addition, there are uncommitted facilities, amounting to around GBP24m at 30 September 2009, which are used for local flexibility.
The principal banking covenants for the RCF are measured twice each year, at the end of March and the end of September, against EBITDA before exceptional items. The definition of EBITDA for covenant purposes is not materially different to the definition used in these financial statements. The covenants require that net debt is less than 3.0 times EBITDA and net external interest is covered at least 4.0 times by EBITDA. As measured by our banking covenants, the actual ratios at 30 September 2009 were 2.5 for net debt (31 March 2009: 2.1) and 7.2 for net external interest (31 March 2009: 4.9).
Net debt of GBP96.0m compares to GBP123.0m at 30 September 2008 and GBP85.3m at 31 March 2009. Gearing was 52% (31 March 2009: 47%), or 108% (31 March 2009: 64%) including the pension deficits and related deferred tax assets.
Based on our current forecasts, the Board believes that these facilities provide sufficient headroom.
Pensions
The Group pension deficits under IAS19 have increased by GBP62.2m at 31 March 2009 to GBP127.5m before tax at 30 September 2009.
The UK defined benefit scheme deficit increased from GBP51.3m to GBP113.5m over the same period. Favourable investment performance allowed the assets, which comprise 58% equities, to increase by GBP17.4m. The liabilities increased by GBP 79.6m, with a lower discount rate adding GBP60.0m and a higher inflation rate adding GBP14.4m. For several years, the UK defined benefit scheme has been closed to new entrants and has capped increases in pensionable salary. Cash contributions are set at essentially the same level as agreed at the time of the IPO in 2006, and equate to 15.2% of pensionable salaries plus an additional deficit reduction payment of GBP6.6m per annum.
At 30 September 2009 there was a deferred tax asset of GBP31.8m (31 March 2009: GBP 14.4m) related to the UK deficit and GBP1.3m (31 March 2009: GBP1.2m) related to the overseas schemes.
Foreign currency
The following principal exchange rates have been used in the financial statements:
Income Statement Balance Sheet
2009 2008 Change 2009 2008* Change
Euro 1.14 1.26 +11% 1.09 1.08 -1%
Swiss Franc 1.73 2.04 +18% 1.66 1.63 -2%
US Dollar 1.60 1.92 +20% 1.60 1.43 -11%
Canadian 1.79 1.97 +10% 1.72 1.80 +5% Dollar
* As at 31 March 2009.
Net debt included GBP33.2m (35%) of non-Sterling debt (31 March 2009: GBP19.1m: 22%), with changes in exchange rates, including the effect of currency swaps, increasing the balance by GBP0.7m.
Articles of Association
The prospect of continuing volatility in the Group pension deficits has highlighted a potential technical matter concerning the administration of the borrowing limits in our Articles of Association. We will be taking the opportunity to propose an amendment to the Articles in order to prevent any potential issue at a future date. A circular will be sent to shareholders in due course.
Going concern
The Board believes that the Group has access to adequate resources and committed financing facilities for the foreseeable future and has continued to prepare the Consolidated Financial Statements on a going concern basis.
Summary income statement
Six months ended 30 September 2009 2008
GBPm GBPm
Revenue 155.3 171.0
EBITDA(1) before exceptional items 15.8 16.7
Depreciation and amortisation (4.5) (3.7)
Underlying operating profit 11.3 13.0
Amortisation of acquired intangibles (1.9) (1.7)
Exceptional items (2.3) --
Operating profit 7.1 11.3
Share of results of associates and -- 0.2 joint ventures
Net finance costs (3.8) (5.4)
Profit before tax 3.3 6.1
Taxation (1.1) (2.0)
Profit for the period 2.2 4.1
Summary balance sheet 30 September 31 March
2009 2009
GBPm GBPm
Goodwill and other intangible assets 251.8 258.0
Property, plant and equipment, and 17.3 17.9 investments
Working capital (86.5) (93.7)
Current tax liabilities (net) (8.6) (7.8)
Deferred tax assets (net) 50.0 32.2
Net debt (96.0) (85.3)
Pension liabilities (pre-tax) (127.5) (65.3)
Other items (7.6) (8.3)
Net assets (7.1) 47.7
Summary cash flow statement
Six months ended 30 September 2009 2008
GBPm GBPm
EBITDA(1) before exceptional items 15.8 16.7
Exceptional items (2.3) --
Working capital movements (7.4) (4.4)
Interest paid (2.0) (4.3)
Tax paid (2.2) (2.9)
Capital expenditure (4.9) (3.6)
Pension funding in excess of EBITDA (3.7) (3.4) charge
Other movements (2.0) (0.1)
Free cash outflow (8.7) (2.0)
Acquisitions and disposals -- 0.1
Dividends paid to external -- (8.4) shareholders
Net cash outflow (8.7) (10.3)
Foreign exchange and other (2.0) (2.3)
(Increase) in net debt (10.7) (12.6)
(1) Earnings Before Interest, Taxation, Depreciation and Amortisation.
The comparatives in the summary cash flow statement have been restated to include dividends paid to minority interests in `Other movements' within free cash outflow.
Hogg Robinson Group plc
Consolidated Income Statement
For the period ended 30 September 2009
Half-year ended 30 Note September
2009 2008
GBPm GBPm
Revenue 5 155.3 171.0
Operating expenses 6 (148.2) (159.7)
Operating profit 5 7.1 11.3
Analysed as:
Underlying operating profit 5 11.3 13.0
Amortisation of acquired intangibles (1.9) (1.7)
Exceptional items 6 (2.3) -
Operating profit 7.1 11.3
Share of results of associates and joint - 0.2 ventures
Finance income 8 0.1 0.7
Finance costs 8 (3.9) (6.1)
Profit before tax 3.3 6.1
Income tax expense 9 (1.1) (2.0)
Profit for the period 2.2 4.1
Profit attributable to:
Equity Shareholders of the Company 10 1.7 3.4
Minority interests 0.5 0.7
2.2 4.1
Half-year ended 30 Note September
2009 2008
pence pence
Earnings per share
Basic 10 0.6 1.1
Diluted 0.5 1.1
The notes form an integral part of the consolidated half-yearly financial information.
Hogg Robinson Group plc
Consolidated Statement of Comprehensive Income
For the period ended 30 September 2009
Note Half-year ended 30 September
2009 2008
GBPm GBPm
Profit for the period 2.2 4.1
Other comprehensive income
Currency translation differences 17 (8.9) 2.7
Actuarial (loss) / gain on pension schemes (64.5) 5.7
Deferred tax movement on pension liability 18.0 (1.6)
Other comprehensive (loss) / income for the (55.4) 6.8 period, net of tax
Total comprehensive (loss) / income for the (53.2) 10.9 period
Total comprehensive (loss) / income attributable to:
Equity Shareholders of the parent (53.7) 10.2
Minority interests 0.5 0.7
(53.2) 10.9
The notes form an integral part of the consolidated half-yearly financial information.
Hogg Robinson Group plc
Consolidated Balance Sheet
As at 30 September 2009
Note 30 31 March September
2009 2009
GBPm GBPm
Non current assets
Goodwill and other intangible assets 12 251.8 258.0
Property, plant and equipment 13 14.6 15.1
Investments accounted for using the equity 2.7 2.8 method
Trade and other receivables 0.2 0.2
Deferred tax assets 50.5 33.8
319.8 309.9
Current assets
Trade and other receivables 99.7 102.6
Current tax assets 0.8 1.5
Cash and cash equivalent assets 14 41.4 68.5
141.9 172.6
Total assets 461.7 482.5
Non current liabilities
Financial liabilities - borrowings 14 (135.1) (144.4)
Deferred tax liabilities (0.5) (1.6)
Retirement benefit obligations 15 (127.5) (65.3)
Provisions (3.6) (3.4)
(266.7) (214.7)
Current liabilities
Financial liabilities - borrowings 14 (1.2) (8.0)
Financial liabilities - derivative (1.3) (0.6) financial instruments
Current tax liabilities (9.4) (9.3)
Trade and other payables (186.4) (196.5)
Provisions (3.8) (5.7)
(202.1) (220.1)
Total liabilities (468.8) (434.8)
Net (liabilities) / assets (7.1) 47.7
Capital and reserves attributable to equity Shareholders
Share capital 16 3.1 3.1
Share premium 172.2 172.2
Other reserves 17 15.2 24.1
Retained earnings (201.1) (155.2)
(10.6) 44.2
Minority interests 3.5 3.5
Total equity (7.1) 47.7
The notes form an integral part of the consolidated half-yearly financial information.
Transactions with owners:
Hogg Robinson Group plc
Consolidated Statement of Changes in Equity
As at 30 September 2009
Attributable to owners of the Company
Share Share Other Retained Minority Total
capital premium reserves earnings Total Interests Equity
GBPm GBPm GBPm GBPm GBPm GBPm GBPm
Balance at 1 April 3.1 171.9 5.3 (132.8) 47.5 2.5 50.0 2008
Retained profit for - - - 3.4 3.4 0.7 4.1 the period
Other comprehensive income:
Actuarial gain on - - - 5.7 5.7 - 5.7 pension schemes
Deferred tax - - - (1.6) (1.6) - (1.6) movement on pension liability
Currency translation - - 2.7 - 2.7 - 2.7 differences
Total comprehensive - - 2.7 7.5 10.2 0.7 10.9 income for the period ended 30 September 2008
Transactions with owners:
Dividends paid - - - (8.6) (8.6) (0.2) (8.8)
Scrip dividend - 0.2 - - 0.2 - 0.2 issued in lieu of dividend
Share-based - - 0.6 - 0.6 - 0.6 incentives
- 0.2 0.6 (8.6) (7.8) (0.2) (8.0)
Balance at 30 3.1 172.1 8.6 (133.9) 49.9 3.0 52.9 September 2008
Balance at 1 April 3.1 171.9 5.3 (132.8) 47.5 2.5 50.0 2008
Retained profit for - - - 7.4 7.4 1.7 9.1 the year
Other comprehensive income:
Actuarial loss on - - - (23.4) (23.4) - (23.4) pension schemes
Deferred tax - - - 5.9 5.9 - 5.9 movement on pension liability
Currency translation - - 17.6 - 17.6 0.1 17.7 differences
Total comprehensive - - 17.6 (10.1) 7.5 1.8 9.3 income for the year ended 31 March 2009
Dividends paid - - - (12.3) (12.3) (0.8) (13.1)
Scrip dividend - 0.3 - - 0.3 - 0.3 issued in lieu of dividend
Share-based - - 1.2 - 1.2 - 1.2 incentives
- 0.3 1.2 (12.3) (10.8) (0.8) (11.6)
Balance at 31 March 3.1 172.2 24.1 (155.2) 44.2 3.5 47.7 2009
Hogg Robinson Group plc
Consolidated Statement of Changes in Equity (continued)
As at 30 September 2009
Attributable to owners of the Company
Share Share Other Retained Minority Total
capital premium reserves earnings Total Interests Equity
GBPm GBPm GBPm GBPm GBPm GBPm GBPm
Balance at 1 April 3.1 172.2 24.1 (155.2) 44.2 3.5 47.7 2009
Retained profit for - - - 1.7 1.7 0.5 2.2 the period
Other comprehensive income:
Actuarial loss on - - - (64.5) (64.5) - (64.5) pension schemes
Deferred tax - - - 18.0 18.0 - 18.0 movement on pension liability
Currency translation - - (8.9) - (8.9) - (8.9) differences
Total comprehensive - - (8.9) (44.8) (53.7) 0.5 (53.2) income for the period ended 30 September 2009
Transactions with owners:
Dividends paid - - - - - (0.5) (0.5)
Shares held by - - - (1.1) (1.1) - (1.1) Employee Benefits Trust
- - - (1.1) (1.1) (0.5) (1.6)
Balance at 30 3.1 172.2 15.2 (201.1) (10.6) 3.5 (7.1) September 2009
The notes form an integral part of the consolidated half-yearly financial information.
Consolidated Statement of Cash Flows
For the period ended 30 September 2009
Note Half-year ended 30 September
2009 2008
GBPm GBPm
Cash flows from operating activities
Cash generated from operations 18 0.9 9.2
Interest paid (2.4) (5.1)
Tax paid (2.2) (2.9)
Cash flows from operating activities - net (3.7) 1.2
Cash flows from investing activities
Acquisition of subsidiaries, net of cash - (0.3) acquired
Disposals of associates, joint ventures and - 0.4 other investments
Purchase of property, plant and equipment (2.1) (1.6)
Purchase of intangible assets (2.9) (2.0)
Proceeds from sale of property, plant and 0.1 - equipment
Interest received 0.2 0.7
Dividends received from associates 0.2 0.1
Cash flows from investing activities - net (4.5) (2.7)
Cash flows from financing activities
Repayment of borrowings (13.7) (17.0)
New borrowings - 8.6
Cash effect of currency swaps 0.8 (0.7)
Employee Benefits Trust (1.1) -
Dividends paid to external shareholders - (8.4)
Dividends paid to minority shareholders (0.5) (0.2)
Cash flows from financing activities - net (14.5) (17.7)
Net decrease in cash and cash equivalents (22.7) (19.2)
Half-year ended 30 September
2009 2008
GBPm GBPm
Net decrease in cash and cash equivalents (22.7) (19.2)
Cash and cash equivalents at the beginning of the 63.3 48.5 period
Exchange rate (0.3) 0.1 effects
Cash and cash equivalents at the end of the period 40.3 29.4
Cash and cash equivalent assets 41.4 37.1
Overdrafts (1.1) (7.7)
40.3 29.4
The notes form an integral part of the consolidated half-yearly financial information.
Hogg Robinson Group plc
Notes to the Consolidated Half-Year Financial Information
For the period ended 30 September 2009
1 General information
Hogg Robinson Group plc is a public limited company, incorporated in the UK under the Companies Act 1985. The address of its registered office is Global House, Victoria Street, Basingstoke, Hampshire, RG21 3BT, United Kingdom.
The Company is listed on the Official List of the UK Listing Authority and the London Stock Exchange, and its registered number is 3946303.
This condensed consolidated half-yearly financial information was approved for issue on 27 November 2009.
This condensed consolidated half-yearly financial information does not comprise statutory accounts within the meaning of Section 434 of the Companies Act 2006. Statutory accounts for the year ended 31 March 2009 were approved by the Board of Directors on 28 May 2009 and delivered to the Registrar of Companies. The report of the auditors on those accounts was unqualified, did not contain an emphasis of matter paragraph and did not contain any statement under Section 237 of the Companies Act 1985.
This condensed consolidated half-yearly financial information has been reviewed, not audited.
2 Basis of preparation
This condensed consolidated half-yearly financial information for the half-year ended 30 September 2009 has been prepared in accordance with the Disclosure and Transparency Rules of the Financial Services Authority and with IAS 34, Interim Financial Reporting, as adopted by the European Union. The half-yearly condensed consolidated financial report should be read in conjunction with the Annual Report and Financial Statements for the year ended 31 March 2009, which have been prepared in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union.
The Directors consider that, taking into account the assets and revenue of the Group, the Group has adequate resources to continue in operational existence for the foreseeable future. For this reason, the Directors adopt the going concern basis for the condensed consolidated half-yearly financial information.
3 Accounting policies
The accounting policies adopted are consistent with those of the Annual Consolidated Financial Statements for the year ended 31 March 2009, as described in those statements.
The following new standards, amendments to standards and interpretations to existing standards are mandatory for the first time for the financial year beginning 1 April 2009:
* IAS 1 (Amendment), Presentation of Financial Statements, effective from 1 January 2009. The revised standard prohibits the presentation of items of income and expenses (that is `non-owner changes in equity') in the Consolidated Statement of Changes in Equity, requiring `non-owner changes in equity' to be presented separately from owner changes in equity. All non-owner changes in equity are required to be shown in a performance statement.
Entities can choose whether to present one performance statement (the `Consolidated Statement of Comprehensive Income') or two separate statements (the `Consolidated Income Statement' and the `Consolidated Statement of Comprehensive Income'). The Group has elected to present two separate performance statements under the revised disclosure requirements.
* IAS 23 (Amendment), Borrowing costs, effective from 1 January 2009 but not currently applicable to the Group.
* IAS 32 (Amendment), Financial Instruments: Presentation and IAS 1 (Amendment), Presentation of Financial Statements, effective from 1 January 2009 but having no impact on the Group.
* IFRS 1 (Amendment), First time adoption of IFRS and IAS 27, Consolidated and separate financial statements, effective 1 January 2009 but having no impact on the Group.
* IFRS 2 (Amendment), Share Based Payment - Vesting and Conditions and Cancellations, effective from 1 January 2009. This revision clarifies that vesting conditions are service conditions and performance conditions only, and that other features of a share-based payment are not vesting conditions. The impact of adopting this amendment is not material to the Group.
* IFRS 8, Operating Segments, effective from 1 January 2009. This has resulted in no change to the number of reportable segments presented (note 5).
* IFRIC 15, Amendments to the Construction of Real Estate, effective from 1 January 2009 but currently not applicable to the Group.
* IFRIC 16, Hedges of a net investment in a foreign operation, effective from 1 October 2008 but not currently applicable to the Group.
The following new standards, amendments to standards and interpretations have been issued, but are not effective for the financial year beginning 1 April 2009 and have not been early adopted:
* IAS 27 (Revised), Consolidated and Separate Financial Statements, effective from 1 July 2009. The impact of adopting this standard in future periods is under assessment.
* IAS 39 (Amendment), Financial instruments: Recognition and Measurement, effective from 1 January 2009 subject to endorsement by the EU. The impact of adopting this amendment is currently being assessed by the Group.
* IFRS 3 (Revised), Business Combinations, applicable to business combinations effected from 1 July 2009. The impact of adopting this standard in future periods will be considered in the event of a future business combination.
* IFRIC 17, Distributions of non-cash assets to owners, effective from 1 July 2009 subject to endorsement by the EU but currently not applicable to the Group.
* IFRIC 18, Transfer of Assets from Customers, effective from 1 July 2009 subject to endorsement by the EU but currently not applicable to the Group.
4 Seasonality
The Group's revenue and operating profit are affected by the seasonality of corporate travel business, with travel declining during the summer and Christmas holiday periods and, to a lesser extent, during Easter holidays, which are times when many corporate travellers are on holiday. Typically, the Group experiences the highest levels of revenue in the last quarter of its financial year, principally reflecting increased travel activity by its clients during this period and recognition of revenue due to the finalisation of amounts due in connection with the annual review of supplier contracts.
5 Operating segments
The chief operating decision-maker has been identified as the Executive Management Team, who review the Group's internal reporting in order to assess performance and allocate resources. The Executive Management Team has determined the operating segments based on these reports.
The Executive Management Team considers the business from the perspective of one service, Business Travel, which is further considered from a geographic perspective. The performance of the operating segments is assessed based on a measure of operating profit excluding items of an exceptional nature. Interest income and expenditure are not included in the result for each operating segment that is reviewed by the Executive Management Team. Other information provided, except as noted below, to the Executive Management Team is measured in a manner consistent with that in the financial statements.
Total segment assets exclude cash and cash equivalent assets, current tax assets and deferred tax assets which are managed on a central basis. These are part of the reconciliation to total Consolidated Balance Sheet assets.
Business Travel
North Asia
Europe America Pacific Total
GBPm GBPm GBPm GBPm
Half-year ended 30 September 2009
Revenue from external customers 110.3 34.5 10.5 155.3
Underlying operating profit 8.8 2.4 0.1 11.3
Amortisation of acquired (1.5) (0.3) (0.1) (1.9) intangibles
Operating profit before 7.3 2.1 - 9.4 exceptional items
Exceptional items (2.3) - - (2.3)
Operating profit 5.0 2.1 - 7.1
Half-year ended 30 September 2008
Revenue from external customers 128.1 32.5 10.4 171.0
Underlying operating profit 12.7 0.2 0.1 13.0
Amortisation of acquired (1.3) (0.3) (0.1) (1.7) intangibles
Operating profit before 11.4 (0.1) - 11.3 exceptional items
Exceptional items - - - -
Operating profit 11.4 (0.1) - 11.3
External revenue from clients by geographical area (where the client is located) is not significantly different from external revenue from clients by origin (where the Group is located) disclosed above.
There is no material inter-segment revenue.
A reconciliation of operating profit to total profit before income tax expense is provided on the Consolidated Income Statement.
Business Travel
North Asia
Europe America Pacific Total
GBPm GBPm GBPm GBPm
Total segment assets
30 September 2009 264.8 89.7 14.5 369.0
31 March 2009 277.2 88.0 13.5 378.7
Reportable segments' assets are reconciled to total assets as follows:
30 31 March September
2009 2009
GBPm GBPm
Total segment assets 369.0 378.7
Cash and cash equivalent 41.4 68.5 assets
Current tax assets 0.8 1.5
Deferred tax assets 50.5 33.8
461.7 482.5
6 Operating expenses
Half-year ended 30 September
2009 2008
GBPm GBPm
Operating expenses before exceptional items:
Staff costs (note 7) 95.4 103.7
Amortisation of client relationships 1.8 1.6
Amortisation of other intangible assets 2.2 1.5
Depreciation of property, plant and 2.4 2.3 equipment
Operating lease rentals - buildings 7.1 7.1
Operating lease rentals - other assets 0.9 0.9
Currency translation differences 0.2 0.7
Other expenses 35.9 41.9
145.9 159.7
Exceptional items:
Restructuring costs:
Staff costs (note 7) 1.8 -
Other expenses 0.5 -
2.3 -
Operating expenses including exceptional items 148.2 159.7
Restructuring costs of GBP2.3m were incurred during the period. These relate to planned cost reduction programmes in Europe and are in respect of redundancy costs and onerous lease provisions.
7 Staff costs
Half-year ended 30 September
2009 2009 2009 2008 2008 2008
Before Before
exceptional Exceptional exceptional Exceptional
items items Total items items Total
GBPm GBPm GBPm GBPm GBPm GBPm
Salaries 80.1 - 80.1 86.0 - 86.0
Social security 9.9 - 9.9 10.6 - 10.6 costs
Pension costs 4.5 - 4.5 5.1 - 5.1
Redundancy and 0.9 1.8 2.7 1.4 - 1.4 termination costs
Share-based - - - 0.6 - 0.6 incentives
95.4 1.8 97.2 103.7 - 103.7
Pension costs comprise:
Defined benefit 1.3 - 1.3 1.8 - 1.8 schemes
Defined 3.2 - 3.2 3.3 - 3.3 contribution schemes
4.5 - 4.5 5.1 - 5.1
Half-year ended 30 September
2009 2008
number number
Average monthly number of staff employed by the 5,416 6,372 Group
8 Finance income and finance costs
Half-year ended 30 September
2009 2008
GBPm GBPm
Finance income - bank interest 0.1 0.7
Interest on bank loans and overdrafts (1.9) (5.3)
Amortisation of issue costs on bank loans (0.3) (0.3)
Expected return on pension scheme assets less
interest cost on pension scheme (1.6) (0.5) liabilities
Other finance charges (0.1) -
Finance costs (3.9) (6.1)
Net finance costs (3.8) (5.4)
9 Taxation
The tax charge is split as follows:
Half-year ended 30 September
2009 2008
GBPm GBPm
United Kingdom 2.2 1.0
Overseas (1.1) 1.0
1.1 2.0
Half-year ended 30 September
2009 2008
GBPm GBPm
On recurring business 1.7 2.0
Exceptional items (0.6) -
1.1 2.0
Taxes on income in the half-years to 30 September are accrued using the tax rate that would be applicable to the expected total annual earnings by country.
* Earnings per share
Earnings per share attributable to equity holders of the Company were as follows:
Half-year ended 30 September
2009 2008
GBPm GBPm
Earnings for the purposes of earnings per share
Profit for the period 2.2 4.1
Less: amount attributable to minority interests (0.5) (0.7)
Total 1.7 3.4
Half-year ended 30 September
2009 2008
number number
m m
Weighted average number of Ordinary shares in issue
Issued (for basic EPS) 302.3 303.9
Dilutive potential ordinary shares 9.6 2.4
For diluted EPS 311.9 306.3
11 Dividends
The Directors propose an interim dividend in respect of the six months ended 30 September 2009 of 0.4p payable on 6 January 2010 to shareholders who are on the register at 11 December 2009. This interim dividend, amounting to GBP1.2m has not been recognised as a liability in this half-yearly financial report, in accordance with IAS 10, Events after the Balance Sheet Date.
12 Goodwill and other intangible assets
30 September 31 March
2009 2009
GBPm GBPm
Goodwill 220.7 225.6
Other intangible assets 31.1 32.4
251.8 258.0
Other intangible assets
Computer software
Externally Internally Client
Goodwill acquired generated relationships Total
GBPm GBPm GBPm GBPm GBPm
Cost
At 1 April 2008 229.5 16.2 6.1 31.4 283.2
Additions - 0.8 3.3 - 4.1
Reclassification of assets - - 2.5 - 2.5
Disposals - (1.4) - - (1.4)
Adjustments to goodwill on (0.3) - - - (0.3) recognition of tax assets
Adjustments to deferred (0.2) - - - (0.2) consideration
Exchange differences 23.0 1.3 0.2 6.7 31.2
At 31 March 2009 252.0 16.9 12.1 38.1 319.1
Additions - 0.3 2.6 - 2.9
Disposals - (0.1) - - (0.1)
Exchange differences (4.9) 0.4 0.3 (1.2) (5.4)
At 30 September 2009 247.1 17.5 15.0 36.9 316.5
Accumulated amortisation
At 1 April 2008 26.4 10.5 3.0 11.9 51.8
Amortisation charge for the - 1.9 1.5 3.4 6.8 year
Disposals - (1.4) - - (1.4)
Exchange differences - 1.0 - 2.9 3.9
At 31 March 2009 26.4 12.0 4.5 18.2 61.1
Amortisation charge for the - 1.0 1.2 1.8 4.0 period
Disposals - (0.1) - - (0.1)
Exchange differences - 0.2 (0.1) (0.4) (0.3)
At 30 September 2009 26.4 13.1 5.6 19.6 64.7
Carrying amount
At 1 April 2008 203.1 5.7 3.1 19.5 231.4
At 31 March 2009 225.6 4.9 7.6 19.9 258.0
At 30 September 2009 220.7 4.4 9.4 17.3 251.8
The amortisation charge for the period of GBP4.0m (2008: GBP3.1m) is comprised of GBP 1.9m (2008: GBP1.7m) in respect of intangible assets acquired via business combinations and GBP2.1m (2008: GBP1.4m) which relates to amortisation of software purchased and internally generated by existing businesses.
13 Property, plant and equipment
Properties Plant and Total equipment
GBPm GBPm GBPm
At cost
At 1 April 2008 9.3 38.9 48.2
Additions for the year 0.5 5.2 5.7
Disposals for the year (0.2) (3.1) (3.3)
Exchange differences 1.0 5.4 6.4
At 31 March 2009 10.6 46.4 57.0
Additions for the period - 2.1 2.1
Disposals - (0.4) (0.4)
Exchange differences (0.1) (0.3) (0.4)
At 30 September 2009 10.5 47.8 58.3
Accumulated depreciation
At 1 April 2008 5.2 30.4 35.6
Depreciation charge for the year 0.9 3.7 4.6
Disposals for the year (0.1) (2.8) (2.9)
Exchange differences 0.6 4.0 4.6
At 31 March 2009 6.6 35.3 41.9
Depreciation charge for the period 0.4 2.0 2.4
Disposals - (0.4) (0.4)
Exchange differences - (0.2) (0.2)
At 30 September 2009 7.0 36.7 43.7
Carrying amount
At 1 April 2008 4.1 8.5 12.6
At 31 March 2009 4.0 11.1 15.1
At 30 September 2009 3.5 11.1 14.6
The Group does not have any material capital commitments in respect of the purchase of property, plant and equipment.
14 Financial liabilities - borrowings
30 31 March September
2009 2009
GBPm GBPm
At amortised cost
Current (due within one year)
Overdrafts 1.1 5.2
Bank loans 0.5 3.2
Unamortised loan issue costs (0.6) (0.6)
Finance leases 0.2 0.2
Total current 1.2 8.0
Non-current (due after more than one year)
Bank loans 135.4 144.9
Unamortised loan issue costs (0.5) (0.8)
Finance leases 0.2 0.3
Total non-current 135.1 144.4
Total 136.3 152.4
Net debt
Total financial liabilities 136.3 152.4
Add back: unamortised loan issue costs 1.1 1.4
Cash and cash equivalent assets (41.4) (68.5)
Net debt 96.0 85.3
15 Retirement benefit obligations
Defined benefit pension arrangements
The Group's principal defined benefit pension arrangement is the Hogg Robinson (1987) Pension Scheme (`The UK Scheme'). The UK Scheme was available to most UK employees until it was closed to new members in March 2003. Its benefits are based on final pensionable salary. The increase in final pensionable salary since 31 March 2003 is limited to the lower of the increase in the Retail Price Index and 5% per annum. The latest actuarial valuation of the scheme was carried out at 6 April 2008 by an independent qualified actuary.
The Group also operates defined benefit schemes in Norway, Switzerland, Germany and Italy.
The amounts recognised on the Consolidated Balance Sheet are determined as follows:
30 September 31 March
2009 2009
GBPm GBPm
UK scheme:
Defined benefit obligations (302.6) (223.0)
Fair value of plan assets 189.1 171.7
Deficit - UK Scheme (113.5) (51.3)
Deficit - Other Schemes (14.0) (14.0)
(127.5) (65.3)
The amounts recognised in the Consolidated Income Statement in respect of the UK Scheme are as follows:
Half-year ended 30 September
2009 2008
GBPm GBPm
Current service cost 0.7 1.1
Expected return on scheme assets (6.0) (6.9)
Interest cost 7.4 7.4
Total charge to the Consolidated Income 2.1 1.6 Statement
The key assumptions used for the UK Scheme were:
30 31 March September
2009 2009
Rate of increase in salary 4.50% 4.00%
Rate of increase in final pensionable salary 3.20% 2.70%
Rate of increase in pensions in payment - accrued 5.00% 5.00% before 1999
Rate of increase in pensions in payment - accrued 3.20% 2.70% after 1999
Discount rate 5.60% 6.70%
Inflation 3.20% 2.70%
Expected rate of return on plan assets:
Equity instruments 7.70% 7.20%
Debt instruments 5.60% 6.70%
Property 7.70% 7.20%
Other assets 4.30% 5.00%
16 Share capital
30 September
2009
number
Authorised
Ordinary shares of 1p each 513,808,171
Issued and fully paid
At 1 April 2009 and 30 September 307,762,884 2009
30 September
2009
GBPm
Issued and fully paid
Ordinary shares of 1p 3.1
The HRG Employee Benefits Trust acquired 4,000,000 of the Company's Ordinary shares through purchases on the London Stock Exchange on 10 June 2009. The total amount paid to acquire shares in the period ended 30 September 2009 was GBP 1.1m and has been deducted from retained earnings. The market value of Ordinary shares in the Company held by the Employee Benefits Trust as at 30 September 2009 was GBP2.5m.
17 Other reserves
Share-based Exchange Other
incentives reserve reserves
GBPm GBPm GBPm
Balance at 1 April 2008 0.9 4.4 5.3
Other comprehensive income:
Currency translation differences - 2.7 2.7
Transactions with owners:
Share-based incentives 0.6 - 0.6
Balance at 30 September 2008 1.5 7.1 8.6
Balance at 1 April 2008 0.9 4.4 5.3
Other comprehensive income:
Currency translation differences - 17.6 17.6
Transactions with owners:
Share-based incentives 1.2 - 1.2
Balance at 31 March 2009 2.1 22.0 24.1
Balance at 1 April 2009 2.1 22.0 24.1
Other comprehensive income:
Currency translation differences - (8.9) (8.9)
Balance at 30 September 2009 2.1 13.1 15.2
18 Cash generated from operations
Half-year ended 30 September
2009 2008
GBPm GBPm
Profit before tax 3.3 6.1
Adjustments for:
Depreciation and amortisation 6.4 5.4
Net increase in provisions 3.2 1.5
Share of results of associates and joint - (0.2) ventures
Net finance costs 3.8 5.4
Other timing differences 0.1 0.6
16.8 18.8
Cash expenditure charged to provisions (4.8) (1.8)
Change in trade and other receivables 3.2 8.4
Change in trade and other payables (10.6) (12.8)
Pension funding in excess of charge to (3.7) (3.4) operating profit
Cash generated from operations 0.9 9.2
19 Related party transactions
There have been no material changes in the nature of related party transactions since 31 March 2009, see note 28 in the Group's 31 March 2009 Annual Report and Consolidated Financial Statements.
20 Contingent assets and contingent liabilities
No change has taken place in the contingent assets and contingent liabilities as reported in note 26 of the Group's 31 March 2009 Annual Report and Consolidated Financial Statements.
Hogg Robinson Group plc
Statement of Directors' Responsibilities
The Directors confirm that this condensed consolidated half-yearly financial information has been prepared in accordance with IAS 34 as adopted by the European Union and that the Interim Management Report herein includes a fair review of the information required by DTR 4.2.7 and DTR 4.2.8, namely:
* an indication of important events that have occurred during the first six months and their impact on the condensed set of consolidated financial statements, and a description of the principal risks and uncertainties for the remaining six months of the financial year; and
* material related-party transactions in the first six months and any material changes in the related-party transactions described in the last annual report.
The Directors of Hogg Robinson Group plc are listed in the Hogg Robinson Group plc Annual Report for 31 March 2009.
By Order of the Board
Keith Burgess
Company Secretary
27 November 2009
Hogg Robinson Group plc
Independent review report to Hogg Robinson Group plc
Introduction
We have been engaged by the Company to review the condensed set of Consolidated Financial Statements in the half-yearly financial report for the six months ended 30 September 2009, which comprises the Consolidated Income Statement, Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Consolidated Statement of Changes in Equity, Consolidated Statement of Cash Flows and related notes. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of Consolidated Financial Statements.
Directors' responsibilities
The half-yearly financial report is the responsibility of, and has been approved by, the Directors. The Directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.
As described in note 2, the annual financial statements of the Group are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of Consolidated Financial Statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standard 34, `Interim Financial Reporting', as adopted by the European Union.
Our responsibility
Our responsibility is to express to the Company a conclusion on the condensed set of Consolidated Financial Statements in the half-yearly financial report based on our review. This report, including the conclusion, has been prepared for and only for the Company for the purpose of the Disclosure and Transparency Rules of the Financial Services Authority and for no other purpose. We do not, in producing this report, 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.
Scope of review
We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, `Review of Interim Financial Information Performed by the Independent Auditor of the Entity', issued by the Auditing Practices Board for use in the United Kingdom. A review of the 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 Ireland) 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.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the condensed set of Consolidated Financial Statements in the half-yearly financial report for the six months to 30 September 2009 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.
PricewaterhouseCoopers LLP
Chartered Accountants and Registered Auditors
London
27 November 2009
Notes:
(a) The maintenance and integrity of the Hogg Robinson Group plc web site is the responsibility of the Directors; the work carried out by the auditors does not involve consideration of these matters and, accordingly, the auditors accept no responsibility for any changes that may have occurred to the half-yearly financial report since it was initially presented on the web site.
(b) Legislation in the United Kingdom governing the preparation and dissemination of the financial information may differ from legislation in other jurisdictions.
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