2024 Preliminary Results
Results in line with revised guidance
North American review informs revised branch and
brand strategy. Integration on track for completion end
2026.
Financial Results
|
Adjusted Results (AER)
|
|
Statutory Results (AER)
|
£m
|
2024
£m
|
2023
£m
|
Change
%
|
2024
£m
|
2023
£m
|
Change
%
|
Revenue
|
5,436
|
5,375
|
1.1%
|
|
5,436
|
5,375
|
1.1%
|
EBITDA
|
1,177
|
1,228
|
(4.2%)
|
|
|
|
|
Operating Profit
|
834
|
898
|
(7.0%)
|
|
549
|
625
|
(12.1%)
|
Operating Profit margin
|
15.3%
|
16.7%
|
(1.4ppt)
|
|
10.1%
|
11.6%
|
(1.5ppt)
|
Profit before Tax
|
703
|
766
|
(8.1%)
|
|
405
|
493
|
(17.9%)
|
Free Cash Flow
|
410
|
500
|
(18.0%)
|
|
|
|
|
Basic EPS
|
21.25p
|
23.19p
|
(8.4%)
|
|
12.17p
|
15.14p
|
(19.6%)
|
Diluted EPS
|
21.19p
|
23.08p
|
(8.2%)
|
|
12.14p
|
15.07p
|
(19.5%)
|
Dividend Per Share
|
9.09p
|
8.68p
|
4.7%
|
|
9.09p
|
8.68p
|
4.7%
|
Net debt
|
(3,208)
|
(3,146)
|
(2.0%)
|
|
(3,208)
|
(3,146)
|
(2.0%)
|
|
|
|
|
|
|
|
|
|
Adjusted Results (CER)
|
|
|
|
|
Revenue
|
5,587
|
5,375
|
3.9%
|
|
|
|
|
Operating Profit
|
860
|
898
|
(4.2%)
|
|
|
|
|
Operating Profit margin
|
15.4%
|
16.7%
|
(1.3ppt)
|
|
|
|
|
Profit before Tax
|
731
|
766
|
(4.6%)
|
|
|
|
|
Andy Ransom, Chief Executive of Rentokil Initial plc
("the Company"), said:
"2024 was a challenging year for the Group, with
lower profits and margins, delivered in line with our trading
update in September. Good growth in the International business
(Organic Revenue growth 4.7%) was held back by the performance in
North America (Organic Revenue growth 1.5%).
"The Terminix integration is making good
progress, with multiple important milestones achieved, but
executing it has clearly impacted our North American business
performance.
"The integration remains on track to be
completed by the end of 2026. Colleague and Customer retention
across our NA business saw encouraging improvements during 2024,
and has also been trending positively at the newly integrated
branches.
"Our sales and marketing initiatives to drive
organic growth require further refinement to deliver the required
improvements in overall lead generation and sales conversion, which
will be a key focus in 2025. To address this, our revised branding
strategy will see the national focus for the Rentokil and Terminix
brands supplemented by additional prominence for our nine main
regional brands. Alongside this, we will use insights from our
promising satellite branch pilot to optimise the branch network
size. We now expect that the end state branch network (including
satellites) is likely to exceed 500 locations. Post integration we
expect to generate both market beating growth and considerable cost
efficiencies, with North American margins exceeding 20%.
"We continue to benefit from our diversified,
global footprint and resilient business model, in addition to our
sustained focus on customer service and investment in people,
technology and innovation. Present in c.90 countries and with
industry leading technology, we are a global leader in pest control
and the largest pest control operator in the US, which has
demonstrated attractive and sustained structural growth over time.
With our enhanced scale, brand portfolio and service offering, we
remain confident in our ability post the integration of Terminix to
deliver sustained growth.
"We expect to achieve 2025 financial performance
in line with market expectations."
2024 Financial
Highlights (Unless otherwise stated, all
financials are presented at constant exchange rates).
●
|
Group Organic Revenue1
Growth of 2.8%, with the International business up 4.7%.
|
●
|
North America Organic Revenue growth
of 1.5%, with 1.5% in Pest Control.
|
●
|
Group Adjusted Operating Margin of
15.4%2, impacted by North America margin reduction to
17.1%.
|
●
|
Group Adjusted PBT at AER of £703m,
in line with revised guidance.
|
●
|
Net debt to EBITDA at 2.9x as at 31
December 2024.
|
●
|
Recommended final dividend 5.93p;
total FY 24 dividend of 9.09p per share, c.5% year on year
increase.
|
2024 Strategic Highlights
●
|
2024 delivered continued progress
with Terminix Integration
|
|
-
|
First Terminix branch systems integration
completed, covering 58 branches with Revenues of $373m and c.1,000
service technicians. Over 250 branches in North America now operate
unified finance, HR, payroll, procurement, and sales commission
systems.
|
●
|
2024 North America RIGHT WAY 2 Growth
Plan progress
|
|
-
|
Colleague Retention +4.2% vs FY23 to
79.4%.
|
|
-
|
Customer Retention at over 81% in Q4. FY24:
80.1% (FY23: 79.5%).
|
|
-
|
Work continues on improving sales and marketing
execution; leads and sales conversion still lagging.
|
|
-
|
First satellite branches opened in Q4: testing
more local locations to drive greater customer
proximity.
|
●
|
Integration strategy review complete.
Integration remains on track to complete by end of 2026
|
|
-
|
Encouraging response from colleagues and
customers in initial fully migrated branches to pay plan and
rerouting pilot. At these locations, customer retention increasing
on pre-migration levels, while colleague retention has remained in
line with pre-migration levels.
|
|
-
|
Branch integration scheduled to restart in early
H2; c.100% branches complete by end 2026.
|
|
-
|
Revised brand strategy: focus on 9 regional
brands, plus national Rentokil and Terminix brands.
|
|
-
|
Revised branch strategy: end state branch
network now envisaged of over 500, including satellites.
|
|
-
|
Significant 2024 additional investments to drive
revenue - brand awareness, lead generation, sales infrastructure -
offer partial opportunity for redeployment, allowing 2025 revised
strategies to be funded.
|
|
-
|
Post 2026, completion of integration is expected
to deliver $100m cost reduction versus 2024 levels of cost, with
branch right-sizing and improved route density significantly
improving technician efficiency.
|
|
-
|
Interrelationship of growth investments,
inflationary increases and cost synergies make net synergies too
subjective to disaggregate and report on. From 2027, completion of
integration activities expected to deliver North American margins
exceeding 20% from faster organic growth and reduced costs.
Previous FY 26 Group margin target withdrawn.
|
●
|
Continued momentum in bolt on
M&A. 36 businesses with revenues of c.£140m in the year prior
to purchase acquired for £182m; strong pipeline of opportunities
for attractive bolt-on acquisitions being worked on.
|
2025 Outlook and Q1 current trading
●
|
Despite Q1 year-to-date growth in North America
having been held back principally as a result of continued weak
lead generation, we expect to achieve FY 2025 results in line with
market expectations.
|
●
|
2025 growth initiatives are fully funded within
the inflation adjusted 2024 cost base, with reinvestments targeted
to higher return activities including the revised brand and branch
strategy.
|
●
|
FY 2025 Adjusted free cash flow conversion
forecast at 80%, with modest balance sheet deleveraging.
|
●
|
FX movements are expected to have a headwind
impact of $10m-$20m in 2025; US dollar reporting to commence in
2025.
|
Re-presentation of financial information in US
dollars
As announced in July 2024, the Group will change
its presentation currency to US dollars for reporting periods
starting from 1 January 2025, as we believe that this will provide
better alignment of the reporting of performance with business
exposures.
For comparative purposes, the Group has today
published historical financial information re-presented in US
dollars on its IR website (www.rentokil-initial.com/investors). The
selected unaudited information included in the document has been
derived from the consolidated financial statements and accounting
records of the Group for each of the years ended 31 December 2022,
31 December 2023 and 31 December 2024, and the six months ended 30
June 2024.
Enquiries:
Investors / Analysts:
|
Peter Russell
|
Rentokil Initial plc
|
07795 166506
|
Media:
|
Malcolm Padley
|
Rentokil Initial plc
|
07788 978199
|
A management presentation and Q&A for
investors and analysts will be held today, 6 March 2025 from 9.15am
at the Leonardo Royal London St Paul's Hotel, 10 Godliman Street,
London EC4V 5AJ. The event will also be available via a live
webcast. Dial-in details will be provided on the website
(https://www.rentokil-initial.com/investors.aspx). A recording will
be made available following the conclusion of the
presentation.
Notes
1 Organic Revenue growth represents
the growth in Revenue excluding the effect of businesses acquired
during the year. Acquired businesses are included in organic
measures in the year following acquisition, and the comparative
period is adjusted to include an estimated full year performance
for growth calculations (pro forma revenue)
2 Excludes costs to achieve which are
one-off by nature
AER - actual exchange rates; CER -
constant 2023 exchange rates
Non-IFRS measures - This statement
includes certain financial performance measures which are not
measures defined under International Financial Reporting Standards
(IFRS). These measures include Adjusted Operating Profit, Adjusted
Profit Before Tax, Adjusted Profit After Tax, Adjusted EBITDA,
Adjusted Interest, Adjusted Earnings Per Share, Free Cash Flow,
Adjusted Free Cash Flow, Adjusted Free Cash Flow Conversion,
Adjusted Effective Tax Rate and Organic Revenue. Management
believes these measures provide valuable additional information for
users of the financial statements to aid better understanding of
the underlying trading performance. Adjusted Operating Profit,
Adjusted Profit Before/After Tax and Adjusted EBITDA exclude
certain items that could distort the underlying trading performance
of the business. Revenue and Adjusted Operating Profit are
presented at CER unless otherwise stated. An explanation of all the
above non-IFRS measures used along with reconciliation to the
nearest IFRS measures is provided in Use of Non-IFRS measures on
page 16-22.
Summary of financial performance (at CER)
Regional Performance
|
Revenue
|
|
Adjusted Operating Profit
|
|
2024
£m
|
2023
£m
|
Change
%
|
2024
£m
|
2023
£m
|
Change
%
|
North America
|
|
|
|
|
|
|
|
Pest Control
|
3,236
|
3,201
|
1.1%
|
|
553
|
599
|
(7.5%)
|
Hygiene & Wellbeing
|
111
|
105
|
5.5%
|
|
20
|
18
|
7.4%
|
|
3,347
|
3,306
|
1.3%
|
|
573
|
617
|
(7.1%)
|
|
|
|
|
|
|
|
|
International
|
|
|
|
|
|
|
|
Pest Control
|
1,172
|
1,085
|
8.0%
|
|
241
|
231
|
4.5%
|
Hygiene & Wellbeing
|
820
|
753
|
8.8%
|
|
149
|
139
|
6.7%
|
France Workwear
|
237
|
221
|
7.1%
|
|
42
|
39
|
8.6%
|
|
2,229
|
2,059
|
8.2%
|
|
432
|
409
|
5.7%
|
|
|
|
|
|
|
|
|
Europe (incl. LATAM)
|
|
|
|
|
|
|
|
Pest Control
|
551
|
516
|
6.6%
|
|
128
|
124
|
3.3%
|
Hygiene & Wellbeing
|
364
|
344
|
5.9%
|
|
56
|
52
|
6.3%
|
France Workwear
|
237
|
221
|
7.1%
|
|
42
|
39
|
8.6%
|
|
1,152
|
1,081
|
6.5%
|
|
226
|
215
|
5.0%
|
|
|
|
|
|
|
|
|
UK & Sub-Saharan Africa
|
|
|
|
|
|
|
|
Pest Control
|
206
|
195
|
5.5%
|
|
54
|
51
|
5.5%
|
Hygiene & Wellbeing
|
231
|
195
|
18.5%
|
|
47
|
43
|
8.9%
|
|
437
|
390
|
12.0%
|
|
101
|
94
|
7.0%
|
|
|
|
|
|
|
|
|
Asia & MENAT
|
|
|
|
|
|
|
|
Pest Control
|
276
|
250
|
10.4%
|
|
36
|
34
|
5.4%
|
Hygiene & Wellbeing
|
92
|
89
|
3.0%
|
|
12
|
11
|
3.3%
|
|
368
|
339
|
8.4%
|
|
48
|
45
|
4.9%
|
|
|
|
|
|
|
|
|
Pacific
|
|
|
|
|
|
|
|
Pest Control
|
139
|
124
|
12.4%
|
|
23
|
22
|
7.7%
|
Hygiene & Wellbeing
|
133
|
125
|
6.2%
|
|
34
|
33
|
5.5%
|
|
272
|
249
|
9.3%
|
|
57
|
55
|
6.4%
|
|
|
|
|
|
|
|
|
Central
|
11
|
10
|
7.8%
|
|
(138)
|
(121)
|
(14.1%)
|
Restructuring costs
|
-
|
-
|
-
|
|
(7)
|
(7)
|
0.3%
|
Total at CER
|
5,587
|
5,375
|
3.9%
|
|
860
|
898
|
(4.2%)
|
Total at AER
|
5,436
|
5,375
|
1.1%
|
|
834
|
898
|
(7.0%)
|
Category Performance
|
Revenue
|
|
Adjusted Operating Profit
|
|
2024
£m
|
2023
£m
|
Change
%
|
2024
£m
|
2023
£m
|
Change
%
|
Pest Control
|
4,408
|
4,286
|
2.9%
|
|
794
|
830
|
(4.2%)
|
Hygiene & Wellbeing
|
931
|
858
|
8.4%
|
|
169
|
157
|
6.8%
|
France Workwear
|
237
|
221
|
7.1%
|
|
42
|
39
|
8.6%
|
Central
|
11
|
10
|
7.8%
|
|
(138)
|
(121)
|
(14.1%)
|
Restructuring costs
|
-
|
-
|
-
|
|
(7)
|
(7)
|
0.3%
|
Total at CER
|
5,587
|
5,375
|
3.9%
|
|
860
|
898
|
(4.2%)
|
Total at AER
|
5,436
|
5,375
|
1.1%
|
|
834
|
898
|
(7.0%)
|
In order to help understand the underlying
trading performance, unless otherwise stated, figures below are
presented at constant exchange rates.
Revenue
Group Revenue increased 3.9% to £5,587m. Group
Organic Revenue grew 2.8%. Group Revenue was up 1.1% to £5,436m at
AER. Revenue growth in North America was up 1.3% (Organic Revenue
+1.5%). North America saw a 90bps quarter-on-quarter improvement in
regional Organic Revenue growth in Q4 (1.4% in Q3, 2.3% in Q4). The
International business drove Revenue up 8.2% for the full year with
a good contribution from all regions. Europe, the Group's second
largest region, was up by 6.5%; UK & Sub-Saharan Africa was up
12.0%; the Pacific was up 9.3%; and Asia & MENAT was up
8.4%.
Our Pest Control category grew Revenue by 2.9%
(2.5% Organic) to £4,408m, mainly from price increases. Hygiene
& Wellbeing Revenue increased by 8.4% (3.1% Organic) to £931m,
led in general by resilient demand for washroom services. Strong
progression in both volume and price were reflected in the
contribution from our France Workwear business, with Revenue up by
7.1% to £237m (7.1% Organic).
Revenue (£m at CER)
|
H1
|
H2
|
Full Year
|
Group
|
2,756
|
2,831
|
5,587
|
North America
|
1,662
|
1,685
|
3,347
|
International
|
1,088
|
1,141
|
2,229
|
Organic Growth
|
H1
|
H2
|
Full Year
|
Group
|
2.8%
|
2.8%
|
2.8%
|
North America
|
1.3%
|
1.8%
|
1.5%
|
International
|
5.2%
|
4.3%
|
4.7%
|
Profit
Adjusted Operating Profit reduced by 4.2% during
the year to £860m, impacted by the performance in North America. As
stated in the Company's September Trading Update, in North America
there was a drop-through impact on profit from below expected
organic revenue growth and from significant in-year cost
investments to drive revenue, resulting in a 130bps decrease year
on year in Group Adjusted Operating Margin to 15.4%. Within
business categories, Adjusted Operating Margin for Pest Control was
18.0% (FY 23: 19.3%). Hygiene & Wellbeing Adjusted Operating
Margin was 18.1% (FY 23: 18.4%), and France Workwear was 17.7% (FY
23: 17.5%).
Adjusted Profit before Tax (at AER) of £703m,
which excludes one-off and adjusting items and amortisation costs,
decreased by 8.1%. Adjusted interest of £138m at actual exchange
rates was £3m lower year on year. One-off and adjusting items
(operating) at AER of £86m includes £59m (FY 23: £81m) of
integration costs related to the Terminix acquisition ("Costs to
Achieve'') and £9m (FY 23: £13m) of other M&A costs. Statutory
Operating Profit at AER was £549m (FY 23: £625m). Statutory profit
before tax at AER was £405m (FY 23: £493m).
Adjusted Operating Profit (£m at CER)
|
H1
|
H2
|
Full Year
|
Group
|
455
|
405
|
860
|
North America
|
310
|
263
|
573
|
International
|
208
|
224
|
432
|
Adjusted Operating Profit Margin
|
H1
|
H2
|
Full Year
|
Group
|
16.5%
|
14.3%
|
15.4%
|
North America
|
18.6%
|
15.6%
|
17.1%
|
International
|
19.1%
|
19.6%
|
19.3%
|
Cash (at AER)
Net cash flows from operating activities were
£678m. Free Cash Flow of £410m was £90m lower than in FY 23 due to
reduced profitability. There was a £15m outflow (FY 23: £11m) from
one-off and adjusting items (non-cash).
The Group had a £105m working capital outflow in
FY 24. Capital expenditure of £215m was incurred in the period (FY
23: £211m). Lease payments of £145m were down 4.0% reflecting the
start of integration work on branch restructuring.
Cash interest payments of £144m were £22m lower
than in the prior year, reflecting higher interest rates on
investment income and lower swap payments due to a weaker US
dollar. Cash tax payments for the period were £87m, a decrease of
£13m compared with the corresponding period last year reflecting
lower profits in North America, combined with one-off tax refunds.
Adjusted Free Cash Flow Conversion was 80.0%, in line with
guidance.
Cash spend on current and prior year
acquisitions was £172m, dividend payments were £229m and the cash
impact of one-off and adjusting items was £77m, largely related to
Terminix integration costs.
Regional performance review
North America
|
2024
AER
£m
|
AER
Growth
|
2024
CER
£m
|
CER
Growth
|
Organic
Growth
|
Revenue
|
3,260
|
-1.4%
|
3,347
|
1.3%
|
1.5%
|
Operating Profit
|
418
|
-14.5%
|
430
|
-12.2%
|
|
Adjusted Operating Profit
|
558
|
-9.5%
|
573
|
-7.1%
|
|
Adjusted Operating Margin
|
17.1%
|
-1.6%
|
17.1%
|
-1.6%
|
|
Organic Growth
|
Q1
|
Q2
|
Q3
|
Q4
|
Full Year
|
North America
|
1.5%
|
1.0%
|
1.4%
|
2.3%
|
1.5%
|
North America Pest Control
|
1.5%
|
0.7%
|
1.4%
|
2.6%
|
1.5%
|
North America Pest Control Services
|
1.0%
|
1.5%
|
1.4%
|
1.5%
|
1.4%
|
North America includes Pest Control
and Hygiene & Wellbeing.
North America Pest Services is Pest
Control excluding products/distribution, brand standards, lake and
vector.
2024 Performance
Full year Revenue was up 1.3%, with Organic
Revenue up 1.5%. There was an improved end to the year with a 90bps
quarter-on-quarter gain in regional Organic Revenue growth in Q4
(1.4% in Q3, 2.3% in Q4), resulting in H2 Organic Revenue growth of
1.8%, ahead of revised guidance of c.1%.
Adjusted Operating Profit of £573m, down 7.1%,
reflects the combined impact of below plan expectation revenue
growth and from significant in year cost investments to drive
revenue. Consequently, despite continued good price realisation,
Adjusted Operating Margin in North America declined to 17.1%.
Operating Profit was £418m at AER.
We are seeing ongoing success with our
recruiting, training and retention initiatives. Total North America
colleague retention increased to 79.4% (FY 23: 75.2%), driven by
improvement in frontline technician roles (+4.3ppts to 76.0%) and
sales roles (+6.4ppts to 72.8%), and in both new colleagues (0-12
months) and longer tenured (> 1yr) colleagues. As a result of
the improvement in new colleague retention, we have 100 more
sellers entering 2025 in their second year versus their first year
of sales in 2024. Since the date of acquisition, retention at
Terminix has grown from 62.4% to 76.3%, an increase of 13.9ppts.
Total customer retention in North America increased to 80.1% (FY
23: 79.5%). Following incremental improvement through the year,
there was a positive step change into year end with the three best
months of customer retention all recorded in Q4, each above 81%.
Customer satisfaction was also positive, with an improved overall
Net Promoter Score of +53.3.
North American bolt-on M&A programme
continued, with the purchase of 13 businesses with combined
revenues of c.£69m in the year prior to purchase. We continue to
selectively pursue high quality M&A assets in the North America
region.
There was further progress on legacy termite
warranty obligations, with total open warranty claims reducing by
20% on the prior year and by 72% since 2019. Total pending
litigated cases reduced by 41% in 2024 as the Company continues to
resolve legacy claims.
Right Way 2: Our 2024 Plan to drive Enhanced Organic
Growth
Through the year we have been optimising
processes to increase overall lead volume and improve lead quality.
In March 2024, we launched the new 'Terminix It' brand marketing
campaign aimed at increasing awareness of our Terminix brand and
strengthening our top of funnel marketing. This delivered a
noticeable improvement in brand favourability - with unaided
Terminix brand awareness at its highest level since 2021. A key
focus in 2024 has been digital marketing, given the significance of
the digital channel for new customer acquisition in the residential
and termite pest control markets. We are particularly focused on
our organic lead capability, including enhancing the content on our
websites to align with AI-generated search answers, in order to
improve our search engine ranking over time. However, there is
still significant work to be done to improve our lead
generation.
We've made strong progress in securing five-star
reviews from our customers, which recognise high service levels and
serve as a critical component of Internet search visibility.
Five-star reviews for Terminix increased by 150% in the year to
44,000. In parallel, we have augmented our paid search strategies
to generate higher quality leads. This includes refining our
bidding strategy for critical search terms.
We have leveraged technician leads through our
Trusted Advisor programme, creating a complementary stream of lead
generation. We continue to enhance our approach with better data
reporting, increased focus at a branch management level and
training for all new technicians as part of their on-boarding. The
participation rate for the Trusted Advisor programme increased from
40% at the start of the year to 50% among Terminix technicians, and
from c.57% to c.73% among Rentokil technicians.
In 2025, we will deploy enhanced customer
segmentation to effectively leverage media channels and will
integrate service demand forecasting by location into our customer
targeting. Once the sales team has sold the lead, it is important
that the technician completes the work order quickly. We delivered
consistent work order completion rates in 2024 of c.97%, and in
2025 are aiming to reach 98%.
We will continue to focus heavily on organic
lead generation, as well as improve our sales conversion and
overall sales effectiveness, which will take time to fully
materialise. We invested significant additional sales and marketing
resources in 2024, which will continue into 2025. We believe we
have invested sufficient new resources to drive the enhanced level
of organic growth we are targeting, and during 2025 we will
continue to monitor and scrutinise the effectiveness of the 2024
investments, and where appropriate reprioritise them to higher
return activities, to optimise the return opportunity on that
investment.
2024 IT Systems Migration
The IT systems integration has proceeded to
plan. Prior to the integration period, the region had highly
fragmented IT infrastructure with more than 70 systems and multiple
vendors. We now have a single back office IT set-up in place, and
'Best of Breed' branch systems have been selected and are being
delivered.
We harmonised the multiple business processes in
H1, and in H2 started branch systems and data migration. 58
branches, 987 service technicians, and $373 million in revenue were
successfully transitioned onto the unified Rentokil-Terminix
systems platform. Including the heritage Rentokil network a total
of over 250 branches in North America now operate on our end-state
IT systems suite. The migration has increased the percentage of
service technicians using PestPac and the ServiceTrak app from
c.40% at the start of the year to c.49% by year-end. A structured
approach ensures continued progress and alignment with our
strategic goals.
Employee feedback on the process to date has
been positive, highlighting the effectiveness of pre-migration
preparation, training, communication, and go-live
support.
2024 Technician Rerouting and New Pay Plan
Piloting
In Q4 2024 we commenced technician rerouting and
piloting of our new sales and service pay plans, initially covering
nine branches encompassing over 250 technicians and c.40 sales
colleagues. These rerouting and pay plans revision efforts were
executed to plan with minimal disruption to operations. At these
locations customer retention has increased on pre-migration levels.
Colleague retention has also remained strong, in line with
pre-migration levels. The second branch cluster of 41 branches with
1,000 technicians, has also recently completed. This means that
around 15 per cent of the Terminix branch network has now been
fully integrated.
Q1 2025 Terminix Integration review
As announced in October 2024, during the first
quarter of 2025 we have been reviewing the progress made to date
with the integration and the priorities for its next phase. The
review has helped us to enhance our Right Way 2 growth plan with
respect to both our brand and branch strategies and our customer
retention and customer experience strategy, and to review the best
way to monitor ongoing cost saving opportunities.
The full branch integration process is planned
to restart in early H2 2025.
Enhancing Customer Retention and Customer Experience
Strategy
Our customer retention rates have been stable to
slightly improved through the course of the year. In 2024, we
strengthened our account management teams, added new senior
customer experience experts and 40 new Customer Save team members,
and instated new retention strategies ranging from the acquisition
of more retainable customers and improving the first-year
experience through to minimising technician rotation and optimising
complaints management. We are also increasing our use of data to
better understand and seek to address the drivers of customer
retention and churn.
Optimising Brand strategy:
Our revised branding strategy will see the maintenance of a
national focus for the Rentokil and Terminix brands. However, there
will be an additional focus on our well-known regional brands,
rather than merging them over time with Terminix, giving us 9
regional core brands. Smaller local brands will be co-branded or
merged. This will allow us to optimise the return opportunity we
generate from our advertising spend and increase the overall share
of voice of our brands.
Optimising Branch strategy:
In Q4 2024 we commenced the piloting of satellite branches.
Ten sites in key metro areas were active as at the end of 2024, and
we currently have 22 in operation. These smaller branches are fully
branded and operational but have a low cost to operate. They serve
as localised hubs with active facilities, staffed with sales,
administrative, and customer support teams.
While the pilot is still not complete, initial
findings are positive, driving digital leads and being recognised
by search engines as local points of presence that increase our
digital footprint. Subject to continued progress with this pilot,
we believe a branch network combining larger, traditional sites and
smaller satellites will serve us well. Based on our current branch
network and mapping of an optimal footprint for lead generation, we
currently estimate that by the end of 2026 we will have a network
of over 500 branches, including satellite branches, versus our
previous target of 400. In addition, we have over 100 franchised
owned and operated Terminix branches in the US.
A portion of current investment deployed during
2024 but not driving optimal effectiveness and efficiency will be
redirected to our enlarged brand and branch strategies.
Cost savings and margin opportunity
We continued to achieve cost synergies in 2024,
whilst also continuing our significant investments behind salary
and benefit harmonisation, safety, innovation and IT, and we saw
another year of inflation in the cost base.
During 2024 we made significant in-year sales
and marketing investments focused on driving revenue, including
behind brand awareness, lead generation and sales infrastructure. A
portion of the investment behind these opportunities is not driving
optimal effectiveness and efficiency and in 2025 will be redirected
to fund the new strategies we will be deploying in respect of our
enhanced brand strategy and our enlarged branch
strategy.
During 2025 we expect further inflation but do
not anticipate the need for additional investments over those which
were made in 2024.
Three years post the acquisition announcement of
Terminix, and going forward we will not report separately on net
synergy delivery. Disaggregating investments and inflationary cost
increases from synergistic cost savings over multiple years is now
overly subjective.
We remain confident that, from the end of 2026,
when we expect integration to be complete, significant operational
cost savings will be achieved, in line with initial expectations of
gross synergies. Branch integration and improved route density will
significantly improve technician efficiency. The post 2026 cost
reduction is estimated as a $100m reduction from the 2024 spend
level.
From 2027, we expect that delivery of these cost
savings, together with an improved organic growth rate post
integration, will allow the North American business to achieve
operating profit margins above 20%. We are retiring the previous
Group Adjusted Operating Margin target of greater than 19% by
2026.
Total one-time integration costs to achieve
(cash and non-cash) from the start of the integration to the end of
2024 were $248m. The total remaining one-time costs to achieve in
2025 to 2026 are expected to be c.$100m.
The North America leadership team has been significantly
strengthened with recent appointments:
Alain Moffroid, Interim North America
CEO, appointed Feb 2025. Alain was appointed to the
role in Q1 2025 after the announced departure of Brad Paulsen.
Alain is a highly experienced leader in the Company with twelve
years' experience leading residential and commercial pest control
businesses, together with 23 years with Unilever in senior
leadership roles. As Group Chief Commercial Officer Alain has been
working closely with the North American business on delivering
their strategy focused on customer experience and retention,
digital and innovation programmes.
Aaron Coley, Chief Financial Officer,
joined Dec 2024. Aaron brings over 25 years of
financial experience to the role, including 14 years as CFO for
companies at various stages of transition. Most recently, he served
as CFO for a transportation and logistics company listed on
Nasdaq.
International
|
2024
AER
£m
|
AER
Growth
|
2024
CER
£m
|
CER
Growth
|
Organic
Growth
|
Revenue
|
2,165
|
5.1%
|
2,229
|
8.2%
|
4.7%
|
Operating Profit
|
339
|
-1.9%
|
346
|
+0.2%
|
|
Adjusted Operating Profit
|
420
|
2.9%
|
432
|
5.7%
|
|
Adjusted Operating Margin
|
19.4%
|
-0.4%
|
19.3%
|
-0.5%
|
|
Organic Growth
|
Q1
|
Q2
|
Q3
|
Q4
|
Full Year
|
International
|
5.6%
|
4.9%
|
4.5%
|
4.1%
|
4.7%
|
Europe (incl. LATAM)
|
2024
AER
£m
|
AER
Growth
|
2024
CER
£m
|
CER
Growth
|
Organic
Growth
|
Revenue
|
1,114
|
3.1%
|
1,152
|
6.5%
|
5.0%
|
Operating Profit
|
170
|
-6.2%
|
175
|
-3.9%
|
|
Adjusted Operating Profit
|
219
|
1.8%
|
226
|
5.0%
|
|
Adjusted Operating Margin
|
19.6%
|
-0.3%
|
19.6%
|
-0.3%
|
|
Organic Growth
|
Q1
|
Q2
|
Q3
|
Q4
|
Full Year
|
Europe (incl. LATAM)
|
6.2%
|
5.3%
|
4.9%
|
4.0%
|
5.0%
|
The region enjoyed another good
performance in 2024, driven by both volume and pricing, and with a
strong contribution from Pest Control and Workwear. Revenue grew by
6.5% to £1,152m (5.0% Organic). Revenue growth in Pest Control was
6.6%, supported by key markets including Germany, Benelux, Spain
and Italy. Hygiene & Wellbeing grew Revenue by 5.9% with softer
performance in Dental offset by strength in Specialist Hygiene and
Ambius where we continue to see significant opportunity. France
Workwear delivered another excellent year with Revenue up
7.1%.
Adjusted Operating Profit in the
region grew by 5.0% to £226m, benefiting from pricing discipline.
Adjusted Operating Margin was down by 30bps to 19.6%. In Europe,
margin was stable, however there was a margin reduction in LATAM,
where adverse weather impacted the shipping fumigation business.
Operating Profit reduced by 6.2% to £170m at AER. Customer
retention has remained strong at 88.3% (FY 23: 88.4%.) A focus on
sales retention, including recruitment, onboarding and early days
retention led to best-in-class colleague retention rates of 90.4%
(FY 23: 90.4%).
In Europe and LATAM, 12 business
acquisitions (9 in Europe and 3 in LATAM) were completed in total
with revenues of £20m in the year prior to purchase.
UK & Sub-Saharan Africa
|
2024
AER
£m
|
AER
Growth
|
2024
CER
£m
|
CER
Growth
|
Organic
Growth
|
Revenue
|
435
|
11.5%
|
437
|
12.0%
|
4.3%
|
Operating Profit
|
99
|
17.8%
|
100
|
18.2%
|
|
Adjusted Operating Profit
|
100
|
6.7%
|
101
|
7.0%
|
|
Adjusted Operating Margin
|
23.1%
|
-1.0%
|
23.0%
|
-1.1%
|
|
Organic Growth
|
Q1
|
Q2
|
Q3
|
Q4
|
Full Year
|
UK & Sub-Saharan Africa
|
4.1%
|
6.1%
|
4.2%
|
2.9%
|
4.3%
|
Revenue for the region increased by 12.0% (4.3%
Organic), with Pest Control Revenue growth of 5.5% and Hygiene
& Wellbeing Revenue growth of 18.5%.
Regional Adjusted Operating Profit increased by
7.0% to £101m. Operating Profit was up 17.8% to £99m at AER.
Adjusted Operating Margin decreased by 110bps to 23.0%, impacted
largely by the acquisition of the lower margin specialist hygiene
company DCUK. The region delivered a price performance that
mitigated cost increases, alongside a consistently strong customer
service environment. Customer retention for the full year was
roughly stable at 86.0% (FY 23: 86.9%). Colleague retention was up
strongly to 86.8% (FY 23: 83.3%).
2024 was the UK's biggest ever year for
innovations. 39 solutions in total were launched, ranging from new
additions to our suite of smart monitoring devices and non-toxic
wasp traps through to new air scenting products with patented
technology.
Two business acquisitions were completed (both
within the UK) with revenues of £31m in the year prior to
purchase.
Asia & MENAT
|
2024
AER
£m
|
AER
Growth
|
2024
CER
£m
|
CER
Growth
|
Organic
Growth
|
Revenue
|
354
|
4.2%
|
368
|
8.4%
|
5.4%
|
Operating Profit
|
24
|
-26.9%
|
25
|
-23.2%
|
|
Adjusted Operating Profit
|
46
|
1.0%
|
48
|
4.9%
|
|
Adjusted Operating Margin
|
12.9%
|
-0.4%
|
12.9%
|
-0.4%
|
|
Organic Growth
|
Q1
|
Q2
|
Q3
|
Q4
|
Full Year
|
Asia & MENAT
|
4.3%
|
5.2%
|
6.5%
|
5.5%
|
5.4%
|
Revenue rose by 8.4%, of which 5.4% was Organic.
Pricing was complemented with volume growth, as markets overall
remained structurally supportive. The performance was led by India
and Indonesia, which both sustained high single-digit organic
growth. In India, good progress was made in integrating the pest
control company Hi-Care, acquired in the first half of the year. In
MENAT, regional conflict held back the final quarter performance in
the Lebanon market, but we are seeing a prompt recovery.
Adjusted Operating Profit in Asia & MENAT
increased 4.9% to £48m and Adjusted Operating Margin was down 40bps
to 12.9% as a result of additional growth investment. Operating
Profit decreased by 26.9% to £24m at AER. Customer retention
increased to 80.7% (FY 23: 78.7%). Regional operations have
benefited from an increased colleague retention rate of 93.3% (FY
23: 92.0%). The region acquired five businesses with total revenues
in the year prior to purchase of £12m.
Pacific
|
2024
AER
£m
|
AER
Growth
|
2024
CER
£m
|
CER
Growth
|
Organic
Growth
|
Revenue
|
262
|
5.3%
|
272
|
9.3%
|
3.2%
|
Operating Profit
|
45
|
-3.3%
|
47
|
0.4%
|
|
Adjusted Operating Profit
|
55
|
2.5%
|
57
|
6.4%
|
|
Adjusted Operating Margin
|
21.1%
|
-0.6%
|
21.1%
|
-0.6%
|
|
Organic Growth
|
Q1
|
Q2
|
Q3
|
Q4
|
Full Year
|
Pacific
|
7.3%
|
1.2%
|
0.6%
|
4.2%
|
3.2%
|
Revenue increased by 9.3% to £272m, with Organic
Revenue growth of 3.2%. Pest Control revenue growth was 12.4%,
driven by sustained momentum in both contract and jobbing work,
despite weather related challenges affecting rural and trackspray
operations during the year. Hygiene & Wellbeing revenue grew by
6.2%, with strong demand for Ambius' services continuing. Adjusted
Operating Profit in the Pacific was up by 6.4% to £57m, with an
Adjusted Operating Margin of 21.1%. Operating Profit decreased by
3.3% to £45m at AER. Customer retention remained strong at 86.6%
(FY23: 86.5%), while colleague retention improved to 80.2% (FY23:
77.5%), with positive momentum observed in the second half of the
year. The region acquired four businesses with total revenues in
the year prior to purchase of £8m.
Category performance review
Pest Control
|
2024
AER
£m
|
AER
Growth
|
2024
CER
£m
|
CER
Growth
|
Organic
Growth
|
Revenue
|
4,287
|
0.1%
|
4,408
|
2.9%
|
2.5%
|
Operating Profit
|
560
|
-13.7%
|
573
|
-11.6%
|
|
Adjusted Operating Profit
|
773
|
-6.7%
|
794
|
-4.2%
|
|
Adjusted Operating Margin
|
18.0%
|
-1.3%
|
18.0%
|
-1.3%
|
|
Organic Growth
|
Q1
|
Q2
|
Q3
|
Q4
|
Full Year
|
Pest Control
|
2.7%
|
1.7%
|
2.3%
|
3.3%
|
2.5%
|
Our Pest Control business is the largest
operator in both the US, the world's biggest pest control market,
and the world, with a presence in 88 countries. The business
sustained growth in the year, underpinned by the critical nature of
its services and with a strong contribution from the International
business. Overall Revenue was up by 2.9% (2.5% Organic) to £4,408m.
Organic Revenue growth in the International business of 5.3%, in
line with our medium-term range for Pest Control of between
4.5-6.5%, offset more modest North America Organic Revenue growth
of 1.5%. There was a drag from the North America business on
Adjusted Operating Profit, down by 4.2% to £794m, resulting in an
Adjusted Operating Margin for the Pest Control category of 18.0%.
Operating Profit decreased by 13.7% to £560m at AER. Pest Control
represented 79% of Group Revenue and 79% of Group Adjusted
Operating Profit.
We acquired 24 pest control businesses in the
period, with revenues in the year prior to acquisition of
£90m.
Hygiene & Wellbeing
|
2024
AER
£m
|
AER
Growth
|
2024
CER
£m
|
CER
Growth
|
Organic
Growth
|
Revenue
|
908
|
5.7%
|
931
|
8.4%
|
3.1%
|
Operating Profit
|
157
|
5.4%
|
161
|
8.0%
|
|
Adjusted Operating Profit
|
164
|
4.2%
|
169
|
6.8%
|
|
Adjusted Operating Margin
|
18.1%
|
-0.3%
|
18.1%
|
-0.3%
|
|
Organic Growth
|
Q1
|
Q2
|
Q3
|
Q4
|
Full Year
|
Hygiene & Wellbeing
|
3.8%
|
5.0%
|
2.9%
|
1.0%
|
3.1%
|
Rentokil Initial offers a wide range of hygiene
and wellbeing services. Inside the washroom we provide hand hygiene
(soaps and driers), air care, in-cubicle (feminine hygiene units),
no-touch products and digital hygiene services. In addition to core
washroom hygiene, we deliver specialist hygiene services such as
clinical waste management. We're also improving the customer
experience through premium scenting, plants, air quality monitoring
and green walls.
Hygiene & Wellbeing Revenue increased by
8.4% to £931m. Organic Revenue growth was 3.1%, Q4 organic growth
was held back by 190bps quarter on quarter owing to strong prior
year comparatives from large projects in Ambius North America and
Covid-related credits in the UK. We see the main opportunities for
future growth in our Hygiene & Wellbeing category as being core
washrooms, premises hygiene, including air care, and enhanced
environments. In 2024, Organic Revenue growth in core washrooms was
3.1%, while organic growth in premises and enhanced environments
was 3.7%. Adjusted Operating Profit was up by 6.8% to £169m, with
Adjusted Operating Margin down 30bps to 18.1%. Operating Profit was
up 5.4% to £157m at AER. For FY24, Hygiene & Wellbeing
represented 17% of Group Revenue and 17% of Group Adjusted
Operating Profit.
We acquired 12 Hygiene and Wellbeing companies
with revenues of c.£50m in the year prior to purchase.
France Workwear
|
2024
AER
£m
|
AER
Growth
|
2024
CER
£m
|
CER
Growth
|
Organic
Growth
|
Revenue
|
230
|
4.3%
|
237
|
7.1%
|
7.1%
|
Operating Profit
|
41
|
9.0%
|
42
|
12.0%
|
|
Adjusted Operating Profit
|
41
|
5.7%
|
42
|
8.6%
|
|
Adjusted Operating Margin
|
17.7%
|
+0.2%
|
17.7%
|
+0.2%
|
|
Organic Growth
|
Q1
|
Q2
|
Q3
|
Q4
|
Full Year
|
France Workwear
|
7.7%
|
7.4%
|
7.4%
|
6.1%
|
7.1%
|
Strong new business sales performance, including
account gains and upselling, resulted in another strong
contribution from our France Workwear business where Revenue rose
by 7.1% to £237m, all from organic growth. Inflation was
successfully mitigated with price increases. Adjusted Operating
Profit growth increased by 8.6%. Operating Profit was up 9.0% to
£41m at AER. The business has benefited from continued strong
colleague retention rates.
Continued strength of Bolt-on M&A
We acquired 36 new businesses, comprising 24 in
Pest Control and 12 in Hygiene & Wellbeing for a total
consideration of £182m, with total revenues of £140m in the year
prior to purchase. We added 13 new businesses in North America
during the period with £69m revenues acquired, 12 deals in Europe
inc. LATAM (revenues of £20m in the year prior to purchase), two
deals in the UK &SSA region (revenues of £31m in the year prior
to purchase), five deals in Asia and MENAT (revenues of £12m in the
year prior to purchase) and 4 deals in the Pacific region (revenues
of £8m in the year prior to purchase).
M&A remains central to our strategy for
growth. We will continue to seek attractive bolt-on deals, both in
Pest Control and Hygiene & Wellbeing, to build density in
existing and new markets. Our pipeline of prospects remains strong
and our current guidance on spend on M&A for FY 25 is
c.$250m.
Employer of Choice (EOC)
Rentokil Initial is committed to being a
world-class Employer of Choice, with colleague safety and the
attraction, recruitment and retention of the best people from the
widest possible pool of talent, being key business objectives
globally.
In 2024, colleague retention increased globally
by 2.4ppts to 86.6%. Total service technician retention for the
Group was up 2.4ppts to 85.6%, while total sales colleague
retention was up 4.6ppt to 82.0%. All Regions except Europe
improved retention year on year, led by Asia at 93.3%. Europe
nevertheless also continued to record a world class retention rate
at 92.3%. Our North American region increased colleague retention
by 4.2ppts. This has been achieved through a wide-ranging programme
including: the launch of a retention dashboard and manager
training; monitoring for potential issues before escalation;
additional mentoring resources; and an enhanced new hire and
onboarding experience.
Innovation and Technology
We lead our industry in the use of digital
technologies in pest control, and we are continuing to build upon
this competitive advantage. Our smart technology is providing more
remote monitoring solutions and increased transparency of
data.
The digital Pest agenda moved further forward in
2024. An additional 127,000 PestConnect devices, which offer 24/7
monitoring, were installed in customers' premises, and we now have
a total of 500,000 devices installed. We have 13 countries where
connected devices now account for more than 10% of the commercial
portfolio. In the UK, PestConnect accounts for c.20% of the
Company's commercial pest control contracted revenue. We continue
to roll out smarter solutions. Our new PestConnect Optix utilises
AI and camera technology to identify individual rodents. It's
available in the UK with deployments in the Netherlands, France,
Spain and the Middle East underway.
In the year, North America also saw the launch
of our proprietary EcoCatch fly control solution for commercial
customers, as well as the continued rollout of our Lumnia LED
flying insect control range.
Financial review
Central and regional overheads
Central and regional overheads of £138m (£137m
at AER) were up £17m at CER (£16m at AER) on the prior year (FY 23:
£121m at CER and AER) predominantly as a result of inflationary
increases and increased IT investment.
Restructuring costs
With the exception of integration costs for
significant acquisitions, the Company reports restructuring costs
within Adjusted Operating Profit. Costs associated with significant
acquisitions are reported as one-off and adjusting items and
excluded from Adjusted Operating Profit. Restructuring costs of £7m
(at CER and AER) were in line with the prior year (FY 23: £7m at
CER and AER). They consisted mainly of costs in respect of
initiatives focused on our North American transformation
programme.
Interest (at AER)
Adjusted interest of £138m at actual exchange
rates includes £98m of annualised interest charges relating to
financing of the Terminix transaction, £24m of lease interest
charges and a £46m offsetting reduction from the impacts of
hyperinflation and net interest received. In the year,
hyperinflation of £7m at AER was £4m lower than the prior year (FY
23: £11m) due to devaluation of the Argentinian peso. Cash interest
in FY 24 was £144m (FY 23: £166m) reflecting higher interest rates
on investment income and lower swaps payments due to a weaker US
dollar.
In Appendix 1 we have shown a summary P&L
interest table demonstrating how the components of our financing
drive interest costs and incomes and the expected range for 2025 at
average exchange rates. Changes in variable interest rates,
exchange rates and CPI rates in hyper-inflationary economies during
2025 will impact the reporting of interest costs for
2025.
Tax
The income tax charge for the period at actual
exchange rates was £98m on the reported profit before tax of £405m,
giving an effective tax rate (ETR) of 24.2% (FY 23: 22.7%). The
Group's ETR before amortisation of intangible assets (excluding
computer software), one-off and adjusting items and the net
interest adjustments for FY 24 was 23.8% (FY 23: 23.8%). This
compares with a blended rate of tax for the countries in which the
Group operates of 25.3% (FY 23: 25.1%).
Net debt and cash flow
£m at actual exchange rates
|
Year to Date
|
2024 FY
£m
|
2023 FY
£m
|
Change
£m
|
Adjusted Operating Profit
|
834
|
898
|
(64)
|
Depreciation
|
308
|
300
|
8
|
Other
|
35
|
30
|
5
|
Adjusted EBITDA
|
1,177
|
1,228
|
(51)
|
One-off and adjusting items
(non-cash)
|
(15)
|
(11)
|
(4)
|
Working capital
|
(105)
|
(47)
|
(58)
|
Movement on provisions
|
(60)
|
(56)
|
(4)
|
Capex - additions
|
(215)
|
(211)
|
(4)
|
Capex - disposals
|
4
|
14
|
(10)
|
Capital of lease payments and initial direct
costs incurred
|
(145)
|
(151)
|
6
|
Interest
|
(144)
|
(166)
|
22
|
Tax
|
(87)
|
(100)
|
13
|
Free Cash Flow
|
410
|
500
|
(90)
|
Acquisitions
|
(172)
|
(242)
|
70
|
Disposal of companies and businesses
|
-
|
19
|
(19)
|
Dividends
|
(229)
|
(201)
|
(28)
|
Cash impact of one-off and adjusting
items
|
(77)
|
(107)
|
30
|
Other
|
-
|
(6)
|
6
|
Debt related cash flows
|
|
|
|
Cash outflow on settlement of debt related
foreign exchange forward contracts
|
(9)
|
(3)
|
(6)
|
Net investment in term deposits
|
(1)
|
-
|
(1)
|
Debt repayments
|
(369)
|
-
|
(369)
|
Debt related cash flows
|
(379)
|
(3)
|
(376)
|
|
|
|
|
Net decrease in cash and cash
equivalents
|
(447)
|
(40)
|
(407)
|
Cash and cash equivalents at the beginning of
the year
|
832
|
879
|
(47)
|
Exchange losses on cash and cash
equivalents
|
(13)
|
(7)
|
(6)
|
Cash and cash equivalents at end of the
financial year
|
372
|
832
|
(460)
|
Net decrease in cash and cash
equivalents
|
(447)
|
(40)
|
(407)
|
Debt related cash flows
|
379
|
3
|
376
|
IFRS 16 liability movement
|
4
|
3
|
1
|
Debt acquired
|
(9)
|
(1)
|
(8)
|
Bond interest accrual
|
(2)
|
(1)
|
(1)
|
Foreign exchange translation and other
items
|
13
|
169
|
(156)
|
(Increase)/decrease in net debt
|
(62)
|
133
|
(195)
|
Opening net debt
|
(3,146)
|
(3,279)
|
133
|
Closing net debt
|
(3,208)
|
(3,146)
|
(62)
|
Funding
As at 31 December 2024, the Group had liquidity
headroom of £1,196m, including £799m ($1bn) of undrawn revolving
credit facility, with a maturity date of October 2028 and £40m
($50m) term loan facility maturing May 2025. The net debt to EBITDA
ratio was 2.9x at 31 December 2024 (31 December 2023: 2.8x). The
net debt to Adjusted EBITDA ratio was 2.7x at 31 December 2024 (31
December 2023: 2.6x)
Dividend
The Board is recommending a final dividend in
respect of 2024 of 5.93p per share, payable to shareholders on the
register at the close of business on 4 April 2025, to be paid on 14
May 2025. This equates to a full-year dividend of 9.09p per share,
up 4.7% year on year, in line with the Company's progressive
dividend policy. The last day for DRIP elections is 22 April
2025.
Technical guidance update for FY 25
As the Group is moving to US Dollar reporting
from 1 January 2025, technical guidance is provided in the new
reporting currency..
P&L
●
|
Restructuring costs: $10m; and One offs and
Adjusting items excl. Terminix: c.$15m
|
●
|
Terminix integration Costs to Achieve*:
c.$55-65m
|
●
|
P&L adjusted interest costs: c.$190m-$200m,
incl. $5m-$10m of hyperinflation (at AER)
|
●
|
Estimated Adjusted Effective Tax Rate:
25%-26%
|
●
|
Share of Profits from Associates:
c.$8m-$10m
|
●
|
Impact of FX within range of c.-$10 to
-$20m**
|
●
|
Intangibles amortisation: $190m-$200m
|
Cash
●
|
One-off and adjusting items:
c.$70m-$80m
|
●
|
Working Capital: c.$75m-$85m outflow and
provision payments of $80m-$90m
|
●
|
Capex excluding right of use (ROU) asset lease
payments: $300m-$310m
|
●
|
Cash interest: c.$185m-$195m
|
●
|
Cash tax payments: $140m-$150m
|
●
|
Anticipated spend on M&A in 2025 of
c.$250m
|
* Reported as one-off and adjusting items and
excluded from Adjusted Operating Profit and Adjusted
PBTA;
** Based on maintenance of current FX
rates
Appendix 1 - Adjusted
Interest1
|
Amount
'm
|
Rate
|
Fixed/Floating
|
2024
AER
£m
|
|
2025
AER
$m
|
Bonds and swaps
|
|
|
|
|
|
|
EUR
|
400
|
0.95%
|
Fixed
|
-
|
|
-
|
EUR
|
600
|
0.88%
|
Fixed
|
-
|
|
-
|
EUR
|
600
|
0.50%
|
Fixed
|
-
|
|
-
|
EUR
|
850
|
3.88%
|
Fixed
|
15
|
|
19
|
EUR
|
600
|
4.38%
|
Fixed
|
24
|
|
29
|
GBP
|
400
|
5.00%
|
Fixed
|
20
|
|
26
|
Amortised Cost
|
|
|
Fixed
|
2
|
|
2
|
Swaps
|
|
3.53% (avg)
|
Fixed
|
44
|
|
43
|
Total
|
1,850
|
|
|
105
|
|
119
|
Term Loan
|
|
|
|
|
|
|
USD
|
700
|
5%-6%
|
Float
|
32
|
|
10
|
|
|
|
|
|
|
|
Lease Interest
|
|
|
Float
|
25
|
|
33
|
Other Interest
|
|
|
Float
|
19
|
|
49
|
Total Other
|
|
|
|
44
|
|
82
|
|
|
|
|
|
|
|
Finance Cost2
|
|
|
|
181
|
|
212
|
|
|
|
|
|
|
|
Interest received
|
|
|
|
(36)
|
|
(13)
|
Hyper-Inflation
|
|
|
|
(7)
|
|
(6)
|
Finance Income3
|
|
|
|
(43)
|
|
(19)
|
|
|
|
|
|
|
|
Adjusted Interest
|
|
|
|
138
|
|
193
|
|
|
|
|
|
|
|
Adjusting items
|
|
|
|
|
|
|
Amortisation of discount on legacy
provisions2
|
|
10
|
|
13
|
Gain on hedge accounting recognised in finance
income/cost3
|
3
|
|
-
|
2024 average FX rate for £/€: 1.1818 and £/$:
1.2773
1. For a full reconciliation of statutory
interest measures to adjusted interest, please see non-IFRS
measures section on page 16-22
below
2. 2024 Finance Costs totalled £197m. See note
C8.
3. 2024 Finance Income totalled £(46)m See note
C9.
Use of Non-IFRS Measures
Reconciliation of non-IFRS measures to the nearest IFRS
measure
The Group uses a number of non-IFRS measures to
present the financial performance of the business. These are not
measures as defined under IFRS, but management believes that these
measures provide valuable additional information for users of the
Financial Statements, in order to better understand the underlying
trading performance in the year from activities that will
contribute to future performance. The Group's internal strategic
planning process is also based on these measures and they are used
for management incentive purposes. They should be viewed as
complements to, and not replacements for, the comparable IFRS
measures. Other companies may use similarly labelled measures which
are calculated differently from the way the Group calculates them,
which limits their usefulness as comparative measures. Accordingly,
investors should not place undue reliance on these non-IFRS
measures.
The following sets out an explanation and the
reconciliation to the nearest IFRS measure for each non-IFRS
measure.
Constant exchange rates (CER)
Given the international nature of the Group's
operations, foreign exchange movements can have a significant
impact on the reported results of the Group when they are
translated into sterling (the presentation currency of the Group).
In order to help understand the underlying trading performance of
the business, revenue and profit measures are often presented at
constant exchange rates. CER is calculated by translating
current-year reported numbers at the full-year average exchange
rates for the prior year. It is used to give management and other
users of the accounts clearer comparability of underlying trading
performance against the prior period by removing the effects of
changes in foreign exchange rates. The major exchange rates used
for 2024 are £/$ 1.2773 (2023: 1.2441) and £/€ 1.1818 (2023:
1.1503). Comparisons are with the year ended 31 December 2023
unless otherwise stated.
Organic Revenue Growth
Acquisitions are a core part of the Group's
growth strategy. The Organic Revenue Growth measures (absolute and
percentage) are used to help investors and management understand
the underlying performance, positive or negative, of the business,
by identifying Organic Revenue Growth excluding the impact of
Acquired Revenue. This approach isolates changes in performance of
the Group that take place under the Company's stewardship, whether
favourable or unfavourable, and thereby reflects the potential
benefits and risks associated with owning and managing a
professional services business.
Organic Revenue Growth is calculated based on
year-over-year revenue growth at CER to eliminate the effects of
movements in foreign exchange rates.
Acquired Revenue represents a 12-month estimate
of the increase in Group revenue from each business acquired.
Acquired Revenue is calculated as: (a) the revenue from the
acquisition date to the year end in the year of acquisition in line
with IFRS 3; and (b) the pre-acquisition revenues from 1 January up
to the acquisition date in the year of acquisition. The
pre-acquisition revenue is based on the previously reported
revenues of the acquired entity and is considered to be an
estimate.
In the year a business is acquired, all of its
revenue reported under (a) above is classified as non-organic
growth. In the subsequent first full financial year after
acquisition, Organic Revenue Growth is calculated for each
acquisition as the reported revenue less Acquired
Revenue.
At a Group level, calculating Organic Revenue
Growth therefore involves isolating and excluding from the total
year-over-year revenue change: (i) the impacts from foreign
exchange rate changes; (ii) the growth in revenues that have
resulted from completed acquisitions in the current period; and
(iii) the estimate of pre-acquisition revenues from each business
acquired. The sum of (ii) and (iii) is equal to the total Acquired
Revenues for all acquisitions. The calculated Organic Revenue is
expressed as a percentage of prior year revenue. Prior year revenue
is not 'pro-forma' adjusted in the calculation, as any such
estimated adjustments would have an immaterial impact.
If an acquisition is considered to be a material
transaction, such as the Terminix acquisition in October 2022, the
above calculation is amended in order to give a 'pro-forma' view of
any Organic Revenue Growth for the full financial year in the year
of acquisition, as if the acquisition had been part of the Group
from the beginning of the prior year. The pro-forma calculation is
completed using pre-acquisition revenues to normalise current and
prior periods as shown in the table below. These revenue
normalisations are considered estimates, and ensure that the
potentially larger Organic Revenue Growth is measured over a
denominator that includes the material acquisition. The same
adjustments are made to our North America and Pest Control segment
revenues for 2023 as a result of the material Terminix
acquisition.
While management believes that the methodology
used in the calculation of Organic Revenue is representative of the
performance of the Group, the calculations may not be comparable
with similarly labelled measures presented by other publicly traded
companies in similar or other industries.
|
North
America
£m
|
Europe
(incl.
LATAM)
£m
|
UK &
Sub-
Saharan
Africa
£m
|
Asia &
MENAT
£m
|
Pacific
£m
|
Central
and
regional
£m
|
Total
£m
|
2023 Revenue
|
3,306
|
1,081
|
390
|
339
|
249
|
10
|
5,375
|
2023 Revenue from closed business1
|
(45)
|
-
|
-
|
-
|
-
|
-
|
(45)
|
Normalised 2023 Revenue - base for Organic
Revenue Growth percentage
|
3,261
|
1,081
|
390
|
339
|
249
|
10
|
5,330
|
Revenue from 2024 acquisitions (at 2023
CER)²
|
22
|
10
|
24
|
8
|
4
|
-
|
68
|
Revenue from 2023 acquisitions (at 2023
CER)³
|
15
|
5
|
6
|
2
|
11
|
-
|
39
|
Organic Revenue Growth 2024 (at 2023
CER)4
|
49
|
56
|
17
|
19
|
8
|
1
|
150
|
2024 Exchange differences
|
(87)
|
(38)
|
(2)
|
(14)
|
(10)
|
-
|
(151)
|
2024 Revenue (at AER)
|
3,260
|
1,114
|
435
|
354
|
262
|
11
|
5,436
|
Organic Revenue Growth %
|
1.5%
|
5.0%
|
4.3%
|
5.4%
|
3.2%
|
7.8%
|
2.8%
|
1. The adjustment removes revenue from 1 April
2023 to 31 December 2023 from the Paragon distribution business
closed with effect from 1 April 2024.
2. Revenue from completed acquisitions in the
current period.
3. Revenue from each business acquired by the
Group in the previous financial year through to the 12-month
anniversary of the Group's ownership.
4. Organic Revenue Growth includes Organic
Revenue Growth for all entities in the Group as at 31 December
2023.
|
North
America
£m
|
Europe
(incl.
LATAM)
£m
|
UK &
Sub-
Saharan
Africa
£m
|
Asia &
MENAT
£m
|
Pacific
£m
|
Central
and
regional
£m
|
Total
£m
|
2022 Revenue
|
1,849
|
941
|
365
|
321
|
227
|
11
|
3,714
|
Adjustment for Terminix pre-acquisition 2022
Revenue¹
|
1,310
|
23
|
-
|
-
|
-
|
-
|
1,333
|
Normalised 2022 Revenue - base for Organic
Revenue Growth percentage
|
3,159
|
964
|
365
|
321
|
227
|
11
|
5,047
|
Revenue from 2023 acquisitions (at 2022
CER)²
|
33
|
7
|
15
|
6
|
14
|
-
|
75
|
Revenue from 2022 acquisitions (at 2022
CER)³
|
25
|
27
|
1
|
7
|
4
|
-
|
64
|
Organic Revenue Growth 2023 (at 2022
CER)4
|
97
|
80
|
13
|
23
|
16
|
(1)
|
228
|
2023 Exchange differences
|
(8)
|
3
|
(4)
|
(18)
|
(12)
|
-
|
(39)
|
2023 Revenue (at AER)
|
3,306
|
1,081
|
390
|
339
|
249
|
10
|
5,375
|
Organic Revenue Growth %
|
3.0%
|
8.3%
|
3.4%
|
7.1%
|
6.8%
|
(4.4)%
|
4.5%
|
1. The adjustment brings in 2022 pre-acquisition
revenue back to the first day of the prior financial period for the
acquired Terminix entities.
2. Revenue from completed acquisitions in the
current period.
3. Revenue from each business acquired by the
Group in the previous financial year through to the 12-month
anniversary of the Group's ownership.
4. Organic Revenue Growth includes Organic
Revenue Growth for all entities in the Group as at 31 December
2022.
Adjusted expenses and profit measures
Adjusted expenses and profit measures are used
to give investors and management a further understanding of the
underlying profitability of the business over time by stripping out
income and expenses that can distort results due to their size and
nature. Adjusted profit measures are calculated by adding the
following items back to the equivalent IFRS profit
measure:
●
|
amortisation and impairment of intangible assets
(excluding computer software);
|
●
|
one-off and adjusting items; and
|
●
|
net interest adjustments.
|
Intangible assets (such as customer lists and
brands) are recognised on acquisition of businesses which, by their
nature, can vary by size and amount each year. Capitalisation of
innovation-related development costs will also vary from year to
year. As a result, amortisation of intangibles is added back to
assist with understanding the underlying trading performance of the
business and to allow comparability across regions and categories
(see table on page 31).
One-off and adjusting items are significant
expenses or income that will have a distortive impact on the
underlying profitability of the Group. Typical examples are costs
related to the acquisition of businesses, gain or loss on disposal
or closure of a business, material gains or losses on disposal of
fixed assets, adjustments to legacy environmental and legacy
termite liabilities, and payments or receipts as a result of legal
disputes. An analysis of one-off and adjusting items is set out
below.
Net interest adjustments are other non-cash, or
one-off and adjusting accounting gains and losses, that can cause
material fluctuations and distort understanding of the performance
of the business, such as amortisation of discount on legacy
provisions and gains and losses on hedge accounting.
Adjusted expenses are one-off and adjusting
items, and Adjusted Interest. Adjusted profit measures used are
Adjusted Operating Profit, Adjusted Profit Before and After Tax,
and Adjusted EBITDA. Adjusted Earnings Per Share is also reported,
derived from Adjusted Profit After Tax.
One-off and adjusting items
An analysis of one-off and adjusting items is
set out below.
|
One-off and adjusting items
cost/(income)
£m
|
One-off and adjusting items
tax impact
£m
|
One-off and adjusting items
cash (outflow)/inflow
£m
|
2022
|
|
|
|
Acquisition and integration costs
|
5
|
(2)
|
(13)
|
Fees relating to Terminix acquisition
|
68
|
(4)
|
(38)
|
Terminix integration costs
|
62
|
(14)
|
(32)
|
UK pension scheme - return of surplus
|
-
|
-
|
22
|
Other
|
1
|
-
|
2
|
Total
|
136
|
(20)
|
(59)
|
2023
|
|
|
|
Acquisition and integration costs
|
13
|
(2)
|
(13)
|
Fees relating to Terminix acquisition
|
1
|
-
|
(25)
|
Terminix integration costs
|
81
|
(21)
|
(74)
|
Other
|
3
|
(1)
|
5
|
Total
|
98
|
(24)
|
(107)
|
2024
|
|
|
|
Acquisition and integration costs
|
9
|
(3)
|
(15)
|
Terminix integration costs
|
59
|
(15)
|
(60)
|
Other
|
18
|
(5)
|
(2)
|
Total
|
86
|
(23)
|
(77)
|
Adjusted Interest
Adjusted Interest is calculated by adjusting the
reported finance income and costs by net interest adjustments
(amortisation of discount on legacy provisions, and foreign
exchange and hedge accounting ineffectiveness).
|
2024
AER
£m
|
2023
AER
£m
|
Finance cost
|
197
|
189
|
Finance income
|
(46)
|
(48)
|
Add back:
|
|
|
Amortisation of discount on legacy
provisions
|
(10)
|
(11)
|
Foreign exchange and hedge accounting
ineffectiveness
|
(3)
|
11
|
Adjusted Interest
|
138
|
141
|
Adjusted Operating Profit
Adjusted Operating Profit is calculated by
adding back one-off and adjusting items, and amortisation and
impairment of intangible assets to operating profit.
|
2024
£m
|
2023
£m
|
Operating profit
|
549
|
625
|
Add back:
|
|
|
One-off and adjusting items
|
86
|
98
|
Amortisation and impairment of intangible
assets¹
|
199
|
175
|
Adjusted Operating Profit (at AER)
|
834
|
898
|
Effect of foreign exchange
|
26
|
-
|
Adjusted Operating Profit (at CER)
|
860
|
898
|
1. Excluding computer software.
Adjusted Profit Before and After Tax
Adjusted Profit Before Tax is calculated by
adding back net interest adjustments, one-off and adjusting items,
and amortisation and impairment of intangible assets to profit
before tax. Adjusted Profit After Tax is calculated by adding back
net interest adjustments, one-off and adjusting items, amortisation
and impairment of intangible assets, and the tax effect on these
adjustments to profit after tax.
2024
|
|
IFRS
measures
£m
|
Net interest
adjustments
£m
|
One-off
and
adjusting
items
£m
|
Amortisation
and
impairment of
intangibles1
£m
|
Non-IFRS
measures
£m
|
|
Profit before income tax
|
405
|
13
|
86
|
199
|
703
|
Adjusted Profit Before Tax
|
Income tax expense
|
(98)
|
(3)
|
(23)
|
(43)
|
(167)
|
Tax on Adjusted Profit
|
Profit for the period
|
307
|
10
|
63
|
156
|
536
|
Adjusted Profit After Tax
|
2023
|
|
IFRS
measures
£m
|
Net interest
adjustments
£m
|
One-off
and
adjusting
items
£m
|
Amortisation
and
impairment of
intangibles1
£m
|
Non-IFRS
measures
£m
|
|
Profit before income tax
|
493
|
-
|
98
|
175
|
766
|
Adjusted Profit Before Tax
|
Income tax expense
|
(112)
|
(2)
|
(24)
|
(44)
|
(182)
|
Tax on Adjusted Profit
|
Profit for the period
|
381
|
(2)
|
74
|
131
|
584
|
Adjusted Profit After Tax
|
1. Excluding computer software.
EBITDA and Adjusted EBITDA
EBITDA is calculated by adding back finance
income, finance cost, share of profit from associates net of tax,
income tax expense, depreciation, amortisation and impairment of
intangible assets, and other non-cash expenses to profit for the
year. Adjusted EBITDA is calculated by adding back one-off and
adjusting items to EBITDA.
|
2024
£m
|
2023
£m
|
Profit for the period
|
307
|
381
|
Add back:
|
|
|
Finance income
|
(46)
|
(48)
|
Finance cost
|
197
|
189
|
Share of profit from associates net of
tax
|
(7)
|
(9)
|
Income tax expense
|
98
|
112
|
Depreciation
|
308
|
300
|
Other non-cash expenses
|
35
|
30
|
Amortisation and impairment of intangible
assets¹
|
199
|
175
|
EBITDA
|
1,091
|
1,130
|
One-off and adjusting items
|
86
|
98
|
Adjusted EBITDA
|
1,177
|
1,228
|
1. Excluding computer software.
Adjusted Earnings Per Share
Basic earnings per share is calculated by
dividing the profit attributable to equity holders of the Company
by the weighted average number of shares in issue during the year,
and is explained in Note 6 to the Financial Statements. Adjusted
Earnings Per Share is calculated by dividing adjusted profit from
continuing operations attributable to equity holders of the Company
by the weighted average number of ordinary shares in issue and is
shown below.
For Adjusted Diluted Earnings Per Share, the
weighted average number of ordinary shares in issue is adjusted to
include all potential dilutive ordinary shares. The Group's
potentially dilutive ordinary shares are explained in Note 6 to the
Financial Statements.
|
2024
£m
|
2023
£m
|
Profit attributable to equity holders of the
Company
|
307
|
381
|
Add back:
|
|
|
Net interest adjustments
|
13
|
-
|
One-off and adjusting items
|
86
|
98
|
Amortisation and impairment of
intangibles1
|
199
|
175
|
Tax on above items2
|
(69)
|
(70)
|
Adjusted profit attributable to equity holders
of the Company
|
536
|
584
|
|
|
|
Weighted average number of ordinary shares in
issue (million)
|
2,521
|
2,516
|
Adjustment for potentially dilutive shares
(million)
|
7
|
11
|
Weighted average number of ordinary shares for
diluted earnings per share (million)
|
2,528
|
2,527
|
|
|
|
Basic Adjusted Earnings Per Share
|
21.25p
|
23.19p
|
Diluted Adjusted Earnings Per Share
|
21.19p
|
23.08p
|
1. Excluding computer software.
2. The tax effect on add-backs is as follows:
one-off and adjusting items £23m (2023: £24m); amortisation and
impairment of intangibles £43m (2023: £44m); and net interest
adjustments £3m (2023: £2m).
Adjusted cash measures
The Group aims to generate sustainable cash flow
in order to support its acquisition programme and to fund dividend
payments to shareholders. Management considers that this is useful
information for investors. Adjusted cash measures in use are Free
Cash Flow, Adjusted Free Cash Flow, and Adjusted Free Cash Flow
Conversion.
Free Cash Flow
Free Cash Flow is measured as net cash flows
from operating activities, adjusted for cash flows related to the
purchase and sale of property, plant, equipment and intangible
assets, cash flows related to leased assets, cash flows related to
one-off and adjusting items, and dividends received from
associates. These items are considered by management to be
non-discretionary, as continued investment in these assets is
required to support the day-to-day operations of the business. Free
Cash Flow is used by management for incentive purposes and is a
measure shared with and used by investors.
A reconciliation of net cash flows from
operating activities in the Consolidated Cash Flow Statement to
Free Cash Flow is provided in the table below.
|
2024
£m
|
2023
£m
|
Net cash flows from operating
activities
|
678
|
737
|
Purchase of property, plant and
equipment
|
(171)
|
(167)
|
Purchase of intangible assets
|
(44)
|
(44)
|
Capital element of lease payments and initial
direct costs incurred
|
(145)
|
(151)
|
Proceeds from sale of property, plant, equipment
and software
|
4
|
14
|
Cash impact of one-off and adjusting
items
|
77
|
107
|
Dividends received from associates
|
11
|
4
|
Free Cash Flow
|
410
|
500
|
Adjusted Free Cash Flow and Adjusted Free Cash Flow
Conversion
Adjusted Free Cash Flow Conversion is provided
to demonstrate to investors the proportion of Adjusted Profit After
Tax that is converted to cash. It is calculated by dividing
Adjusted Free Cash Flow by Adjusted Profit After Tax, expressed as
a percentage. Adjusted Free Cash Flow is measured as Free Cash Flow
adjusted for product development additions and net investment hedge
cash interest through other comprehensive income. Product
development additions are adjusted due to their variable size and
non-underlying nature. Net investment hedge cash interest through
other comprehensive income is adjusted because the cash relates to
an item that is not recognised in Adjusted Profit After
Tax.
|
2024
£m
|
2023
£m
|
Free Cash Flow
|
410
|
500
|
Product development additions
|
9
|
10
|
Net investment hedge cash interest through Other
Comprehensive Income
|
10
|
12
|
Adjusted Free Cash Flow (a)
|
429
|
522
|
Adjusted Profit After Tax (b)
|
536
|
584
|
Adjusted Free Cash Flow Conversion
(a/b)
|
80.0%
|
89.4%
|
The nearest IFRS-based equivalent measure to
Adjusted Free Cash Flow Conversion would be Cash Conversion, which
is shown in the table below to provide a comparison in the
calculation. Cash Conversion is calculated as net cash flows from
operating activities divided by profit attributable to equity
holders of the Company, expressed as a percentage. Management
considers that this is useful information for investors as it gives
an indication of the quality of profits, and ability of the Group
to turn profits into cash flows.
|
2024
£m
|
2023
£m
|
Net cash flows from operating activities
(a)
|
678
|
737
|
Profit attributable to equity holders of the
Company (b)
|
307
|
381
|
Cash Conversion (a/b)
|
221.0%
|
193.4%
|
Adjusted Effective Tax Rate (Adjusted ETR)
Adjusted Effective Tax Rate is used to show
investors and management the rate of tax applied to the Group's
Adjusted Profit Before Tax. The measure is calculated by dividing
Adjusted Income Tax Expense by Adjusted Profit Before Tax,
expressed as a percentage.
|
2024
£m
|
2023
£m
|
Income tax expense
|
98
|
112
|
Tax adjustments on:
|
|
|
Amortisation and impairment of intangible
assets1
|
43
|
44
|
Net interest adjustments
|
3
|
2
|
One-off and adjusting items
|
23
|
24
|
Adjusted Income Tax Expense (a)
|
167
|
182
|
Adjusted Profit Before Tax (b)
|
703
|
766
|
Adjusted Effective Tax Rate (a/b)
|
23.8%
|
23.8%
|
1. Excluding computer software.
The Group's effective tax rate (ETR) for 2024 on
reported profit before tax was 24.2% (2023: 22.7%). The Group's
Adjusted ETR before amortisation of intangible assets (excluding
computer software), one-off and adjusting items, and the net
interest adjustments for 2024 was 23.8% (2023: 23.8%). This
compares with a blended rate of tax for the countries in which the
Group operates of 25.3% (2023: 25.1%). The Group's low tax rate in
2024 is primarily attributable to the recognition of deferred tax
on losses of £9m (2023: £3m).
The Group's tax charge and Adjusted ETR will be
influenced by the global mix and level of profits, changes in
future tax rates and other tax legislation, foreign exchange rates,
the utilisation of brought-forward tax losses on which no deferred
tax asset has been recognised, the resolution of open issues with
various tax authorities, acquisitions and disposals.
Consolidated Statement of Profit or Loss and Other
Comprehensive Income
For the year ended 31 December
|
Notes
|
2024
£m
|
2023
£m
|
2022
£m
|
Revenue
|
2
|
5,436
|
5,375
|
3,714
|
Operating expenses
|
|
(4,831)
|
(4,711)
|
(3,373)
|
Net impairment losses on financial
assets
|
|
(56)
|
(39)
|
(24)
|
Operating profit
|
|
549
|
625
|
317
|
Finance income
|
4
|
46
|
48
|
49
|
Finance cost
|
3
|
(197)
|
(189)
|
(79)
|
Share of profit from associates net of
tax
|
|
7
|
9
|
9
|
Profit before income tax
|
|
405
|
493
|
296
|
Income tax expense
|
5
|
(98)
|
(112)
|
(64)
|
Profit for the year
|
|
307
|
381
|
232
|
Profit for the year attributable to:
|
|
|
|
|
Equity holders of the Company
|
|
307
|
381
|
232
|
Non-controlling interests
|
|
-
|
-
|
-
|
Other comprehensive income:
|
|
|
|
|
Items that are not reclassified
subsequently to the income statement:
|
|
|
|
|
Remeasurement of net defined benefit
liability
|
|
-
|
-
|
2
|
|
|
|
|
|
Items that may be reclassified
subsequently to the income statement:
|
|
|
|
|
Net exchange adjustments offset in
reserves
|
|
46
|
(352)
|
(232)
|
Net (loss)/gain on net investment
hedge
|
|
(17)
|
109
|
(68)
|
Effective portion of changes in fair value of
cash flow hedge
|
|
27
|
3
|
(6)
|
Cost of hedging
|
|
(5)
|
9
|
(2)
|
Tax related to items taken to other
comprehensive income
|
|
(6)
|
6
|
11
|
Other comprehensive income for the
year
|
|
45
|
(225)
|
(295)
|
Total comprehensive income for the
year
|
|
352
|
156
|
(63)
|
Total comprehensive income for the year
attributable to:
|
|
|
|
|
Equity holders of the Company
|
|
352
|
156
|
(63)
|
Non-controlling interests
|
|
-
|
-
|
-
|
All profit is from continuing
operations.
Consolidated Balance Sheet
At 31 December
|
Notes
|
2024
£m
|
2023
£m
|
Assets
|
|
|
|
Non-current assets
|
|
|
|
Intangible assets
|
9
|
7,108
|
7,042
|
Property, plant and equipment
|
10
|
502
|
499
|
Right-of-use assets
|
|
461
|
452
|
Investments in associated
undertakings
|
|
37
|
44
|
Other investments
|
|
21
|
21
|
Deferred tax assets
|
|
34
|
43
|
Contract costs
|
|
238
|
224
|
Retirement benefit assets
|
|
3
|
3
|
Trade and other receivables
|
|
57
|
45
|
Derivative financial instruments
|
|
6
|
57
|
|
|
8,467
|
8,430
|
Current assets
|
|
|
|
Other investments
|
|
2
|
1
|
Inventories
|
|
229
|
207
|
Trade and other receivables
|
|
909
|
880
|
Current tax assets
|
|
22
|
33
|
Derivative financial instruments
|
|
-
|
14
|
Cash and cash equivalents
|
11
|
925
|
1,562
|
|
|
2,087
|
2,697
|
Liabilities
|
|
|
|
Current liabilities
|
|
|
|
Trade and other payables
|
|
(1,118)
|
(1,144)
|
Current tax liabilities
|
|
(43)
|
(48)
|
Provisions for liabilities and
charges
|
17
|
(115)
|
(94)
|
Bank and other short-term borrowings
|
|
(1,166)
|
(1,134)
|
Lease liabilities
|
|
(130)
|
(127)
|
Derivative financial instruments
|
|
(3)
|
(32)
|
|
|
(2,575)
|
(2,579)
|
Net current (liabilities)/assets
|
|
(488)
|
118
|
Non-current liabilities
|
|
|
|
Other payables
|
|
(69)
|
(71)
|
Bank and other long-term borrowings
|
|
(2,498)
|
(3,153)
|
Lease liabilities
|
|
(315)
|
(318)
|
Deferred tax liabilities
|
|
(511)
|
(517)
|
Retirement benefit obligations
|
16
|
(25)
|
(28)
|
Provisions for liabilities and
charges
|
17
|
(304)
|
(357)
|
Derivative financial instruments
|
|
(29)
|
(16)
|
|
|
(3,751)
|
(4,460)
|
Net assets
|
|
4,228
|
4,088
|
Equity
|
|
|
|
Capital and reserves attributable to the
Company's equity holders
|
|
|
|
Share capital
|
18
|
25
|
25
|
Share premium
|
|
15
|
14
|
Other reserves
|
|
583
|
532
|
Retained earnings
|
|
3,606
|
3,518
|
|
|
4,229
|
4,089
|
Non-controlling interests
|
|
(1)
|
(1)
|
Total equity
|
|
4,228
|
4,088
|
Consolidated Statement of Changes in Equity
For the year ended 31 December
|
Attributable to equity holders of the
Company
|
|
|
|
Share
capital
£m
|
Share
premium
£m
|
Other
reserves
£m
|
Retained
earnings
£m
|
Non-
controlling
interests
£m
|
Total
equity
£m
|
At 1 January 2022
|
19
|
7
|
(1,927)
|
3,166
|
(1)
|
1,264
|
Profit for the year
|
-
|
-
|
-
|
232
|
-
|
232
|
Other comprehensive income:
|
|
|
|
|
|
|
Net exchange adjustments offset in
reserves
|
-
|
-
|
(232)
|
-
|
-
|
(232)
|
Net loss on net investment hedge
|
-
|
-
|
(68)
|
-
|
-
|
(68)
|
Net loss on cash flow hedge1
|
-
|
-
|
(6)
|
-
|
-
|
(6)
|
Cost of hedging
|
-
|
-
|
(2)
|
-
|
-
|
(2)
|
Remeasurement of net defined benefit
liability
|
-
|
-
|
-
|
2
|
-
|
2
|
Tax related to items taken directly to other
comprehensive income
|
-
|
-
|
-
|
11
|
-
|
11
|
Total other comprehensive income for the
year
|
-
|
-
|
(308)
|
245
|
-
|
(63)
|
Transactions with owners:
|
|
|
|
|
|
|
Shares issued in the year
|
6
|
-
|
-
|
-
|
-
|
6
|
Merger relief on acquisition of Terminix Global
Holdings, Inc.
|
-
|
-
|
3,014
|
-
|
-
|
3,014
|
Gain on stock options
|
-
|
2
|
-
|
-
|
-
|
2
|
Cost of issuing new shares
|
-
|
-
|
(16)
|
-
|
-
|
(16)
|
Dividends paid to equity shareholders
|
-
|
-
|
-
|
(122)
|
-
|
(122)
|
Cost of equity-settled share-based payment
plans
|
-
|
-
|
-
|
18
|
-
|
18
|
Tax related to items taken directly to
equity
|
-
|
-
|
-
|
(2)
|
-
|
(2)
|
Movement in the carrying value of put
options
|
-
|
-
|
-
|
(3)
|
-
|
(3)
|
At 31 December 2022
|
25
|
9
|
763
|
3,302
|
(1)
|
4,098
|
Adjustment on initial application of IFRS
17
|
-
|
-
|
-
|
(1)
|
-
|
(1)
|
Adjusted balance as at 1 January 2023
|
25
|
9
|
763
|
3,301
|
(1)
|
4,097
|
Profit for the year
|
-
|
-
|
-
|
381
|
-
|
381
|
Other comprehensive income:
|
|
|
|
|
|
|
Net exchange adjustments offset in
reserves
|
-
|
-
|
(352)
|
-
|
-
|
(352)
|
Net gain on net investment hedge
|
-
|
-
|
109
|
-
|
-
|
109
|
Net gain on cash flow hedge1
|
-
|
-
|
3
|
-
|
-
|
3
|
Cost of hedging
|
-
|
-
|
9
|
-
|
-
|
9
|
Tax related to items taken directly to other
comprehensive income
|
-
|
-
|
-
|
6
|
-
|
6
|
Total other comprehensive income for the
year
|
-
|
-
|
(231)
|
387
|
-
|
156
|
Transactions with owners:
|
|
|
|
|
|
|
Gain on stock options
|
-
|
5
|
-
|
-
|
-
|
5
|
Dividends paid to equity shareholders
|
-
|
-
|
-
|
(201)
|
-
|
(201)
|
Cost of equity-settled share-based payment
plans
|
-
|
-
|
-
|
27
|
-
|
27
|
Movement in the carrying value of put
options
|
-
|
-
|
-
|
4
|
-
|
4
|
At 31 December 2023
|
25
|
14
|
532
|
3,518
|
(1)
|
4,088
|
Profit for the year
|
-
|
-
|
-
|
307
|
-
|
307
|
Other comprehensive income:
|
|
|
|
|
|
|
Net exchange adjustments offset in
reserves
|
-
|
-
|
46
|
-
|
-
|
46
|
Net loss on net investment hedge
|
-
|
-
|
(17)
|
-
|
-
|
(17)
|
Net gain on cash flow hedge1
|
-
|
-
|
27
|
-
|
-
|
27
|
Cost of hedging
|
-
|
-
|
(5)
|
-
|
-
|
(5)
|
Tax related to items taken directly to other
comprehensive income
|
-
|
-
|
-
|
(6)
|
-
|
(6)
|
Total other comprehensive income for the
year
|
-
|
-
|
51
|
301
|
-
|
352
|
Transactions with owners:
|
|
|
|
|
|
|
Gain on stock options
|
-
|
1
|
-
|
-
|
-
|
1
|
Dividends paid to equity shareholders
|
-
|
-
|
-
|
(229)
|
-
|
(229)
|
Cost of equity-settled share-based payment
plans
|
-
|
-
|
-
|
20
|
-
|
20
|
Tax related to items taken directly to
equity
|
-
|
-
|
-
|
(3)
|
-
|
(3)
|
Movement in the carrying value of put
options
|
-
|
-
|
-
|
(1)
|
-
|
(1)
|
At 31 December 2024
|
25
|
15
|
583
|
3,606
|
(1)
|
4,228
|
1. £27m net gain (2023: £3m net gain; 2022: £6m
net loss) on cash flow hedge includes a £51m loss (2023: £28m loss;
2022: £137m gain) from the effective portion of changes in fair
value, offset by reclassification to the cost of acquisition of
£nil (2023: £nil; 2022: £118m loss) and a £78m gain (2023: £31m
gain; 2022: £25m loss) reclassification to the income statement due
to changes in foreign exchange rates.
Shares of £nil (2023: £nil; 2022: £nil) have
been netted against retained earnings. This represents 11.4m (2023:
13.0m; 2022: 19.6m) shares held by the Rentokil Initial Employee
Share Trust, which is not consolidated. The market value of these
shares at 31 December 2024 was £45m (2023: £57m; 2022: £100m).
Dividend income from, and voting rights on, the shares held by the
Trust have been waived.
Analysis of other reserves
|
Capital
reduction
reserve
£m
|
Merger
relief
reserve
£m
|
Cash flow
hedge
reserve
£m
|
Translation
reserve
£m
|
Cost of
hedging
£m
|
Total
£m
|
At 1 January 2022
|
(1,723)
|
-
|
9
|
(211)
|
(2)
|
(1,927)
|
Net exchange adjustments offset in
reserves
|
-
|
-
|
-
|
(232)
|
-
|
(232)
|
Net loss on net investment hedge
|
-
|
-
|
-
|
(68)
|
-
|
(68)
|
Net loss on cash flow hedge1
|
-
|
-
|
(6)
|
-
|
-
|
(6)
|
Cost of hedging
|
-
|
-
|
-
|
-
|
(2)
|
(2)
|
Total comprehensive income for the
year
|
-
|
-
|
(6)
|
(300)
|
(2)
|
(308)
|
Transactions with owners:
|
|
|
|
|
|
|
Merger relief on acquisition of Terminix Global
Holdings, Inc.
|
-
|
3,014
|
-
|
-
|
-
|
3,014
|
Cost of issuing new shares
|
-
|
(16)
|
-
|
-
|
-
|
(16)
|
At 31 December 2022
|
(1,723)
|
2,998
|
3
|
(511)
|
(4)
|
763
|
Net exchange adjustments offset in
reserves
|
-
|
-
|
-
|
(352)
|
-
|
(352)
|
Net gain on net investment hedge
|
-
|
-
|
-
|
109
|
-
|
109
|
Net gain on cash flow hedge1
|
-
|
-
|
3
|
-
|
-
|
3
|
Cost of hedging
|
-
|
-
|
-
|
-
|
9
|
9
|
Total comprehensive income for the
year
|
-
|
-
|
3
|
(243)
|
9
|
(231)
|
At 31 December 2023
|
(1,723)
|
2,998
|
6
|
(754)
|
5
|
532
|
Net exchange adjustments offset in
reserves
|
-
|
-
|
-
|
46
|
-
|
46
|
Net loss on net investment hedge
|
-
|
-
|
-
|
(17)
|
-
|
(17)
|
Net gain on cash flow hedge1
|
-
|
-
|
27
|
-
|
-
|
27
|
Cost of hedging
|
-
|
-
|
-
|
-
|
(5)
|
(5)
|
Total comprehensive income for the
year
|
-
|
-
|
27
|
29
|
(5)
|
51
|
At 31 December 2024
|
(1,723)
|
2,998
|
33
|
(725)
|
-
|
583
|
1. £27m net gain (2023: £3m net gain; 2022: £6m
net loss) on cash flow hedge includes a £51m loss (2023: £28m loss;
2022: £137m gain) from the effective portion of changes in fair
value, offset by reclassification to the cost of acquisition of
£nil (2023: £nil; 2022: £118m loss) and a £78m gain (2023: £31m
gain; 2022: £25m loss) reclassification to the income statement due
to changes in foreign exchange rates.
The capital reduction reserve arose in 2005 as a
result of the scheme of arrangement of Rentokil Initial 1927 plc,
under section 425 of the Companies Act 1985, to introduce a new
holding company, Rentokil Initial plc, and the subsequent reduction
in capital approved by the High Court whereby the nominal value of
each ordinary share was reduced from 100p to 1p.
The excess of the fair value of shares issued to
fund the acquisition of Terminix over their par value gave rise to
a new reserve called a Merger Relief Reserve. Under section 612 of
the Companies Act 2006, merger relief is available if certain
circumstances are met when a business is acquired by issuing shares
to replace already issued shares. This reserve is unrealised (and
therefore not distributable), but it may become realised at a later
date, for example on disposal of the investment to which it relates
or on impairment of that investment (which may occur after payment
of a dividend by the investment).
Consolidated Cash Flow Statement
For the year ended 31 December
|
Notes
|
2024
£m
|
2023
£m
|
2022
£m
|
Cash flows from operating activities
|
|
|
|
|
Operating profit
|
|
549
|
625
|
317
|
Adjustments for:
|
|
|
|
|
- Depreciation and impairment of property, plant
and equipment
|
|
159
|
154
|
148
|
- Depreciation and impairment of leased
assets
|
|
123
|
120
|
106
|
- Amortisation and impairment of intangible
assets (excluding computer software)
|
|
199
|
175
|
118
|
- Amortisation and impairment of computer
software
|
|
26
|
26
|
22
|
- Other non-cash items
|
|
18
|
26
|
8
|
Changes in working capital (excluding the
effects of acquisitions and exchange differences on
consolidation):
|
|
|
|
|
- Inventories
|
|
(12)
|
(15)
|
(4)
|
- Contract costs
|
|
(14)
|
(19)
|
(10)
|
- Trade and other receivables
|
|
(38)
|
(29)
|
5
|
- Trade and other payables and
provisions
|
|
(101)
|
(60)
|
6
|
Interest received
|
|
36
|
25
|
13
|
Interest paid1
|
|
(180)
|
(191)
|
(52)
|
Income tax paid
|
|
(87)
|
(100)
|
(77)
|
Net cash flows from operating
activities
|
|
678
|
737
|
600
|
Cash flows from investing activities
|
|
|
|
|
Purchase of property, plant and
equipment
|
|
(171)
|
(167)
|
(153)
|
Purchase of intangible fixed assets
|
|
(44)
|
(44)
|
(37)
|
Proceeds from sale of property, plant and
equipment
|
|
4
|
14
|
5
|
Acquisition of companies and businesses, net of
cash acquired
|
8
|
(172)
|
(242)
|
(1,018)
|
Disposal of companies and businesses
|
|
-
|
-
|
1
|
Disposal of investment in associate
|
|
-
|
19
|
-
|
Dividends received from associates
|
|
11
|
4
|
4
|
Net change to cash flow from investment in term
deposits
|
|
(1)
|
-
|
1
|
Net cash flows from investing
activities
|
|
(373)
|
(416)
|
(1,197)
|
Cash flows from financing activities
|
|
|
|
|
Dividends paid to equity shareholders
|
7
|
(229)
|
(201)
|
(122)
|
Capital element of lease payments
|
|
(145)
|
(157)
|
(104)
|
Cost of issuing new shares
|
|
-
|
-
|
(16)
|
Cash outflow on settlement of debt-related
foreign exchange forward contracts
|
|
(9)
|
(3)
|
26
|
Proceeds from new debt
|
|
-
|
-
|
2,383
|
Debt repayments
|
|
(369)
|
-
|
(844)
|
Net cash flows from financing
activities
|
|
(752)
|
(361)
|
1,323
|
Net (decrease)/increase in cash and cash
equivalents
|
|
(447)
|
(40)
|
726
|
Cash and cash equivalents at beginning of
year
|
|
832
|
879
|
242
|
Exchange loss on cash and cash
equivalents
|
|
(13)
|
(7)
|
(89)
|
Cash and cash equivalents at end of the
financial year
|
11
|
372
|
832
|
879
|
1. Interest paid includes the interest element
of lease payments of £24m (2023: £25m; 2022: £10m).
Notes to the financial statements
1. Changes in accounting policies
Except as described below, the accounting
policies applied in these Consolidated Financial Statements are the
same as those applied in the Group's Consolidated Financial
Statements for the year ended 31 December 2023.
The Group has adopted the following new
standards and amendments to standards, including any consequential
amendments to other standards, with effect from 1 January
2024:
●
|
amendments to IAS 1 - Classification of
liabilities as current or non-current and non-current liabilities
with covenants;
|
●
|
amendments to IFRS 16 - Lease liability in sale
and leaseback; and
|
●
|
amendments to IAS 7 and IFRS 7 - Supplier
finance arrangements.
|
The application of these amendments has had no
material impact on the disclosures of the amounts recognised in the
Group's Consolidated Financial Statements. Consequently, no
adjustment has been made to the comparative financial information
at 31 December 2023.
New standards and interpretations not
yet adopted
Certain new accounting standards and
interpretations have been published that are not mandatory for 31
December 2024 reporting periods, and have not been adopted early by
the Group.
●
|
IFRS 18 - Presentation and disclosure in
financial statements
|
IFRS 18 is effective for annual periods
beginning on or after 1 January 2027 and will replace IAS 1 -
Presentation of financial statements. It will introduce new
requirements that are intended to help to achieve comparability of
the financial performance of similar entities, and provide more
relevant information and transparency to users. Even though IFRS 18
will not impact the recognition or measurement of items in the
financial statements, its impacts on presentation and disclosure
are expected to be pervasive; in particular those related to the
statement of comprehensive income or loss, and providing
management-defined performance measures within the financial
statements.
Management is currently assessing the detailed
implications of applying the new standard on the Group's
consolidated financial statements.
2. Revenue recognition and operating segments
Revenue recognition
Revenue represents the transfer of promised
goods or services to customers in an amount that reflects the
consideration to which the Group expects to be entitled. All
revenue is considered revenue from contracts with customers as
defined by IFRS 15, including job work and sales of goods. Under
IFRS 15, revenue is recognised when a customer obtains control of
goods or services in line with identifiable performance
obligations. In the majority of cases the Group considers that the
contracts it enters into are contracts for bundled services which
are accounted for as a single performance obligation. Accordingly
the majority of revenue across the Group is recognised on an output
basis evenly over the course of the contract because the customer
simultaneously receives and consumes the benefits provided by the
Group's performance as it performs. Job work is short-term contract
revenue whereby the period of service is typically less than one
month in duration. The performance obligations linked to this
revenue type are individual to each job due to their nature, with
revenue being recognised at a point in time on completion. Where
consumables are supplied separately from the service contract,
revenue is recognised at the point the goods transfer.
The transaction price reported for all contracts
is the price agreed in the contract and there are no material
elements of variable consideration, financing component or non-cash
consideration. The Group applies the practical expedient in
paragraph 121 of IFRS 15 and does not disclose information about
remaining performance obligations because the Group has a right to
consideration from customers in an amount that corresponds directly
with the value to the customer of the performance obligations
completed to date.
Disaggregation of revenue into category, region
and major type of revenue stream is shown below under segmental
reporting.
Contract costs
Contract costs are mainly incremental costs of
obtaining contracts (primarily sales commissions directly related
to contracts obtained), and to a lesser extent costs to fulfil
contracts which are not within the scope of other standards (mainly
incremental costs of putting resources in place to fulfil
contracts).
It is anticipated that these costs are
recoverable over the life of the contract to which they relate.
Accordingly, the Group capitalises them as contract costs and
amortises them over the expected life of the contracts. Management
takes a portfolio approach to recognising contract costs, and the
expected length of contracts across the Group and associated
amortisation periods are between three and seven years.
The contract costs recognised in the balance
sheet at the period end amounted to £238m (2023: £224m; 2022:
£215m). The amount of amortisation recognised in the period was
£92m (2023: £121m; 2022: £39m) and impairment losses were £nil
(2023: £nil; 2022: £nil).
Applying the practical expedient in paragraph 94
of IFRS 15, the Group recognises the incremental costs of obtaining
contracts as an expense when incurred if the amortisation period of
the assets that the Group otherwise would have recognised is one
year or less.
Contract liabilities
Contract liabilities relate to advance
consideration received from customers where the performance
obligations have yet to be satisfied. All opening balances have
subsequently been satisfied in the year. In most business
categories where revenue is recognised over time, customers are
invoiced in advance or simultaneously with performance obligations
being satisfied.
Segment reporting
Segmental information has been presented in
accordance with IFRS 8 Operating Segments. The Group's operating
segments are regions and this reflects the internal management
reporting structures and the way information is reviewed by the
chief operating decision maker (the Chief Executive). Each region
is headed by a Regional Managing Director who reports directly to
the Chief Executive and is a member of the Group's Executive
Leadership Team responsible for the review of Group performance.
The businesses within each operating segment operate in a number of
different countries and sell services across three business
segments.
The LATAM region is combined with Europe in the
Group's segment reporting. It is the Group's smallest region and
not considered reportable under the quantitative thresholds in IFRS
8. It is combined with Europe as they are similar with respect to
economic characteristics, the nature of services provided, the type
of customers, methods used to provide services, and language and
cultural similarities.
Management and the Board also reviews regional
data summarised into North America and International, and these
sub-totals are reflected in the relevant Notes to the Consolidated
Financial Statements.
Disaggregated revenue under IFRS 15 is the same
as the segmental analysis below. Restructuring costs, one-off and
adjusting items, amortisation and impairment of intangible assets
(excluding computer software), and central and regional costs are
presented at a Group level as they are not targeted or managed at
reportable segment level. The basis of presentation is consistent
with the information reviewed by internal management.
Revenue and profit from continuing operations
|
Revenue
2024
£m
|
Revenue
2023
£m
|
Revenue
2022
£m
|
Operating
profit
2024
£m
|
Operating
profit
2023
£m
|
Operating
profit
2022
£m
|
North America1
|
|
|
|
|
|
|
Pest Control
|
3,152
|
3,201
|
1,746
|
539
|
599
|
297
|
Hygiene & Wellbeing
|
108
|
105
|
103
|
19
|
18
|
18
|
Sub-total North America
|
3,260
|
3,306
|
1,849
|
558
|
617
|
315
|
|
|
|
|
|
|
|
International
|
|
|
|
|
|
|
Europe (incl. LATAM)
|
|
|
|
|
|
|
Pest Control
|
531
|
516
|
427
|
124
|
124
|
103
|
Hygiene & Wellbeing
|
353
|
344
|
322
|
54
|
52
|
53
|
France Workwear
|
230
|
221
|
192
|
41
|
39
|
31
|
|
1,114
|
1,081
|
941
|
219
|
215
|
187
|
UK & Sub-Saharan Africa
|
|
|
|
|
|
|
Pest Control
|
205
|
195
|
182
|
53
|
51
|
47
|
Hygiene & Wellbeing
|
230
|
195
|
183
|
47
|
43
|
48
|
|
435
|
390
|
365
|
100
|
94
|
95
|
Asia & MENAT
|
|
|
|
|
|
|
Pest Control
|
265
|
250
|
231
|
35
|
34
|
34
|
Hygiene & Wellbeing
|
89
|
89
|
90
|
11
|
11
|
11
|
|
354
|
339
|
321
|
46
|
45
|
45
|
Pacific
|
|
|
|
|
|
|
Pest Control
|
134
|
124
|
104
|
22
|
22
|
16
|
Hygiene & Wellbeing
|
128
|
125
|
123
|
33
|
33
|
32
|
|
262
|
249
|
227
|
55
|
55
|
48
|
|
|
|
|
|
|
|
Sub-total International
|
2,165
|
2,059
|
1,854
|
420
|
409
|
375
|
|
|
|
|
|
|
|
Total
|
5,425
|
5,365
|
3,703
|
978
|
1,026
|
690
|
|
|
|
|
|
|
|
Central and regional overheads2
|
11
|
10
|
11
|
(137)
|
(121)
|
(107)
|
Restructuring costs
|
-
|
-
|
-
|
(7)
|
(7)
|
(12)
|
Revenue and Adjusted Operating Profit
|
5,436
|
5,375
|
3,714
|
834
|
898
|
571
|
One-off and adjusting items
|
|
|
|
(86)
|
(98)
|
(136)
|
Amortisation and impairment of intangible
assets3
|
|
|
|
(199)
|
(175)
|
(118)
|
Operating profit
|
|
|
|
549
|
625
|
317
|
Finance income
|
|
|
|
46
|
48
|
49
|
Finance cost
|
|
|
|
(197)
|
(189)
|
(79)
|
Share of profit from associates net of
tax
|
|
|
|
7
|
9
|
9
|
Profit before income tax
|
|
|
|
405
|
493
|
296
|
1. During 2024, there were impairment losses
recognised in North America related to ROU assets of £nil (2023:
£nil; 2022: £17m) and related to property, plant and equipment of
£nil (2023: £nil; 2022: £8m).
2. Central and regional overheads revenue
relates to the wholesale of metalwork and consumables, including
hygiene and pest control products. It is managed centrally rather
than in any region.
3. Excluding computer software which is included
in the segment operating profit measure.
Other segment items included in the consolidated
income statement are as follows:
|
Amortisation and
impairment of
intangibles1
2024
£m
|
Amortisation and
impairment of
intangibles1
2023
£m
|
Amortisation and
impairment of
intangibles1
2022
£m
|
North America
|
114
|
118
|
59
|
International
|
|
|
|
Europe (incl. LATAM)
|
39
|
24
|
29
|
UK & Sub-Saharan Africa
|
6
|
8
|
-
|
Asia & MENAT
|
22
|
11
|
20
|
Pacific
|
8
|
6
|
4
|
Sub-total International
|
75
|
49
|
53
|
Central and regional
|
10
|
8
|
6
|
Total
|
199
|
175
|
118
|
Tax effect
|
(43)
|
(44)
|
(25)
|
Total after tax effect
|
156
|
131
|
93
|
1. Excluding computer software.
3. Finance cost
|
2024
£m
|
2023
£m
|
2022
£m
|
Hedged interest payable on medium-term notes
issued1
|
61
|
61
|
39
|
Interest payable on bank loans and
overdrafts1
|
51
|
42
|
5
|
Interest payable on RCF1
|
1
|
3
|
1
|
Interest payable on foreign exchange
swaps2
|
44
|
44
|
19
|
Interest payable on leases
|
24
|
25
|
10
|
Amortisation of discount on
provisions
|
11
|
14
|
3
|
Foreign exchange loss on translation of foreign
assets/liabilities
|
5
|
-
|
-
|
Fair value loss on hedge
ineffectiveness
|
-
|
-
|
2
|
Total finance cost
|
197
|
189
|
79
|
1. Interest expense on financial liabilities
held at amortised cost.
2. Interest payable on foreign exchange swaps
including coupon interest payable for the year was £54m (2023:
£55m). £10m has been reported in other comprehensive income due to
hedge accounting (2023: £12m).
4. Finance income
|
2024
£m
|
2023
£m
|
2022
£m
|
Bank interest received
|
36
|
25
|
5
|
Fair value gain on hedge
ineffectiveness
|
3
|
1
|
22
|
Foreign exchange gain on translation of foreign
assets/liabilities
|
-
|
11
|
-
|
Hyperinflation accounting adjustment
|
7
|
11
|
22
|
Total finance income
|
46
|
48
|
49
|
5. Income tax expense
Analysis of charge in the year:
|
2024
£m
|
2023
£m
|
2022
£m
|
Current tax expense
|
89
|
94
|
76
|
Adjustment in respect of previous
periods
|
5
|
(8)
|
2
|
Total current tax
|
94
|
86
|
78
|
Deferred tax expense/(credit)
|
11
|
30
|
(3)
|
Deferred tax adjustment in respect of previous
periods
|
(7)
|
(4)
|
(11)
|
Total deferred tax
|
4
|
26
|
(14)
|
Total income tax expense
|
98
|
112
|
64
|
The income tax expense for the period comprises
both current and deferred tax. Current tax expense represents the
amount payable on this year's taxable profits and any adjustment
relating to prior years. Deferred tax is an accounting adjustment
to provide for tax that is expected to arise in the future due to
differences between accounting and tax bases. Deferred tax is
determined using tax rates that are expected to apply when the
timing difference reverses based on tax rates which are enacted or
substantively enacted at the balance sheet date. Tax is recognised
in the income statement, except to the extent that it relates to
items recognised in other comprehensive income or equity. In this
case the tax is also recognised in other comprehensive income or
equity as appropriate.
The current income tax charge is calculated on
the basis of the tax laws enacted or substantively enacted at the
balance sheet date in the countries where the Group's subsidiaries
and associates operate and generate taxable income.
Deferred income tax is provided on temporary
differences arising between the tax bases of assets and liabilities
and their carrying amounts in the Consolidated Financial
Statements. The following temporary differences are not provided
for: the initial recognition of goodwill; the initial recognition
of assets or liabilities in transactions other than a business
combination that at the time of the transactions affect neither the
accounting nor taxable profit or loss; and differences relating to
investments in subsidiaries to the extent that they will probably
not reverse in the foreseeable future. The amount of deferred
income tax is determined using tax rates (and laws) that have been
enacted (or substantively enacted) at the balance sheet date, and
are expected to apply when the related deferred income tax asset is
realised or the deferred income tax liability is settled. Deferred
tax balances are not discounted.
Deferred tax assets and liabilities are offset
against each other when the timing differences relate to income
taxes levied by the same tax authority on an entity or different
entities which are part of a tax consolidation and there would be
the intention to settle on a net basis.
Deferred income tax assets are recognised to the
extent that it is probable that future taxable profits will be
available against which the temporary differences can be utilised.
The amount of deferred tax assets recognised at each balance sheet
date is adjusted to reflect changes in management's assessment of
future taxable profits that will enable the tax losses to be
recovered. In recognising the deferred tax asset in respect of
losses, management has estimated the quantum of future taxable
profits over the next ten years as this is the period over which it
is considered that profits can be reasonably estimated.
A deferred tax asset of £41m has been recognised
in respect of losses which are expected to be utilised within 10
years (2023: £38m), of which £30m (2023: £28m) relates to UK losses
carried forward at 31 December 2024. This amount has been
calculated by estimating the future UK taxable profits, against
which the UK tax losses will be utilised, progressively
risk-weighted, and applying the tax rates (substantively enacted as
at the balance sheet date) applicable for each year. A deferred tax
asset is now recognised on all the UK tax losses (2023: £34m
unrecognised).
The estimates of future profits are based on
management's financial forecasts which are used to support other
aspects of the financial statements, such as impairment testing. At
the balance sheet date the Group had tax losses of £242m (2023:
£169m) on which no deferred tax asset is recognised because it is
not considered probable that future taxable profits will be
available in certain jurisdictions to be able to benefit from those
tax losses. Of the losses, £203m (2023: £95m) will expire at
various dates between 2025 and 2045.
The cash tax paid for the year was £87m (2023:
£100m). The decrease was attributable to a reduction of cash tax
payments in line with Group profits and one off tax repayments
received in 2024. The cash tax paid is expected to increase in
future periods in line with Group profits.
6. Earnings per share
Basic earnings per share is calculated by
dividing the profit after tax attributable to equity holders of the
Company by the weighted average number of shares in issue during
the year, excluding those held in the Rentokil Initial Employee
Share Trust (see note at the bottom of the Consolidated Statement
of Changes in Equity) which are treated as cancelled, and including
share options for which all conditions have been met.
For diluted earnings per share, the weighted
average number of ordinary shares in issue is adjusted to include
all potential dilutive ordinary shares. The Group's potentially
dilutive ordinary shares relate to the contingent issuable shares
under the Group's long-term incentive plans (LTIPs) to the extent
that the performance conditions have been met at the end of the
period. These share options are issued for nil consideration to
employees if performance conditions are met.
For the calculation of diluted earnings per
share, 435,578 share options were anti-dilutive and not included in
the calculation of the dilutive effect as at 31 December 2024
(2023: 18,422; 2022: 1,290,294).
Details of the calculation of earnings per share
are set out below:
|
2024
£m
|
2023
£m
|
2022
£m
|
Profit attributable to equity holders of the
Company
|
307
|
381
|
232
|
|
|
|
|
Weighted average number of ordinary shares in
issue (million)
|
2,521
|
2,516
|
2,002
|
Adjustment for potentially dilutive shares
(million)
|
7
|
11
|
12
|
Weighted average number of ordinary shares for
diluted earnings per share (million)
|
2,528
|
2,527
|
2,014
|
|
|
|
|
Basic earnings per share
|
12.17p
|
15.14p
|
11.57p
|
Diluted earnings per share
|
12.14p
|
15.07p
|
11.51p
|
7. Dividends
Dividend distribution to the Company's
shareholders is recognised as a liability in the Group's Financial
Statements in the period in which the dividends are approved by the
Company's shareholders. Interim dividends are recognised when
paid.
|
2024
£m
|
2023
£m
|
2022
£m
|
2021 final dividend paid - 4.30p per
share
|
-
|
-
|
80
|
2022 interim dividend paid - 2.40p per
share
|
-
|
-
|
42
|
2022 final dividend paid - 5.15p per
share
|
-
|
131
|
-
|
2023 interim dividend paid - 2.75p per
share
|
-
|
70
|
-
|
2023 final dividend paid - 5.93p per
share
|
149
|
-
|
-
|
2024 interim dividend paid - 3.16p per
share
|
80
|
-
|
-
|
|
229
|
201
|
122
|
An interim dividend of 3.16p per share was paid
on 16 September 2024 amounting to £80m. A final dividend in respect
of 2024 of 5.93p per share is to be proposed at the Annual General
Meeting on 7 May 2025.
The aggregate amount of the proposed dividend to
be paid out of retained earnings at 31 December 2024, but not
recognised as a liability at year end, is £150m (2023: £150m; 2022:
£130m).
8. Business combinations
During the year the Group purchased 100% of the
share capital or trade and assets of 36 companies and businesses
(2023: 41). The total consideration in respect of these
acquisitions was £182m (2023: £261m), and the cash outflow from
current and past period acquisitions net of cash acquired was £172m
(2023: £242m).
Goodwill on all acquisitions represents the
synergies and other benefits expected to be realised from
integrating acquired businesses into the Group, such as improved
route density, expansion in use of best-in-class digital tools and
back office synergies. Details of goodwill and the fair value of
net assets acquired in the year are as follows:
|
2024
£m
|
2023
£m
|
Purchase consideration
|
|
|
- Cash paid
|
115
|
203
|
- Deferred and contingent
consideration
|
67
|
58
|
Total purchase consideration
|
182
|
261
|
Fair value of net assets acquired
|
(51)
|
(88)
|
Goodwill from current-year
acquisitions
|
131
|
173
|
Goodwill expected to be deductible for tax
purposes
|
84
|
76
|
Deferred consideration of £35m and contingent
consideration of £32m are payable in respect of the above
acquisitions (2023: £15m and £43m respectively). Contingent
consideration is payable based on a variety of conditions,
including revenue and profit targets being met. Amounts for both
deferred and contingent consideration are payable over the next
five years. The Group has recognised contingent and deferred
consideration based on fair value at the acquisition date. A range
of outcomes for contingent consideration payments cannot be
estimated due to the variety of performance conditions and the
volume of businesses the Group acquires. During the year, there
were releases of contingent consideration liabilities not paid of
£7m (2023: £nil).
The fair values6 of
assets and liabilities arising from acquisitions in the year are as
follows:
|
2024
£m
|
2023
£m
|
Non-current assets
|
|
|
- Intangible assets1
|
56
|
80
|
- Property, plant and equipment2
|
11
|
12
|
Current assets3
|
27
|
22
|
Current liabilities4
|
(23)
|
(12)
|
Non-current liabilities5
|
(20)
|
(14)
|
Net assets acquired
|
51
|
88
|
1. Includes £46m (2023: £69m) of customer lists
and £10m (2023: £11m) of other intangibles.
2. Includes £4m (2023: £1m) of ROU
assets.
3. Includes cash acquired of £2m (2023: £8m),
inventory of £11m (2023: £2m), and trade and other receivables of
£14m (2023: £12m).
4. Includes trade and other payables of £23m
(2023: £10m).
5. Includes £9m of deferred tax liabilities
relating to acquired intangibles (2023: £12m), lease liabilities of
£4m (2023: £1m), and other liabilities of £7m (2023:
£1m).
6. The fair values of assets and liabilities
from acquisitions in the current year will be finalised in the 2025
Financial Statements. These fair values are provisional as the
acquisition accounting has not yet been finalised, primarily due to
the proximity of many acquisitions to the year end.
The cash outflow from current and past
acquisitions is as follows:
|
2024
£m
|
2023
£m
|
Total purchase consideration
|
182
|
261
|
Consideration payable in future
periods
|
(67)
|
(58)
|
Purchase consideration paid in cash
|
115
|
203
|
Cash and cash equivalents in acquired companies
and businesses
|
(2)
|
(8)
|
Cash outflow on current period
acquisitions
|
113
|
195
|
Deferred and contingent consideration
paid
|
59
|
47
|
Cash outflow on current and past
acquisitions
|
172
|
242
|
From the dates of acquisition to 31 December
2024, new acquisitions contributed £68m to revenue and £1m to
operating profit (2023: £75m and £10m respectively).
If the acquisitions had occurred on 1 January
2024, the revenue and operating profit of the combined Group would
have amounted to £5,492m and £551m respectively (2023: £5,414m and
£628m respectively).
9. Intangible assets
A breakdown of intangible assets is as shown
below:
|
Goodwill
£m
|
Customer
lists
£m
|
Indefinite-lived brands
£m
|
Other
intangibles
£m
|
Product development
£m
|
Computer
software
£m
|
Total
£m
|
Cost
|
|
|
|
|
|
|
|
At 1 January 2023
|
5,165
|
1,473
|
1,185
|
81
|
55
|
206
|
8,165
|
Exchange differences
|
(269)
|
(70)
|
(58)
|
(5)
|
-
|
(3)
|
(405)
|
Additions
|
-
|
-
|
-
|
-
|
10
|
34
|
44
|
Disposals/retirements
|
(2)
|
(15)
|
-
|
(12)
|
-
|
(8)
|
(37)
|
Acquisition of companies and
businesses
|
172
|
69
|
-
|
11
|
-
|
-
|
252
|
Hyperinflationary adjustment
|
14
|
3
|
-
|
1
|
-
|
-
|
18
|
At 31 December 2023
|
5,080
|
1,460
|
1,127
|
76
|
65
|
229
|
8,037
|
At 1 January 2024
|
5,080
|
1,460
|
1,127
|
76
|
65
|
229
|
8,037
|
Exchange differences
|
50
|
(13)
|
18
|
-
|
-
|
(1)
|
54
|
Additions
|
-
|
-
|
-
|
-
|
9
|
46
|
55
|
Disposals/retirements
|
-
|
(22)
|
-
|
(2)
|
-
|
(22)
|
(46)
|
Acquisition of companies and
businesses
|
113
|
37
|
-
|
10
|
-
|
-
|
160
|
Hyperinflationary adjustment
|
10
|
4
|
-
|
1
|
-
|
-
|
15
|
At 31 December 2024
|
5,253
|
1,466
|
1,145
|
85
|
74
|
252
|
8,275
|
Accumulated amortisation and
impairment
|
|
|
|
|
|
|
|
At 1 January 2023
|
(65)
|
(573)
|
-
|
(44)
|
(37)
|
(143)
|
(862)
|
Exchange differences
|
12
|
26
|
-
|
2
|
-
|
3
|
43
|
Disposals/retirements
|
2
|
15
|
-
|
12
|
-
|
7
|
36
|
Hyperinflationary adjustment
|
(10)
|
(1)
|
-
|
-
|
-
|
-
|
(11)
|
Impairment charge
|
(3)
|
(1)
|
-
|
-
|
-
|
-
|
(4)
|
Amortisation charge
|
-
|
(155)
|
-
|
(9)
|
(7)
|
(26)
|
(197)
|
At 31 December 2023
|
(64)
|
(689)
|
-
|
(39)
|
(44)
|
(159)
|
(995)
|
At 1 January 2024
|
(64)
|
(689)
|
-
|
(39)
|
(44)
|
(159)
|
(995)
|
Exchange differences
|
4
|
14
|
-
|
-
|
-
|
1
|
19
|
Disposals/retirements
|
-
|
22
|
-
|
2
|
-
|
20
|
44
|
Hyperinflationary adjustment
|
(8)
|
(2)
|
-
|
-
|
-
|
-
|
(10)
|
Impairment charge
|
(28)
|
-
|
-
|
-
|
(2)
|
-
|
(30)
|
Amortisation charge
|
-
|
(152)
|
-
|
(9)
|
(8)
|
(26)
|
(195)
|
At 31 December 2024
|
(96)
|
(807)
|
-
|
(46)
|
(54)
|
(164)
|
(1,167)
|
Net book value
|
|
|
|
|
|
|
|
At 1 January 2023
|
5,100
|
900
|
1,185
|
37
|
18
|
63
|
7,303
|
At 31 December 2023
|
5,016
|
771
|
1,127
|
37
|
21
|
70
|
7,042
|
At 31 December 2024
|
5,157
|
659
|
1,145
|
39
|
20
|
88
|
7,108
|
10. Property, plant and equipment
A breakdown of property, plant and equipment is
shown below:
|
Land and
buildings
£m
|
Service contract equipment
£m
|
Other plant and
equipment
£m
|
Vehicles
and office
equipment
£m
|
Total
£m
|
Cost
|
|
|
|
|
|
At 1 January 2023
|
127
|
587
|
215
|
255
|
1,184
|
Exchange differences
|
(7)
|
(20)
|
(5)
|
(15)
|
(47)
|
Additions
|
7
|
123
|
14
|
23
|
167
|
Disposals
|
(9)
|
(77)
|
(9)
|
(25)
|
(120)
|
Acquisition of companies and
businesses
|
-
|
1
|
1
|
8
|
10
|
Hyperinflationary adjustment
|
4
|
-
|
-
|
1
|
5
|
Reclassification from IFRS 16 ROU
assets1
|
-
|
-
|
-
|
8
|
8
|
At 31 December 2023
|
122
|
614
|
216
|
255
|
1,207
|
At 1 January 2024
|
122
|
614
|
216
|
255
|
1,207
|
Exchange differences
|
(3)
|
(31)
|
(8)
|
(5)
|
(47)
|
Additions
|
7
|
126
|
14
|
24
|
171
|
Disposals
|
(4)
|
(98)
|
(16)
|
(51)
|
(169)
|
Acquisition of companies and
businesses
|
1
|
1
|
-
|
5
|
7
|
Hyperinflationary adjustment
|
1
|
-
|
-
|
1
|
2
|
Reclassification from IFRS 16 ROU
assets1
|
-
|
-
|
-
|
8
|
8
|
At 31 December 2024
|
124
|
612
|
206
|
237
|
1,179
|
Accumulated depreciation and
impairment
|
|
|
|
|
|
At 1 January 2023
|
(44)
|
(356)
|
(151)
|
(138)
|
(689)
|
Exchange differences
|
2
|
14
|
5
|
7
|
28
|
Disposals
|
4
|
75
|
8
|
22
|
109
|
Hyperinflationary adjustment
|
(1)
|
-
|
-
|
(1)
|
(2)
|
Depreciation charge
|
(5)
|
(102)
|
(15)
|
(32)
|
(154)
|
At 31 December 2023
|
(44)
|
(369)
|
(153)
|
(142)
|
(708)
|
At 1 January 2024
|
(44)
|
(369)
|
(153)
|
(142)
|
(708)
|
Exchange differences
|
(1)
|
20
|
7
|
3
|
29
|
Disposals
|
3
|
96
|
16
|
46
|
161
|
Depreciation charge
|
(5)
|
(108)
|
(14)
|
(32)
|
(159)
|
At 31 December 2024
|
(47)
|
(361)
|
(144)
|
(125)
|
(677)
|
Net book value
|
|
|
|
|
|
At 1 January 2023
|
83
|
231
|
64
|
117
|
495
|
At 31 December 2023
|
78
|
245
|
63
|
113
|
499
|
At 31 December 2024
|
77
|
251
|
62
|
112
|
502
|
1. Certain leased assets become owned assets at
the end of their lease period and are therefore reclassified from
ROU assets.
11. Cash and cash equivalents
Cash and cash equivalents include cash in hand,
short-term bank deposits and other short-term highly liquid
investments with original maturities of three months or less (and
subject to insignificant changes in value). In the cash flow
statement, cash and cash equivalents are shown net of bank
overdrafts. Bank overdrafts are shown within borrowings in current
liabilities on the balance sheet.
Cash at bank and in hand includes £16m (2023:
£15m) of restricted cash. This cash is held in respect of specific
contracts and can only be utilised in line with terms under the
contractual arrangements.
Cash at bank and in hand also includes £71m
(2023: £70m) of cash held in countries with foreign exchange
regulations. This cash is repatriated to the UK where possible, if
not required for operational purposes in country.
Fair value is equal to carrying value for all
cash and cash equivalents.
|
Gross amounts 2024
£m
|
Gross amounts
2023
£m
|
Cash at bank and in hand
|
796
|
1,080
|
Money market funds
|
24
|
153
|
Short-term bank deposits
|
105
|
329
|
Cash and cash equivalents in the Consolidated
Balance Sheet
|
925
|
1,562
|
Bank overdraft
|
(553)
|
(730)
|
Cash and cash equivalents in the Consolidated
Cash Flow Statement
|
372
|
832
|
12. Reconciliation of net changes in cash and cash
equivalents to net debt
Reconciliation of net change in cash and cash
equivalents to net debt:
|
Opening
2024
£m
|
Cash
flows
£m
|
Non-cash
(fair value changes,
accruals and
acquisitions)
£m
|
Non-cash
(foreign exchange,
additions
and other)
£m
|
Closing
2024
£m
|
Bank and other short-term borrowings
|
(1,134)
|
602
|
(99)
|
(535)
|
(1,166)
|
Bank and other long-term borrowings
|
(3,153)
|
-
|
-
|
655
|
(2,498)
|
Lease liabilities
|
(445)
|
169
|
(146)
|
(23)
|
(445)
|
Other investments
|
1
|
1
|
-
|
-
|
2
|
Fair value of debt-related
derivatives
|
23
|
68
|
(7)
|
(110)
|
(26)
|
Gross debt
|
(4,708)
|
840
|
(252)
|
(13)
|
(4,133)
|
Cash and cash equivalents in the Consolidated
Balance Sheet
|
1,562
|
(637)
|
-
|
-
|
925
|
Net debt
|
(3,146)
|
203
|
(252)
|
(13)
|
(3,208)
|
|
Opening
2023
£m
|
Cash
flows
£m
|
Non-cash
(fair value
changes,
accruals and
acquisitions)
£m
|
Non-cash
(foreign
exchange,
additions
and other)
£m
|
Closing
2023
£m
|
Bank and other short-term borrowings
|
(1,345)
|
664
|
(106)
|
(347)
|
(1,134)
|
Bank and other long-term borrowings
|
(3,574)
|
-
|
-
|
421
|
(3,153)
|
Lease liabilities
|
(460)
|
182
|
(162)
|
(5)
|
(445)
|
Other investments
|
1
|
-
|
-
|
-
|
1
|
Fair value of debt-related
derivatives
|
(71)
|
39
|
(1)
|
56
|
23
|
Gross debt
|
(5,449)
|
885
|
(269)
|
125
|
(4,708)
|
Cash and cash equivalents in the Consolidated
Balance Sheet
|
2,170
|
(601)
|
-
|
(7)
|
1,562
|
Net debt
|
(3,279)
|
284
|
(269)
|
118
|
(3,146)
|
13. Fair value estimation
All financial instruments held at fair value are
classified by reference to the source of inputs used to derive the
fair value. The following hierarchy is used:
Level 1
|
- unadjusted quoted prices in active
markets for identical assets or liabilities;
|
Level 2
|
- inputs other than quoted prices that are
observable for the asset or liability either directly as prices or
indirectly through modelling based on prices; and
|
Level 3
|
- inputs for the asset or liability that are not
based on observable market data.
|
Financial instrument
|
Hierarchy level
|
Valuation method
|
Financial assets traded in active
markets
|
1
|
Current bid price
|
Financial liabilities traded in active
markets
|
1
|
Current ask price
|
Listed bonds
|
1
|
Quoted market prices
|
Money market funds
|
1
|
Quoted market prices
|
Interest rate/currency swaps
|
2
|
Discounted cash flow based on market swap
rates
|
Forward foreign exchange contracts
|
2
|
Forward exchange market rates
|
Borrowings not traded in active markets (term
loans and uncommitted facilities)
|
2
|
Nominal value
|
Money market deposits
|
2
|
Nominal value
|
Trade payables and receivables
|
2
|
Nominal value less estimated credit
adjustments
|
Contingent consideration (including put option
liability)
|
3
|
Discounted cash flow using WACC
|
14. Analysis of bank and bond debt
Borrowings are recognised initially at fair
value, net of transaction costs incurred. Borrowings are classified
as current liabilities unless the Group has a continuing right to
defer settlement of the liability for at least 12 months after the
balance sheet date.
The Group's bank debt comprises:
|
Facility
amount
2024
£m
|
Drawn at
year end
2024
£m
|
Headroom
2024
£m
|
Interest rate
at year end
2024
%
|
Facility
amount
2023
£m
|
Drawn at
year end
2023
£m
|
Headroom
2023
£m
|
Interest rate
at year end
2023
%
|
Current
|
|
|
|
|
|
|
|
|
$700m term loan due October 2025
|
559
|
559
|
-
|
5.18
|
-
|
-
|
-
|
-
|
$50m term loan due May 2025
|
40
|
-
|
40
|
0.21
|
-
|
-
|
-
|
-
|
Non-current
|
|
|
|
|
|
|
|
|
$700m term loan due October 2025
|
-
|
-
|
-
|
-
|
550
|
550
|
-
|
5.94
|
$1.0bn RCF due October 2029
|
799
|
-
|
799
|
0.14
|
785
|
-
|
785
|
0.14
|
The RCF was undrawn throughout 2023 and
2024.
Medium-term notes and bond debt
comprises:
|
Bond interest coupon
2024
|
Effective hedged interest rate
2024
|
Bond interest coupon
2023
|
Effective hedged interest rate
2023
|
Current
|
|
|
|
|
€400m bond due November 2024
|
-
|
-
|
Fixed 0.950%
|
Fixed 3.60%
|
Non-current
|
|
|
|
|
€500m bond due May 2026
|
Fixed 0.875%
|
Fixed 2.66%
|
Fixed 0.875%
|
Fixed 2.80%
|
€850m bond due June 2027
|
Fixed 3.875%
|
Fixed 4.95%
|
Fixed 3.875%
|
Fixed 5.01%
|
€600m bond due October 2028
|
Fixed 0.500%
|
Fixed 2.12%
|
Fixed 0.500%
|
Fixed 2.23%
|
€600m bond due June 2030
|
Fixed 4.375%
|
Fixed 4.58%
|
Fixed 4.375%
|
Fixed 4.48%
|
£400m bond due June 2032
|
Fixed 5.000%
|
Fixed 5.19%
|
Fixed 5.000%
|
Fixed 5.20%
|
Average cost of bond debt at year-end
rates
|
|
3.96%
|
|
3.97%
|
The effective hedged interest rate reflects the
interest rate payable after the impact of interest due from
cross-currency swaps. The Group's hedging strategy is to hold
foreign currency debt in proportion to foreign currency profit and
cash flows, which are mainly in euro and US dollar. As a result,
the Group has swapped a portion of the bonds it has issued into US
dollars, thus increasing the effective hedged interest
rate.
The Group considers the fair value of other
current liabilities to be equal to the carrying value.
16. Provisions for liabilities and charges
The Group has provisions for termite damage
claims, self-insurance, environmental, and other. Provisions are
recognised when the Group has a present obligation as a result of
past events, it is probable that an outflow of resources will be
required to settle the obligation, and the amount is capable of
being reliably estimated. If such an obligation is not capable of
being reliably estimated it is classified as a contingent
liability.
Future cash flows relating to these obligations
are discounted when the effect is material. The effect of
discounting environmental provisions and other provisions is not
considered to be material due to the low level of expected future
cash flows. Termite damage claim provisions and self-insurance
provisions are discounted, and the majority of these provisions are
held in the US. The discount rate used is based on US government
bond rates, and was 4.48%-5.25% (2023: 3.88%-5.25%).
|
Termite damage claims
£m
|
Self-
insurance
£m
|
Environmental
£m
|
Other
£m
|
Total
£m
|
At 1 January 2023
|
321
|
165
|
16
|
12
|
514
|
Exchange differences
|
(14)
|
(8)
|
(1)
|
1
|
(22)
|
Additional provisions
|
15
|
56
|
3
|
7
|
81
|
Used during the year
|
(73)
|
(44)
|
(2)
|
(7)
|
(126)
|
Unused amounts reversed
|
-
|
(8)
|
-
|
(3)
|
(11)
|
Acquisition of companies and
businesses
|
-
|
-
|
-
|
1
|
1
|
Unwinding of discount on provisions
|
11
|
3
|
-
|
-
|
14
|
At 31 December 2023
|
260
|
164
|
16
|
11
|
451
|
|
|
|
|
|
|
At 1 January 2024
|
260
|
164
|
16
|
11
|
451
|
Exchange differences
|
3
|
1
|
-
|
-
|
4
|
Additional provisions
|
20
|
98
|
1
|
8
|
127
|
Used during the year
|
(68)
|
(81)
|
(3)
|
(9)
|
(161)
|
Unused amounts reversed
|
(12)
|
-
|
(1)
|
(2)
|
(15)
|
Acquisition of companies and
businesses
|
-
|
-
|
-
|
2
|
2
|
Unwinding of discount on provisions
|
10
|
1
|
-
|
-
|
11
|
At 31 December 2024
|
213
|
183
|
13
|
10
|
419
|
|
2024
Total
£m
|
2023
Total
£m
|
Analysed as follows:
|
|
|
Non-current
|
304
|
357
|
Current
|
115
|
94
|
Total
|
419
|
451
|
Termite damage claims
The Group holds provisions for termite damage
claims covered by contractual warranties. Termite damage claim
provisions are subject to significant assumptions and estimation
uncertainty. The assumptions included in valuing termite provisions
are based on an estimate of the volume and value of future claims
(based on historical and forecast information), customer churn
rates, and discount rates. These provisions are expected to be
substantially utilised within the next 16 years at a declining
rate. The trend of volume and value of claims is monitored and
reviewed over time (with the support of external advisors) and as
such the value of the provision is also likely to
change.
The Group's provision relates to legacy claims
(from the period prior to the acquisition of Terminix), estimated
at £197m (2023: £247m); and new customer claims, estimated at £16m
(2023: £13m). The sensitivity of the legacy claims liability
balance to changes in the inputs is illustrated as
follows:
●
|
Discount rate - The
exposure to termite damage claims is largely based within the
United States, therefore measurement is based on a seven-year US
bond risk-free rate. During 2024, interest rates (and therefore
discount rates) have increased. Rates could move in either
direction and management has modelled that an increase/decrease of
50 bps in yields would decrease/increase the provision by £5m
(2023: £8m). Over the 12 months to 31 December 2024, seven-year
risk-free rate yields have increased 60 bps from 3.88% to 4.48%
(2023: decrease 15 bps).
|
●
|
Claim value - Claim
value forecasts have been based on the latest available historical
settled Terminix claims. Claims values are dependent on a range of
inputs including labour cost, materials costs (e.g. timber),
whether a claim becomes litigated or not, and specific
circumstances including contributory factors at the premises.
Management has used an average of claim costs for the last 12
months for each material category of claim, adjusted where
necessary to account for ageing of claims, to determine an estimate
for costs per claim. Recent fluctuations in input prices (e.g.
timber prices) means that there is potential for volatility in
claim values and therefore future material changes in provisions.
Management has modelled that an increase/decrease of 5% in claim
values would increase/decrease the provision by £9m (2023: £15m).
Over the 12 months to 31 December 2024, as a result of accelerating
the cleardown of legacy longstanding claims and other macroeconomic
factors, in-year costs per claim rose by c.40% (2023: 32%). This is
not representative of management's expectations of future costs as
ageing of claims, which drives an increased cost per claim, has
reduced significantly in recent months and is expected to continue
to improve.
|
●
|
Claim rate - Management
has estimated claim rates based on statistical historical incurred
claims. Data has been captured to establish incidence curves that
can be used to estimate likely future cash outflows. Changes in
rates of claim are largely outside the Group's control and may
depend on litigation trends within the US and other external
factors, such as how often customers move property and how well
they maintain those properties; however, management actions can
prevent claims from becoming litigated and hence more costly. These
factors cause estimation uncertainty that could lead to material
changes in provision measurement. Management has modelled that an
increase/decrease of 5% in overall claim rates would
increase/decrease the provision by £9m (2023: £15m), accordingly.
Over the 12 months to 31 December 2024, claim rates fell by c.24%
(2023: fell 7%).
|
●
|
Customer churn rate - If
customers choose not to renew their contracts each year, then the
assurance warranty falls away. As such there is sensitivity to the
assumption on how many customers will churn out of the portfolio of
customers each year. Data has been captured and analysed to
establish incidence curves for customer churn, and forward-looking
assumptions have been made based on these curves. Changes in churn
rates are subject to macroeconomic factors and to the performance
of the Group. A 1% movement in customer churn rates, up or down,
would change the provision by £7m down or up (2023: £11m),
accordingly. On average over the last 10 years churn rates have
moved by +/- c.2.0% per annum (2023: +/-1.8%).
|
Self-insurance
The Group purchases external insurance from a
portfolio of international insurers for its key insurable risks. In
order to help mitigate the cost of external insurance, the Group
self-insures a level of cover on its major insurance policies.
Self-insurance provisions represent obligations for open claims,
and also incurred but not reported (IBNR) losses. External
actuaries are used to help management estimate the provisions held
at the balance sheet date. Due to the nature of the claims, the
timing of utilisation of these provisions is uncertain.
Environmental
The Group owns, or formerly owned, a number of
properties in Europe and the US where environmental contamination
is being managed. These issues tend to be complex to determine and
resolve and may be material, although it is often not possible to
accurately predict future costs of management or remediation
reliably. Provisions are held where liability is probable and costs
can be reliably estimated. Contingent liabilities exist where the
conditions for recognising a provision under IAS 37 have not been
met. The Group monitors such properties to determine whether
further provisions are necessary. The provisions that have been
recognised are expected to be substantially utilised within the
next five years.
Other
Other provisions principally comprise amounts
required to cover obligations arising and costs relating to
disposed businesses and restructuring costs. Other provisions also
includes costs relating to onerous contracts and property
dilapidations settlements. Existing provisions are expected to be
substantially utilised within the next five years.
17. Share capital
During the year, 2,000,000 new shares were
issued in relation to employee share schemes.
|
2024
£m
|
2023
£m
|
Issued and fully paid
|
|
|
At 31 December 2024 - 2,524,539,885 shares
(2023: 2,522,539,885)
|
25
|
25
|
18. Post balance sheet events
There have been no significant post balance
sheet events affecting the Group since 31 December 2024.
19. Legal statements
The financial information for the year ended 31
December 2024 contained in this preliminary announcement has been
approved by the Board and authorised for release on 6 March
2025.
The financial information in this statement does
not constitute the Company's statutory accounts for the years ended
31 December 2024 or 2023. The financial information for 2023 and
2024 is derived from the statutory accounts for 2023 (which have
been delivered to the registrar of companies) and 2024 (which will
be delivered to the registrar of companies following the AGM in May
2025). The auditors have reported on the 2023 and 2024 accounts;
their report was (i) unqualified, (ii) did not include a reference
to any matters to which the auditors drew attention by way of
emphasis without qualifying their report and (iii) did not contain
a statement under section 498 (2) or (3) of the Companies Act
2006.
The statutory accounts for 2024 are prepared in
accordance with UK-adopted International Accounting Standards and
International Financial Reporting Standards (IFRSs) as issued by
the International Accounting Standards Board (IASB). The accounting
policies (that comply with IFRS) used by Rentokil Initial plc ("the
Group") are consistent with those set out in the 2023 Annual
Report. A full list of accounting policies will be presented in the
2024 Annual Report. For details of new accounting policies
applicable to the Group in 2024 and their impact please refer to
Note 1.
20. 2024 Annual Report
Copies of the 2024 Annual Report will be sent to
shareholders who have elected to receive hard copies on or around
26 March 2024 and will also be available from the Company's
registered office by contacting the Company Secretariat
(secretariat@rentokil-initial.com) and at www.rentokil-initial.com
in PDF format.
21. Financial calendar
The Company's Annual General Meeting will be
held at, and be broadcast from, the Company's offices at Compass
House, Manor Royal, Crawley, West Sussex, RH10 9PY from 2pm on 7
May 2024. Shareholders should refer to the Notice of Meeting and
the Company's website at www.rentokil-initial.com/agm for further
information on the AGM.
22. Responsibility statements
The Directors consider that the Annual Report,
which includes the Financial Statements, complies with the
Disclosure Guidance and Transparency Rules of the United Kingdom's
Financial Conduct Authority in respect of the requirement to
produce an annual financial report.
Each of the Directors, whose names and functions
are set out in the 2024 Annual Report, confirms that, to the best
of their knowledge:
●
|
the Group Financial Statements, which have been
prepared in accordance with UK-adopted International Accounting
Standards and International Reporting Financial Standards as issued
by the International Accounting Standards Board, give a true and
fair view of the assets, liabilities, financial position and profit
of the Group;
|
●
|
the Company's Financial Statements, which have
been prepared in accordance with United Kingdom Accounting
Standards, comprising FRS 101 'Reduced Disclosure Framework', give
a true and fair view of the assets, liabilities, financial position
and profit of the Company; and
|
●
|
the Annual Report includes a fair review of the
development and performance of the business and the position of the
Group, together with a description of the principal risks and
uncertainties that it faces.
|
By Order of the Board
Andy Ransom
Chief Executive
6 March 2025
Cautionary statement
In order to utilise the 'safe harbour'
provisions of the U.S. Private Securities Litigation Reform Act of
1995 (the "PSLRA") and the general doctrine of cautionary
statements, Rentokil Initial plc ("the Company") is providing the
following cautionary statement: This communication contains
forward-looking statements within the meaning of the PSLRA.
Forward-looking statements can sometimes, but not always, be
identified by the use of forward-looking terms such as "believes,"
"expects," "may," "will," "shall," "should," "would," "could,"
"potential," "seeks," "aims," "projects," "predicts," "is
optimistic," "intends," "plans," "estimates," "targets,"
"anticipates," "continues" or other comparable terms or negatives
of these terms and include statements regarding Rentokil Initial's
intentions, beliefs or current expectations concerning, amongst
other things, the results of operations of the Company and its
consolidated entities ("Rentokil Initial" or "the Group")
(including preliminary results for the year ended 31 December
2024), financial condition, liquidity, prospects, growth,
strategies and the economic and business circumstances occurring
from time to time in the countries and markets in which Rentokil
Initial operates. Forward-looking statements are based upon current
plans, estimates and expectations that are subject to risks,
uncertainties and assumptions. Should one or more of these risks or
uncertainties materialise, or should underlying assumptions prove
incorrect, actual results may vary materially from those indicated
or anticipated by such forward-looking statements. The Company can
give no assurance that such plans, estimates or expectations will
be achieved and therefore, actual results may differ materially
from any plans, estimates or expectations in such forward-looking
statements. Important factors that could cause actual results to
differ materially from such plans, estimates or expectations
include: the Group's ability to integrate acquisitions
successfully, or any unexpected costs or liabilities from the
Group's disposals; difficulties in integrating, streamlining and
optimising our IT systems, processes and technologies, including
artificial intelligence technologies; the Group's ability to
attract, retain and develop key personnel to lead the business; the
availability of a suitably skilled and qualified labour force to
maintain the Group's business; cyber security breaches, attacks and
other similar incidents, as well as disruptions or failures in the
Group's IT systems or data security procedures and those of our
third-party service providers; weakening general economic
conditions, including changes in the global job market or decreased
consumer confidence or spending levels, especially as they may
affect demand from the Group's customers; inflationary pressures,
such as increases in wages, fuel prices and other operating costs;
the Group's ability to implement its business strategies
successfully, including achieving its growth objectives; the
Group's ability to retain existing customers and attract new
customers; the highly competitive nature of the Group's industries;
extraordinary events that impact the Group's ability to service
customers without interruption, including a loss of its third-party
distributors; the impact of environmental, social and governance
("ESG") matters, including those related to climate change and
sustainability, on the Group's business, reputation, results of
operations, financial condition and/or prospects; supply chain
issues, which may result in product shortages or other disruptions
to the Group's business; the Group's ability to protect its
intellectual property and other proprietary rights that are
material to the Group's business; the Group's reliance on third
parties, including third-party vendors for business process
outsourcing initiatives, investment counterparties, and
franchisees, and the risk of any termination or disruption of such
relationships or counterparty default or litigation; any future
impairment charges, asset revaluations or downgrades; failure to
comply with the many laws and governmental regulations to which we
are subject or the implementation of any new or revised laws or
regulations that alter the environment in which we do business, as
well as the costs to us of complying with any such changes and the
risk of related litigation; termite damage claims and lawsuits
related thereto and any associated impacts on the termite
provision; the Group's ability to comply with safety, health and
environmental policies, laws and regulations, including laws
pertaining to the use of pesticides; any actual or perceived
failure to comply with stringent, complex and evolving laws, rules,
regulations and standards in many jurisdictions, as well as
contractual obligations, including data privacy and security, and
any litigation related to such actual or perceived failures; the
identification of material weaknesses in the Group's internal
control over financial reporting within the meaning of Section 404
of the Sarbanes-Oxley Act; changes in tax laws and any
unanticipated tax liabilities; adverse credit and financial market
events and conditions, which could, among other things, impede
access to or increase the cost of financing; the restrictions and
limitations within the agreements and instruments governing our
indebtedness; a lowering or withdrawal of the ratings, outlook or
watch assigned to the Group's debt securities by rating agencies;
an increase in interest rates and the resulting increase in the
cost of servicing the Group's debt; and exchange rate fluctuations
and the impact on the Group's results or the foreign currency value
of the Company's ADSs and any dividends. The list of factors
presented here is representative and should not be considered to be
a complete statement of all potential risks and uncertainties.
Unlisted factors may present significant additional obstacles to
the realisation of forward-looking statements. The Company cautions
you not to place undue reliance on any of these forward-looking
statements as they are not guarantees of future performance or
outcomes and that actual performance and outcomes, including,
without limitation, the Group's actual results of operations,
financial condition and liquidity, and the development of new
markets or market segments in which the Group operates, may differ
materially from those made in or suggested by the forward-looking
statements contained in this communication. Except as required by
law, Rentokil Initial assumes no obligation to update or revise the
information contained herein, which speaks only as of the date
hereof.
Additional information concerning these and
other factors can be found in Rentokil Initial's filings with the
U.S. Securities and Exchange Commission ("SEC"), which may be
obtained free of charge at the SEC's website, http:// www.sec.gov,
and Rentokil Initial's Annual Reports, which may be obtained free
of charge from the Rentokil Initial website,
https://www.rentokil-initial.com
No statement in this announcement is intended to
be a profit forecast and no statement in this announcement should
be interpreted to mean that earnings per share of Rentokil Initial
for the current or future financial years would necessarily match
or exceed the historical published earnings per share of Rentokil
Initial.
This communication presents certain further
non-IFRS measures, which should not be viewed in isolation as
alternatives to the equivalent IFRS measure, rather they should be
viewed as complements to, and read in conjunction with, the
equivalent IFRS measure. These include revenue and profit measures
presented at actual exchange rates ("AER" - IFRS) and constant full
year 2023 exchange rates ("CER" - Non-GAAP). Non-IFRS measures
include Adjusted Operating Profit, Adjusted Profit Before Tax,
Adjusted Profit After Tax, Adjusted EBITDA, Adjusted Interest,
Adjusted Earnings Per Share, Free Cash Flow, Adjusted Free Cash
Flow, Adjusted Free Cash Flow Conversion, Adjusted Effective Tax
rate and Organic Revenue. Adjusted Operating Profit represents the
performance of the continuing operations of the Group (including
acquisitions), and enables the users of the accounts to focus on
the performance of the businesses retained by the Group, and that
will therefore contribute to the future performance. Adjusted
Operating Profit and Adjusted profit before tax exclude certain
items that could distort the underlying trading performance. The
Group's internal strategic planning process is also based on these
measures, and they are used for incentive purposes. These measures
may not be calculated in the same way as similarly named measures
reported by other companies.