TIDMTT.

RNS Number : 3956E

TUI Travel PLC

10 May 2013

10 May 2013

TUI Travel PLC

("TUI Travel")

Interim Results for the six months ended 31 March 2013

14% IMPROVEMENT IN FIRST HALF RESULT - STRONG TRADING CONTINUES

Key Financials

 
                          Underlying results(1)      Statutory results 
 GBPm                    H1 13    H1 12   Change%      H1 13      H1 12 
 Revenue                 5,397    5,447       -1%      5,397      5,447 
 Operating loss excl 
  Empty Legs             (274)    (317)      +14%        N/A        N/A 
 Operating loss          (289)    (317)       +9%      (347)      (407) 
 Loss before tax         (346)    (367)       +6%      (404)      (457) 
---------------------  -------  -------  --------  ---------  --------- 
 

(1) Underlying operating loss excludes separately disclosed items, acquisition related expenses, impairment of goodwill and interest and taxation of results of the Group's joint ventures and associates

Highlights

 
 --   Interim results 
 
               *    Operating loss reduced by GBP43m to GBP274m 
                    (excluding the impact of empty leg accounting(2) 
                    which has no full year impact). Underlying H1 
                    operating loss of GBP289m (H1 2012: loss of GBP317m). 
 
             *    UK & Nordics source markets delivered H1 revenue 
                  growth of 5% and 10% respectively. UK underlying 
                  operating loss reduced by GBP22m to GBP103m(2) and 
                  Nordics operating profit by GBP14m to GBP36m(2) . 
 
               *    France operating loss reduced by GBP11m to GBP50m(2) 
                    . Our turnaround plans continue to deliver, 
                    offsetting difficult trading conditions in the tour 
                    operator. 
 
             *    Business improvement programme progressing to plan 
                  with GBP17m of cost savings delivered. 
 
             *    Interim dividend increase of 10% to 3.75p (H1 2012: 
                  3.40p). 
 
             *    Free cash outflow improvement of GBP233m to GBP774m. 
                  The net debt position excluding asset-backed 
                  financing of GBP369m (H1 2012: GBP205m) at 31 March 
                  2013 was GBP680m (31 March 2012: GBP979m). 
 --   Modern Mainstream driving performance 
 
             *    Unique holiday bookings in the UK, Nordics and 
                  Germany increased by 15%, 11% and 9% year-on-year 
                  respectively for Summer 2013. 
 
               *    Direct distribution sales in the UK and Nordics for 
                    Summer 2013 of 91% (2012: 90%) and 87% (2012: 86%) 
                    respectively. 
 
                         *    Online sales account for 42% (2012: 41%) in the UK 
                              and 68% (2012: 66%) in the Nordics. 
 --   Online Accommodation growth 
 
             *    Accommodation Wholesaler continues to build on its 
                  global leadership position with TTV up by 14% for 
                  Summer 2013. 
 --   Strong trading momentum continues 
 
             *    Summer 2013 - 58% sold with improved margins and 
                  average selling prices in key source markets. 
                  Significant growth in profitable market share in the 
                  UK. 
 
 
 
             *    Strong Summer 2013 sales in the UK and Nordics, up 
                  13% and 14% respectively. 
 
             *    Full year underlying operating profit growth 
                  anticipated to be at least 10% on a constant currency 
                  basis(3) . 
 

Peter Long, Chief Executive of TUI Travel PLC, commented:

"Our strategy of focusing on unique holidays and putting our customers at the heart of our business continues to deliver strong growth. With our market leading brands and scale we have the ability to give our customers great holiday experiences, at terrific value, in a segment of the market that is increasing in popularity. Our drive to Modern Mainstream is contributing significantly to our outperformance in a number of markets where we are achieving strong booking volumes and improved margins. Given current trading and the visibility we have within our businesses we anticipate full year underlying operating profit growth of at least 10% on a constant currency basis."

Investor and Analyst briefing and webcast

A presentation for analysts and investors will be held today at 9.30am (GMT) at the London Stock Exchange, 10 Paternoster Square, London, EC4M 7LS. There will be a live audio webcast of the presentation. Please visit www.tuitravelplc.com for more details.

Interim Management Statement & Q3 Results

TUI Travel will issue its interim management statement and third quarter results on Wednesday 7th August 2013.

Enquiries:

 
 Analysts & Investors 
 Andy Long, Director of Strategy          Tel: +44 (0)1293 645 
  & Investor Relations                     795 
 Tej Randhawa, Investor Relations         Tel: +44 (0)1293 645 
  Manager                                  829 
 Sarah Coomes, Investor Relations         Tel: +44 (0)1293 645 
  Manager                                  827 
 
 Press 
 Lesley Allan, Corporate Communications   Tel: +44 (0)1293 645 
  Director                                 790 
 Mike Ward, External Communications       Tel: +44 (0)1293 645 
  Manager                                  776 
 Michael Sandler / Kate Hoare (Hudson     Tel: +44 (0)20 7796 
  Sandler)                                 4133 
 

(2) Figure excludes impact of empty leg accounting. Empty legs relate to the cost incurred by aircraft returning from the beginning and end of each season without customers (an empty leg of a round trip). As a result of the change in estimate in empty leg accounting referred to in the year-end accounts, the phasing of the empty leg costs will change in each quarter but there will be no full-year cost impact.

(3) Constant currency basis assumes that constant foreign exchange translation rates are applied to the underlying operating result in the current and prior year

CURRENT TRADING & OUTLOOK

Winter 2012/13

The Winter programme across our Mainstream markets has closed out ahead of our expectations, reflecting a strong lates market. The season ended with higher average selling prices, margins and load factors across each of our key source markets.

Our unique holiday offering continues to be popular with customers, accounting for 69% of Mainstream bookings this Winter, up by three percentage points versus the prior year. The proportion of holidays sold online continues to increase, accounting for 36% of all holidays booked in Winter, up one percentage point over the prior year.

 
 Current Trading(1)                        Winter 2012/13 
 YoY variation%                    Total       Total           Total           Risk 
                                  ASP(2)    Sales(2)    Customers(2)    Capacity(3) 
 
 
 MAINSTREAM 
 UK                                   +6          +5            Flat           Flat 
 Nordics                              +5         +10              +5             +4 
 Germany                              +9          +3              -5             -4 
 France tour operators                +7         -25             -29            -33 
 Other (4)                            +1          +1            Flat 
 Total Mainstream                     +6          +2              -4 
 
 SPECIALIST & ACTIVITY               N/A          -3             N/A 
 
 Accommodation Wholesaler (5)         +7         +26             +17 
------------------------------  --------  ----------  --------------  ------------- 
 

(1) These statistics are up to 5 May 2013 and are shown on a constant currency basis

(2) These statistics relate to all customers whether risk or non-risk

(3) These statistics include all risk capacity programmes

(4) Other includes Austria, Belgium, Netherlands, Poland and Switzerland

(5) These statistics refer to online accommodation wholesaler only; Sales refer to total transaction value (TTV) and customers refers to roomnights

Summer 2013

Since our last announcement, trading across our key source markets remains in line with our expectations. However, we remain particularly pleased with strong trading in the UK and Nordic markets, which continue to show double-digit revenue growth. Average selling prices and margins across our key source markets are up on the prior year. To date 58% of the overall Mainstream Summer programme has been sold. In Accommodation Wholesaler and Specialist & Activity, trading remains in line with our expectations.

 
 Current Trading(1)                         Summer 2013 
 YoY variation%                   Total       Total           Total             Risk Only 
                                 ASP(2)    Sales(2)    Customers(2) 
                                                                      Capacity(3)   Left to sell(3) 
 
 MAINSTREAM 
 UK                                  +5         +13              +7            +3                -2 
 Nordics                             +5         +14              +9           +10               +10 
 Germany                             +7          +4              -3          Flat                +1 
 France tour operators               +3         -13             -15           -19               -22 
 Other(4)                            +3          +1              -2 
 Total Mainstream                    +6          +6            Flat 
 
 SPECIALIST & ACTIVITY              N/A          -3             N/A 
 
 Accommodation Wholesaler(5)         +3         +14             +11 
-----------------------------  --------  ----------  --------------  ------------  ---------------- 
 

(1) These statistics are up to 5 May 2013 and are shown on a constant currency basis

(2) These statistics relate to all customers whether risk or non-risk

(3) These statistics include all risk capacity programmes

(4) Other includes Austria, Belgium, Netherlands, Poland and Switzerland

(5) These statistics refer to online accommodation businesses only; Sales refer to total transaction value (TTV) and customers refers to roomnights

In the UK, bookings are up by 7%, ahead of a 3% increase in capacity. Trading in the UK continues to outperform the market according to GFK Ascent. Average selling prices are up by 5%, partly reflecting cost base inflation of approximately 2% and the continued increase in unique holidays. Sales of unique holidays are up by 15% compared to the same period last year, accounting for 83% of holidays sold to date, up by three percentage points. Customer demand for our unique Sensatori, Couples and Holiday Village products remains strong with bookings outperforming the prior year. Online sales account for 42% of Summer holidays booked, up one percentage point on the prior year. To date, 62% of the programme has been sold.

In the Nordics, bookings are up 9% and broadly in line with capacity growth, whilst average selling prices remain 5% ahead of the prior year. Sales of unique holidays are up by 11% compared to the same period last year, accounting for 95% of holidays sold to date, up by two percentage points. In particular, strong demand for our Blue Village and Blue Star products has resulted in customer bookings up by 17% and 13% respectively. Online sales continue to grow, accounting for 68% of Summer holidays booked, up by two percentage points on the prior year. To date, 63% of the programme has been sold.

In Germany, bookings are down by 3% with average selling prices up 7%. Sales of package holidays are up year-on-year, however our Overland programme continues to be down. Sales of unique holidays remain strong and are up 9% over the same period last year accounting for 54% of all packages sold, an increase of four percentage points over the prior year. This has been driven by the Summer 2013 launch of our new TUI Reisewelten labels (Beach, Classic, Lifestyle, Nature, Premium and Scene), which have been well received by our customers. Online sales have increased by 17% over the period. To date 55% of the programme has been sold in Germany.

In France, bookings are down by 15%, reflecting capacity cuts of 19%, primarily for seat-only and long-haul destinations. Whilst the trading environment remains challenging, we continue to reshape our programme towards more profitable destinations. To date 50% of the programme has been sold.

In Accommodation Wholesaler, TTV is up by 14%, driven by the Latin American and Asian markets. TTV sales for North American and European Cities performed well against the prior year, despite a weaker performance from Spain and Portugal driven by weak demand from the domestic market.

In Specialist & Activity, whilst sales in North American Specialist and Adventure are robust, trading conditions remain challenging in a number of other segments and as a result overall sales are down by 3% on the prior year.

Fuel/Foreign exchange

We have hedged the majority of our fuel and currency requirements for the seasons currently on sale, which gives us certainty of costs when planning capacity and pricing. The following table shows the percentage of our forecast requirement that is currently hedged for Euros, US Dollars and jet fuel.

 
                     Summer 2013   Winter 2013/14 
 Euro                    98%            83% 
 US Dollars              91%            77% 
 Jet Fuel                90%            78% 
 As at 2 May 2013 
------------------  ------------  --------------- 
 

Foreign exchange translation improved the underlying operating result by GBP1m in the first half, primarily due to the strength of the Euro. If exchange rates remain at current levels we anticipate that the impact on the full year will be positive.

Outlook

As the leader in our industry with a clear strategic focus based on our tour operator and online accommodation business models, the Group is structured internally to ensure that it is able to optimise its growth potential and continued delivery of long-term success and value. Mainstream, our largest Sector, has under the leadership of Johan Lundgren been simplified into one cohesive team. The Mainstream Board is responsible for the delivery of the Sector's growth with clearly defined goals and accountability across all source markets and functions. It is working to maximise the identified opportunities arising from the scale of the business, brand strength, long-term supplier relationships, operational efficiencies and common KPIs. Operating the Sector in this way is delivering and has a clear link to our continued outperformance.

Our acceleration to Modern Mainstream is based on the pillars of unique holidays, direct distribution and operational efficiencies which are key components of the overall Group strategy. We are confident that this strategy is driving performance and based on current trading we expect to report underlying profit growth of at least 10% on a constant currency basis for the 2013 financial year.

BUSINESS AND FINANCIAL REVIEW

Group Performance

Six months ended 31 March 2013

 
                          Underlying results(1)      Statutory results 
 GBPm                    H1 13    H1 12   Change%      H1 13      H1 12 
 Revenue                 5,397    5,447       -1%      5,397      5,447 
 Operating loss excl 
  Empty Legs             (274)    (317)      +14%        N/A        N/A 
 Operating loss          (289)    (317)       +9%      (347)      (407) 
 Loss before tax         (346)    (367)       +6%      (404)      (457) 
---------------------  -------  -------  --------  ---------  --------- 
 

(1) Underlying operating loss excludes separately disclosed items, acquisition related expenses, impairment of goodwill and interest and taxation of results of the Group's joint ventures and associates

Group revenue declined by 1% to GBP5,397m (H1 12: GBP5,447m). This result was driven by a foreign currency translation impact of -1%. Organic revenue growth over the period was flat overall versus the prior year.

The Group's underlying operating loss reduced to GBP289m (H1 12: loss of GBP317m). However, this included a GBP15m impact from empty leg accounting(2) as outlined at the FY12 preliminary results. On an underlying basis, excluding the impact from empty leg accounting, underlying operating loss reduced by GBP43m to GBP274m.

Our business improvement programme is progressing to plan with GBP17m of cost savings delivered in the period.

The main drivers of the year-on-year improvement in underlying operating loss were:

 
 GBPm 
 H1 12 underlying operating loss                           (317) 
 Trading                                                      14 
 Easter                                                       11 
 Business improvement                                         17 
 FX translation                                                1 
                                                          ------ 
 H1 13 underlying operating loss (excluding empty legs)    (274) 
 Empty leg accounting                                       (15) 
                                                          ------ 
 H1 13 underlying operating loss                           (289) 
 
 

A reconciliation of underlying operating loss to statutory operating loss is as follows:

 
                                      H1 13   H1 12 
                                       GBPm    GBPm 
 Underlying operating loss            (289)   (317) 
 Separately disclosed items             (8)    (52) 
 Acquisition related expenses          (31)    (35) 
 Impairment of goodwill                (10)       - 
 Taxation on profits and interest 
  of joint ventures and associates      (9)     (3) 
                                     ------  ------ 
 Statutory operating loss             (347)   (407) 
                                     ------  ------ 
 
 

(2) Empty leg accounting. Empty legs relate to the cost incurred by aircraft returning from the beginning and end of each season without customers (an empty leg of a round trip). As a result of the change in estimate in empty leg accounting referred to in the year-end accounts, the phasing of the empty leg costs will change in each quarter but there will be no full-year cost impact.

Segmental Performance

Segmental performance is based on underlying financial information (which excludes certain items, including separately disclosed items and acquisition related expenses).

Mainstream Sector

The Mainstream sector underlying operating loss reduced by GBP45m to GBP235m, excluding the impact of empty leg accounting which has no full year impact. Underlying Mainstream operating loss in H1 was GBP250m (H1 2012: loss of GBP280m).

 
 Mainstream                     H1 13   H1 12   Change 
                                                     % 
 
 Customers ('000) 
           UK                   1,472   1,460      +1% 
           Nordics                649     620      +5% 
           Germany              2,163   2,219      -3% 
           France                 600     765     -22% 
           Other                1,664   1,651      +1% 
                               ------  ------  ------- 
           Total                6,548   6,715      -2% 
                               ======  ======  ======= 
 
 Revenue (GBPm) 
           UK                   1,101   1,049      +5% 
           Nordics                589     535     +10% 
           Germany              1,525   1,561      -2% 
           France                 411     517     -21% 
           Other                  784     783     Flat 
                               ------  ------  ------- 
            Total               4,410   4,445      -1% 
                               ======  ======  ======= 
 
 Underlying operating (loss) 
  / profit (GBPm) 
           UK                   (113)   (125)     +10% 
           Nordics                 38      22     +73% 
           Germany               (63)    (61)      -3% 
           France                (51)    (61)     +16% 
           Other                 (61)    (55)     -11% 
                               ------  ------  ------- 
           Total                (250)   (280)     +11% 
                               ======  ======  ======= 
 
 

The main drivers of the year on year change in underlying operating loss are summarised in the following table:

 
 GBPm                     UK     Nordics   Germany   France   Other   Mainstream 
 H1 12                   (125)     22       (61)      (61)    (55)      (280) 
 Trading                  16       12        (6)       -       (4)        18 
 Easter                    5        2         3        -        -         10 
 Business improvement      1        -         3        10       2         16 
 FX translation            -        -         -        1        -         1 
                        ------  --------  --------  -------  ------  ----------- 
 H1 13 (excluding 
  empty legs)            (103)     36       (61)      (50)    (57)      (235) 
 Empty leg accounting    (10)       2        (2)      (1)      (4)       (15) 
                        ------  --------  --------  -------  ------  ----------- 
 H1 13                   (113)     38       (63)      (51)    (61)      (250) 
                        ======  ========  ========  =======  ======  =========== 
 
 

UK

The UK business delivered a GBP22m improvement in underlying operating loss to GBP103m, excluding the impact of empty leg accounting. Underlying H1 operating loss was GBP113m (H1 2012: loss of GBP125m).

This improved position was driven by strong load factors and late Winter trading as well as a focus on higher margin unique holidays increasingly distributed online. The trading result also included a GBP5m benefit from an earlier Easter in the second quarter. Demand for our unique holidays remained strong over the period, accounting for 81% of departures in H1, up two percentage points on the prior year. We expanded a number of unique holiday products over the Winter season, driven by customer demand, including Couples and Splash concepts. The result also benefited from a three percentage point increase in direct distribution to 87% compared with the prior year. Online bookings accounted for 45% of all bookings during the first half, up two percentage points year-on-year.

The UK business delivered GBP1m of efficiency savings towards the business improvement programme in the period.

Nordics

Nordics achieved an underlying operating profit of GBP38m (H1 2012: profit of GBP22m). This improved position was driven by strong trading in the tour operator and a non-repeat of the flooding in Bangkok which adversely affected the result last year. We remodelled our Winter programme, remixing it towards a higher number of medium-haul destinations including the Canaries. This improvement in profit led to a strong underlying operating margin for the Nordic business of 6.5%.

Unique holidays accounted for 90% of departures in the first half, in line with the prior year but masking a shift from exclusive to higher-margin differentiated products. In particular, there was strong demand for our Blue Couples (customer bookings up by 78%) and Blue Star concepts (customer bookings up by 40%). Direct distribution increased by two percentage points to 87%. Online distribution continues to grow, standing at 64% of bookings in H1, up three percentage points over the prior year.

Germany

Germany reported an underlying operating loss of GBP63m (H1 2012: loss of GBP61m). Excluding the impact of empty leg accounting, underlying operating loss was flat at GBP61m. Long-haul performed particularly well, with strong demand to Thailand, USA and Cuba.

Unique holidays accounted for 49% of departures in H1 FY13, up three percentage points over the prior year. Demand has been driven by the Robinson and Sensimar brands, with the latter benefiting from the opening of the Sensimar Khao Lak. We continue to implement our strategy to improve direct distribution with a focus on online via our re-launched TUI.com website.

The German business delivered GBP3m of efficiency savings towards the business improvement programme in the period.

France

France reported an underlying operating loss of GBP51m (H1 2012: loss of GBP61m). This improved performance was primarily driven by successful cost-saving initiatives through the business improvement programme. This relates to the airline and consolidation of the French tour operators to create a single business, which was implemented last year.

The tour operator continues to be impacted by low demand for North African destinations such as Tunisia, Egypt and Morocco and general consumer weakness. We have reduced our loss-making long-haul programme, removing unprofitable routes and destinations from the portfolio.

The Airline saw changes to the fleet composition during the quarter, with two new A330-300s aircraft arriving during the period. A smaller, more flexible fleet will help to reduce risk within the programme. Our remaining 747s and A330-200s were also refitted during the period to allow for increased leg room and achieve higher levels of customer satisfaction.

The French business delivered GBP10m of efficiency savings towards the business improvement programme in the period.

 
 France                        H1 13   H1 12   Change 
                                                    % 
 
 Underlying operating loss 
  (GBPm) 
              Tour Operator     (42)    (42)     Flat 
              Airline            (9)    (19)     +53% 
                              ------  ------  ------- 
                                (51)    (61)     +16% 
 
 

Emerging Markets

In the Emerging Markets Sector, our Russian business delivered an improvement in underlying trading leading to an operating loss of GBP7m (H1 2012: loss of GBP13m).

 
 Emerging Markets (share of JV) 
                                     H1 13   H1 12    Change % 
 
 Underlying operating loss (GBPm)      (7)    (13)        +46% 
 
 

Accommodation & Destinations (A&D) Sector

Accommodation & Destinations (A&D) delivered an underlying operating loss of GBP1m (H1 2012: profit of GBP8m). This reflects the timing of investment in infrastructure, the investment in OTA including our recent Brazilian acquisition, Malapronta and the phasing of costs within Inbound Services.

TTV for the Sector increased by 12% to GBP1,160m (H1 2012: GBP1,034m). This was primarily driven by growth in Hotelbeds and Bedsonline in Accommodation Wholesaler and by our cruise handling business, Intercruises.

 
 Accommodation & Destinations                 H1 13   H1 12   Change 
                                                                   % 
 Customers ('000) 
           Online Accommodation roomnights    9,590   8,522     +13% 
           Incoming passenger volumes         4,066   3,905      +4% 
 Revenue (GBPm)                                 282     278      +1% 
 
 Underlying operating profit 
  / (loss) (GBPm) 
           Online Accommodation                   1       7     -86% 
           Inbound Services                     (2)       1      N/A 
                                             ------  ------  ------- 
           Total                                (1)       8      N/A 
                                             ======  ======  ======= 
 
 

Online Accommodation

The Online Accommodation business delivered underlying operating profit of GBP1m (H1 2012: GBP7m), reflecting the timing of infrastructure investments, expansion in Asia for our OTA business and investment in our recent Brazilian OTA acquisition, Malapronta.

TTV for Online Accommodation grew by 14% to GBP763m and roomnights increased by 13% primarily due to strong organic growth from our Accommodation Wholesaler brands (Hotelbeds and Bedsonline). The key area of focus remains on international expansion, particularly in the Americas and Asia.

Inbound Services

The Inbound Services business delivered underlying operating loss of GBP2m (H1 2012: profit of GBP1m), reflecting the phasing of costs between the first half and second half of the financial year. Incoming passenger volumes increased by 4% over the prior year. In cruise handling, the number of port calls handled increased by 25%.

Specialist & Activity Sector

The Specialist & Activity Sector reported an underlying operating loss of GBP12m (H1 2012: loss of GBP16m). The year-on year improvement of GBP4m was driven primarily by the Specialist Holiday Group which benefited from an improved ski season, the restructuring of the sector (where we have cut central costs) and a GBP1m benefit from the earlier timing of Easter.

North American Specialist reported an adverse result due to one less departure in Starquest (private jet tours) during the second quarter and timings of trips within Quark (polar expeditions). The Sport division suffered from a lack of significant sporting events compared with the prior year, which benefited from UEFA and Olympic programmes.

Specialist & Activity delivered GBP1m of efficiency savings towards the business improvement programme in the period.

 
 Specialist & Activity                        Change 
                              H1 13   H1 12        % 
 Customers ('000)               668     696      -4% 
 Revenue (GBPm)                 705     724      -3% 
 Underlying operating loss 
  (GBPm)                       (12)    (16)     +25% 
---------------------------  ------  ------  ------- 
 

Acquisitions & Investments

Total consideration paid in respect of acquisitions was GBP9m during the period net of cash acquired. Further information is included in Note 11.

Taxation

Underlying loss before tax for the period was GBP346m. The underlying effective tax rate on these losses is 27%. Based on the current structure of the business and existing local taxation rates and legislation, it is expected that the underlying tax rate will be maintained at this level in the medium term. The effective tax rate for the six months ended 31 March 2013 is 35%. This differs to the underlying tax rate due to the tax effect of acquisition related expenses, separately disclosed items and the change in the deferred tax rate in the UK.

The cash tax rate is expected to be lower than the underlying income tax rate as we utilise our deferred tax assets generated from restructuring expenditure and trading losses. In the coming year, we envisage an underlying cash tax rate of approximately 20% of underlying profit before tax.

Dividends

The Board recommends an interim dividend per ordinary share of 3.75p (H1 12: 3.40p), payable to holders of relevant shares on the register at 6 September 2013. This will be paid on 4 October 2013.

We intend to continue to operate a dividend re-investment plan as an alternative to the cash dividend.

Separately disclosed items

Separately disclosed items net to an GBP8m expense in the period (H1 12: GBP52m). This included a restructuring charge of GBP17m, primarily relating to restructuring within our Specialist and Activity and French businesses. We also recorded a pension related credit of GBP14m. Further information is included in Note 5.

Cash and liquidity

The net debt position (cash and cash equivalents less loans, overdrafts and finance leases) at 31 March 2013 was GBP1,049m (31 March 2012: GBP1,184m). This consisted of GBP502m of cash and GBP123m of current interest-bearing loans and liabilities and GBP1,428m of non-current interest-bearing loans and liabilities.

We remain confident in our funding and liquidity position. We have three main sources of long-term debt funding - these include the external bank revolving syndicated credit facilities totalling GBP1,020m which mature in June 2015, a GBP350m convertible bond (due October 2014 and which we intend to refinance during the 2013 financial year) and a GBP400m convertible bond (due April 2017). The external bank revolving facility is used to manage the seasonality of the Group's cash flows and liquidity.

Consolidated income statement

for the 6-month period ended 31 March 2013

 
                                                                        6-month           6-month 
                                                                   period ended      period ended           Year ended 
                                                                  31 March 2013     31 March 2012    30 September 2012 
-------------------------------------------------------  -----  ---------------  ----------------  ------------------- 
                                                          Note             GBPm              GBPm                 GBPm 
-------------------------------------------------------  -----  ---------------  ----------------  ------------------- 
 
 Revenue                                                   4              5,397             5,447               14,460 
 Cost of sales                                                          (5,173)           (5,276)             (12,965) 
-------------------------------------------------------  -----  ---------------  ----------------  ------------------- 
 Gross profit                                                               224               171                1,495 
 Administrative expenses                                                  (581)             (579)              (1,199) 
 Share of profits of joint ventures and associates                           10                 1                    5 
-------------------------------------------------------  -----  ---------------  ----------------  ------------------- 
 Operating (loss) / profit                                 4              (347)             (407)                  301 
-------------------------------------------------------  -----  ---------------  ----------------  ------------------- 
 Analysed as: 
 Underlying operating (loss) / profit                      4              (289)             (317)                  490 
 Separately disclosed items                                5                (8)              (52)                 (92) 
 Acquisition related expenses                              6               (31)              (35)                 (62) 
 Impairment of goodwill                                    7               (10)                 -                 (20) 
 Impairment of available for sale financial asset                             -                 -                 (10) 
 Taxation on profits and interest of joint ventures and 
  associates                                                                (9)               (3)                  (5) 
-------------------------------------------------------  -----  ---------------  ----------------  ------------------- 
                                                                          (347)             (407)                  301 
-------------------------------------------------------  -----  ---------------  ----------------  ------------------- 
 Financial income                                                            39                45                   96 
 Financial expenses                                                        (96)              (95)                (196) 
-------------------------------------------------------  -----  ---------------  ----------------  ------------------- 
 Net financial expenses                                                    (57)              (50)                (100) 
-------------------------------------------------------  -----  ---------------  ----------------  ------------------- 
 (Loss) / profit before tax                                               (404)             (457)                  201 
 Taxation                                                  8                143               167                 (64) 
-------------------------------------------------------  -----  ---------------  ----------------  ------------------- 
 (Loss) / profit for the period / year                                    (261)             (290)                  137 
-------------------------------------------------------  -----  ---------------  ----------------  ------------------- 
 
 Attributable to: 
 Equity holders of the parent                                             (261)             (288)                  138 
 Non-controlling interests                                                    -               (2)                  (1) 
-------------------------------------------------------  -----  ---------------  ----------------  ------------------- 
 (Loss) / profit for the period / year                                    (261)             (290)                  137 
-------------------------------------------------------  -----  ---------------  ----------------  ------------------- 
 
 
                                                                        6-month           6-month 
                                                                   period ended      period ended           Year ended 
                                                                  31 March 2013     31 March 2012    30 September 2012 
-------------------------------------------------------  -----  ---------------  ----------------  ------------------- 
                                                                          Pence             Pence                Pence 
-------------------------------------------------------  -----  ---------------  ----------------  ------------------- 
 Basic and diluted (loss) / earnings per share for 
 (loss) / profit attributable to the equity 
 holders of the Company during the period / year 
 Basic (loss) / earnings per share                         10            (23.6)            (26.0)                 12.5 
 Diluted (loss) / earnings per share                       10            (23.6)            (26.0)                 12.3 
-------------------------------------------------------  -----  ---------------  ----------------  ------------------- 
 
 
 

Consolidated statement of comprehensive income

for the 6-month period ended 31 March 2013

 
                                                                         6-month          6-month 
                                                                    period ended     period ended           Year ended 
                                                                   31 March 2013    31 March 2012    30 September 2012 
---------------------------------------------------------------  ---------------  ---------------  ------------------- 
                                                                            GBPm             GBPm                 GBPm 
---------------------------------------------------------------  ---------------  ---------------  ------------------- 
 (Loss) / profit for the period / year                                     (261)            (290)                  137 
 Other comprehensive (expense) / income 
 Items that will not be reclassified: 
 Actuarial losses arising in respect of defined benefit pension 
  schemes                                                                   (34)             (26)                (172) 
 Tax on actuarial losses                                                       8                7                   32 
---------------------------------------------------------------  ---------------  ---------------  ------------------- 
 Items that will not be reclassified                                        (26)             (19)                (140) 
 
 Items that may be reclassified: 
 Foreign exchange translation                                                132            (106)                (160) 
 Foreign exchange gains recycled through the consolidated 
 income statement                                                            (2)                -                    - 
 Cash flow hedges: 
 - movement in fair value                                                    118               47                 (42) 
 - amounts recycled through the consolidated income statement                (6)              (2)                 (30) 
 - tax on cash flow hedges                                                  (22)             (13)                   15 
 Available for sale financial assets: 
 - movement in fair value                                                      4              (1)                  (4) 
 - amounts recycled to the consolidated income statement                       -                -                   10 
---------------------------------------------------------------  ---------------  ---------------  ------------------- 
 Items that may be reclassified                                              224             (75)                (211) 
---------------------------------------------------------------  ---------------  ---------------  ------------------- 
 Other comprehensive income / (loss) for the period / year net 
  of tax                                                                     198             (94)                (351) 
---------------------------------------------------------------  ---------------  ---------------  ------------------- 
 Total comprehensive loss for the period / year                             (63)            (384)                (214) 
---------------------------------------------------------------  ---------------  ---------------  ------------------- 
 
 Total comprehensive loss for the period / year 
 Attributable to: 
 Equity holders of the parent                                               (63)            (380)                (211) 
 Non-controlling interests                                                     -              (4)                  (3) 
---------------------------------------------------------------  ---------------  ---------------  ------------------- 
 Total                                                                      (63)            (384)                (214) 
---------------------------------------------------------------  ---------------  ---------------  ------------------- 
 

Consolidated balance sheet

at 31 March 2013

 
                                                                     31 March 2013   31 March 2012   30 September 2012 
                                                              Note            GBPm            GBPm                GBPm 
-----------------------------------------------------------  -----  --------------  --------------  ------------------ 
 Non-current assets 
 Intangible assets                                                           4,619           4,569               4,482 
 Property, plant and equipment                                               1,269           1,075               1,096 
 Investments in joint ventures and associates                                  273             254                 258 
 Other investments                                                              71              71                  66 
 Trade and other receivables                                                   275             256                 225 
 Retirement benefit asset                                                        -               1                   - 
 Derivative financial instruments                                               30              21                  21 
 Deferred tax assets                                                           332             305                 125 
-----------------------------------------------------------  -----  --------------  --------------  ------------------ 
                                                                             6,869           6,552               6,273 
-----------------------------------------------------------  -----  --------------  --------------  ------------------ 
 Current assets 
 Inventories                                                                    65              78                  61 
 Other investments                                                              17              18                  19 
 Trade and other receivables                                                 1,633           1,721               1,312 
 Income tax recoverable                                                         41              65                  15 
 Derivative financial instruments                                              177             161                  98 
 Cash and cash equivalents                                     14              502             424                 830 
 Assets classified as held for sale                                             17               6                  13 
-----------------------------------------------------------  -----  --------------  --------------  ------------------ 
                                                                             2,452           2,473               2,348 
 
 Total assets                                                                9,321           9,025               8,621 
-----------------------------------------------------------  -----  --------------  --------------  ------------------ 
 
 Current liabilities 
 Interest-bearing loans and borrowings                                       (123)            (98)                (70) 
 Retirement benefits                                                           (3)             (2)                 (2) 
 Derivative financial instruments                                            (100)            (89)               (125) 
 Trade and other payables                                      13          (4,777)         (4,452)             (4,549) 
 Provisions for liabilities                                                  (308)           (342)               (300) 
 Income tax payable                                                           (22)           (123)                (39) 
                                                                           (5,333)         (5,106)             (5,085) 
-----------------------------------------------------------  -----  --------------  --------------  ------------------ 
 Non-current liabilities 
 Interest-bearing loans and borrowings                                     (1,428)         (1,510)               (868) 
 Retirement benefits                                                         (679)           (512)               (646) 
 Derivative financial instruments                                             (13)             (8)                (20) 
 Trade and other payables                                                     (66)            (56)                (48) 
 Provisions for liabilities                                                  (322)           (338)               (316) 
 Deferred tax liabilities                                                     (67)            (63)                (29) 
-----------------------------------------------------------  -----  --------------  --------------  ------------------ 
                                                                           (2,575)         (2,487)             (1,927) 
 Total liabilities                                                         (7,908)         (7,593)             (7,012) 
-----------------------------------------------------------  -----  --------------  --------------  ------------------ 
 
 Net assets                                                                  1,413           1,432               1,609 
-----------------------------------------------------------  -----  --------------  --------------  ------------------ 
 
 Equity 
 Called up share capital                                                       112             112                 112 
 Convertible bond reserve                                                       88              85                  88 
 Other reserves                                                              2,863           2,770               2,627 
 Accumulated losses                                                        (1,694)         (1,580)             (1,262) 
-----------------------------------------------------------  -----  --------------  --------------  ------------------ 
 Total equity attributable to equity holders of the parent                   1,369           1,387               1,565 
 Non-controlling interests                                                      44              45                  44 
 Total equity                                                                1,413           1,432               1,609 
-----------------------------------------------------------  -----  --------------  --------------  ------------------ 
 

Consolidated statement of cash flows

for the 6-month period ended 31 March 2013

 
                                                                        6-month                             Year ended 
                                                                   period ended   6-month period ended    30 September 
                                                                  31 March 2013          31 March 2012            2012 
--------------------------------------------------------------  ---------------  ---------------------  -------------- 
                                                                           GBPm                   GBPm            GBPm 
--------------------------------------------------------------  ---------------  ---------------------  -------------- 
 (Loss) / profit for the period / year                                    (261)                  (290)             137 
 Adjustment for: 
 Depreciation and amortisation                                              118                    107             219 
 Impairment of intangible assets and property, plant and 
  equipment                                                                   7                      -              22 
 Impairment of goodwill                                                      10                      -              20 
 Equity-settled share-based payment expense                                   8                      8              16 
 Profit on sale of property, plant and equipment                              -                    (7)             (9) 
 Share of (profit) / loss of joint ventures and associates                 (10)                      1             (5) 
 Loss on foreign exchange                                                    17                      3              14 
 Impairment of available for sale financial asset                             -                      -              10 
 Dividends received from joint ventures and associates                       28                      -               4 
 Pension curtailment gain recognised in the consolidated 
  income statement                                                         (14)                      -             (1) 
 Financial income                                                          (39)                   (45)            (96) 
 Financial expenses                                                          96                     95             196 
 Taxation                                                                 (143)                  (167)              64 
 Operating (loss) / profit before changes in working capital 
  and provisions                                                          (183)                  (295)             591 
 (Increase) / decrease in inventories                                       (3)                    (3)              17 
 Increase in trade and other receivables                                  (317)                  (330)            (55) 
 (Decrease) / increase in trade and other payables                         (15)                  (218)             126 
 Decrease in provisions and employee benefits                              (20)                    (4)            (35) 
--------------------------------------------------------------  ---------------  ---------------------  -------------- 
 Cash flows from operations                                               (538)                  (850)             644 
 Interest paid                                                             (44)                   (38)            (75) 
 Interest received                                                            6                      5              15 
 Income taxes paid                                                         (71)                   (23)            (82) 
--------------------------------------------------------------  ---------------  ---------------------  -------------- 
 Cash flows from operating activities                                     (647)                  (906)             502 
--------------------------------------------------------------  ---------------  ---------------------  -------------- 
 Investing activities 
 Proceeds from sale of property, plant and equipment                         58                     42             116 
 Proceeds from disposal of investments                                        -                      1               - 
 Acquisition of subsidiaries, net of cash acquired                          (9)                   (10)            (23) 
 Proceeds from other investments                                              -                      -               1 
 Investment in joint ventures and associates and other 
  investments                                                              (40)                   (18)            (25) 
 Acquisition of property, plant and equipment                             (119)                  (103)           (287) 
 Acquisition of intangible assets                                          (38)                   (40)            (91) 
--------------------------------------------------------------  ---------------  ---------------------  -------------- 
 Cash flows from investing activities                                     (148)                  (128)           (309) 
--------------------------------------------------------------  ---------------  ---------------------  -------------- 
 Financing activities 
 Proceeds from new loans                                                    482                    642              14 
 Repayment of borrowings                                                   (25)                    (5)            (43) 
 Payment of finance lease liabilities                                      (12)                    (8)            (19) 
 Dividends paid to ordinary and non-controlling interests                  (38)                   (37)           (128) 
 Cash flows from financing activities                                       407                    592           (176) 
--------------------------------------------------------------  ---------------  ---------------------  -------------- 
 Net (decrease) / increase in cash and cash equivalents                   (388)                  (442)              17 
 Cash and cash equivalents at start of period / year                        830                    902             902 
 Effect of foreign exchange on cash held                                     60                   (36)            (89) 
--------------------------------------------------------------  ---------------  ---------------------  -------------- 
 Cash and cash equivalents at end of period / year                          502                    424             830 
--------------------------------------------------------------  ---------------  ---------------------  -------------- 
 

Consolidated statement of changes in equity for the 6-month period ended 31 March 2013

 
                                                                                         Equity 
                           Called                                                       holders 
                               up   Convertible                                              of            Non 
                            share          bond     Merger       Other   Accumulated        the    controlling 
                          capital       reserve    reserve    reserves        losses     parent      interests   Total 
                             GBPm          GBPm       GBPm        GBPm          GBPm       GBPm           GBPm    GBPm 
----------------------  ---------  ------------  ---------  ----------  ------------  ---------  -------------  ------ 
 At 1 October 
  2012                        112            88      2,523         104       (1,262)      1,565             44   1,609 
 Total comprehensive 
  loss for the 
  period 
 Loss for the 
  period                        -             -          -           -         (261)      (261)              -   (261) 
----------------------  ---------  ------------  ---------  ----------  ------------  ---------  -------------  ------ 
 Other comprehensive 
  income / (loss) 
 Items that will 
  not be reclassified: 
 Actuarial loss 
  arising in respect 
  of defined benefit 
  pension schemes, 
  net of tax                    -             -          -           -          (26)       (26)              -    (26) 
 Items that may 
  be reclassified: 
 Foreign exchange 
  translation                   -             -          -         146          (16)        130              -     130 
 Cash flow hedges, 
  net of tax                    -             -          -          90             -         90              -      90 
 Changes in the 
  fair value of 
  available for 
  sale financial 
  assets                        -             -          -           -             4          4              -       4 
 Total other 
  comprehensive 
  gain / (loss)                 -             -          -         236          (38)        198              -     198 
----------------------  ---------  ------------  ---------  ----------  ------------  ---------  -------------  ------ 
 Total comprehensive 
  gain / (loss) 
  for the period                -             -          -         236         (299)       (63)              -    (63) 
----------------------  ---------  ------------  ---------  ----------  ------------  ---------  -------------  ------ 
 Transactions 
  with owners 
 Share-based payment: 
  charge for the 
  period                        -             -          -           -             5          5              -       5 
 Share-based payment 
  - disposal on 
  award of shares               -             -          -           -           (8)        (8)              -     (8) 
 Acquisition of 
  non-controlling 
  interests                     -             -          -           -             -          -              1       1 
 Dividends                      -             -          -           -         (130)      (130)            (1)   (131) 
 Total transactions 
  with owners                   -             -          -           -         (133)      (133)              -   (133) 
----------------------  ---------  ------------  ---------  ----------  ------------  ---------  -------------  ------ 
 At 31 March 2013             112            88      2,523         340       (1,694)      1,369             44   1,413 
----------------------  ---------  ------------  ---------  ----------  ------------  ---------  -------------  ------ 
 

Consolidated statement of changes in equity for the 6-month period ended 31 March 2012

 
                                                                                          Equity 
                     Called up   Convertible                                             holders           Non 
                         share          bond       Merger        Other   Accumulated      of the   controlling 
                       capital       reserve      reserve     reserves        losses      parent     interests   Total 
                          GBPm          GBPm         GBPm         GBPm          GBPm        GBPm          GBPm    GBPm 
-----------------  -----------  ------------  -----------  -----------  ------------  ----------  ------------  ------ 
 At 1 October 
  2011                     112            85        2,523          323       (1,155)       1,888            50   1,938 
 Total 
 comprehensive 
 loss for the 
 period 
 Loss for the 
  period                     -             -            -            -         (288)       (288)           (2)   (290) 
-----------------  -----------  ------------  -----------  -----------  ------------  ----------  ------------  ------ 
 Other 
 comprehensive 
 income / (loss) 
 Items that will 
 not be 
 reclassified: 
 Actuarial loss 
  arising in 
  respect of 
  defined benefit 
  pension 
  schemes, net of 
  tax                        -             -            -            -          (19)        (19)             -    (19) 
 Items that may 
 be reclassified: 
 Foreign exchange 
  translation                -             -            -        (108)             4       (104)           (2)   (106) 
 Cash flow 
  hedges, net of 
  tax                        -             -            -           32             -          32             -      32 
 Changes in the 
  fair value of 
  available for 
  sale financial 
  assets                     -             -            -            -           (1)         (1)             -     (1) 
-----------------  -----------  ------------  -----------  -----------  ------------  ----------  ------------  ------ 
 Total other 
  comprehensive 
  loss                       -             -            -         (76)          (16)        (92)           (2)    (94) 
-----------------  -----------  ------------  -----------  -----------  ------------  ----------  ------------  ------ 
 Total 
  comprehensive 
  loss for the 
  period                     -             -            -         (76)         (304)       (380)           (4)   (384) 
-----------------  -----------  ------------  -----------  -----------  ------------  ----------  ------------  ------ 
 Transactions 
 with owners 
 Share-based 
  payments: 
  charge for the 
  period                     -             -            -            -             5           5             -       5 
 Acquisition of 
  non-controlling 
  interests                  -             -            -            -           (1)         (1)             -     (1) 
 Dividends                   -             -            -            -         (125)       (125)           (1)   (126) 
-----------------  -----------  ------------  -----------  -----------  ------------  ----------  ------------  ------ 
 Total 
  transactions 
  with owners                -             -            -            -         (121)       (121)           (1)   (122) 
-----------------  -----------  ------------  -----------  -----------  ------------  ----------  ------------  ------ 
 
   At 31 March 
   2012                    112            85        2,523          247       (1,580)       1,387            45   1,432 
-----------------  -----------  ------------  -----------  -----------  ------------  ----------  ------------  ------ 
 

1. Basis of preparation

Statement of compliance

This condensed consolidated interim financial information for the 6-month period ended 31 March 2013 has been prepared in accordance with the Disclosure and Transparency Rules of the Financial Conduct Authority and with International Accounting Standard (IAS) 34 'Interim financial reporting'. The condensed consolidated interim financial information should be read in conjunction with the Company's published consolidated financial statements for the year ended 30 September 2012, which were prepared in accordance with IFRS as adopted by the European Union.

The condensed consolidated interim financial information does not comprise statutory accounts within the meaning of section 434 of the Companies Act 2006. Statutory accounts for the year ended 30 September 2012 were approved by the Board of Directors on 3 December 2012 and delivered to the Registrar of Companies. The report of the auditors on those accounts was (i) unqualified; (ii) did not include a reference to any matters to which they drew attention by way of emphasis without qualifying their report; and (iii) did not contain a statement under section 498 of the Companies Act 2006.

This condensed consolidated interim financial information was approved by the Board of Directors on 9 May 2013.

Accounting policies

As required by the Disclosure and Transparency Rules of the Financial Conduct Authority, this condensed consolidated interim financial information has been prepared applying the accounting policies and presentation that were applied in the preparation of the Company's published consolidated financial statements for the year ended 30 September 2012, except as noted below in respect of taxes in the interim period and new and amended standards adopted by the Group:

Taxes in the interim period are accrued using the tax rate that would be applicable to expected total annual earnings.

   a)     New and amended standards adopted by the Group 

The following accounting standards and interpretations issued by the International Accounting Standards Board (IASB) or IFRS Interpretations Committee (IFRIC) have been adopted by the Group from 1 October 2012 with no significant impact on the consolidated results or financial position:

 
 --   Amendment to IAS 1 - Presentation of financial 
       statements on OCI 
 --   Amendment to IAS 12 - Income taxes on deferred 
       tax 
 

These adoptions have not had a significant impact on the current or prior period's / year's results or balance sheet positions, and therefore no restatement of the prior period's / year's equity or (loss) / profit has been presented for new standards.

   b)     New and amended standards which are not considered relevant to the Group 

The following amendment is not yet effective and is not considered to be relevant to the Group:

 
 --   Amendments to IFRS 1 - First time adoption on hyperinflation 
       and fixed dates 
 

c) New interpretations and amendments to standards and interpretations that have been issued but are not yet effective

The following further new accounting standards, amendments to existing standards and interpretations are not yet effective and have not been adopted early:

 
 --   Various IFRSs - 2011 Annual improvements 
 --   IFRS 9 - Financial instruments 
 --   IFRS 10 - Consolidated financial statements 
 --   IFRS 11 - Joint arrangements 
 --   IFRS 12 - Disclosures of interests in other entities 
 --   Amendment to IFRS 10,11 and 12 on transition guidance 
 --   IFRS 13 - Fair value measurement 
 --   IAS 19 (revised 2011) - Employee benefits 
 --   IAS 27 (revised 2011) - Separate financial statements 
 --   IAS 28 (revised 2011) - Investments in associates 
       and joint ventures 
 --   Amendment to IFRS 1 - First time adoption on government 
       grants 
 --   Amendments to IAS 32 and IFRS 7 on Financial Instruments 
       - asset and liability offsetting 
 

The revision to IAS 19 'Employee benefits' will be effective for the financial year commencing 1 October 2013 and makes significant changes to the recognition, measurement and disclosure of defined benefit pension schemes. Had the standard been applied in the current interim period, the Group's underlying and statutory loss before tax would have increased by approximately GBP6m with a corresponding reduction in net actuarial losses being recognised in the Consolidated statement of comprehensive income. This charge equates to an increase in the statutory and underlying loss per share of 0.5p. The impact on the Group's profit before tax for the current year ending 30 September 2013 is expected to be GBP12m, equating to a decrease in the statutory and underlying earnings per share of 1.1p.

The Group continues to monitor the potential impact of these and other new standards and interpretations which may be endorsed by the European Union and require adoption by the Group in future accounting periods.

Estimates and judgements

The preparation of interim financial information requires management to make estimates, judgements and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Underlying measures of profit / (loss)

The Group believes that underlying operating profit / (loss), underlying profit / (loss) before tax and underlying earnings / (loss) per share provide additional guidance to statutory measures to help understand the underlying performance of the business during the financial period / year. The term underlying is not defined by International Financial Reporting Standards. It is a measure that is used by management to assess the underlying performance of the business internally and is not intended to be a substitute measure for International Financial Reporting Standards. The Group defines these underlying measures as follows:

Underlying operating profit / (loss) is operating profit or loss from continuing operations stated before separately disclosed items (Note 5), acquisition related expenses, impairment of goodwill and available for sale financial assets and interest and taxation on the Group's share of the results of joint ventures and associates.

Underlying profit / (loss) before tax is profit or loss from continuing operations before taxation (including the Group's share from joint ventures and associates), acquisition related expenses, impairment of goodwill and available for sale financial assets, interest and taxation of joint ventures and associates and separately disclosed items included within the operating result.

Underlying earnings / (loss) used in the calculation of underlying earnings / (loss) per share is profit / (loss) after tax from continuing operations excluding acquisition related expenses, impairment of goodwill and available for sale financial assets and separately disclosed items included within the operating result. For the purpose of this calculation, an underlying tax charge is used which excludes the tax effects of separately disclosed items, acquisition related expenses, goodwill and available for sale financial asset impairment charges and separately disclosed tax items.

It should be noted that the definitions of underlying items being used in this condensed consolidated interim financial information are those used by the Group and may not be comparable with the term "underlying" as defined by other companies within both the same sector or elsewhere.

Separately disclosed items

Separately disclosed items are those significant items which in management's judgement are highlighted by virtue of their size or incidence to enable a full understanding of the Group's financial performance. Such items are included within the income statement caption to which they relate.

Acquisition related expenses

Acquisition related expenses comprise amortisation of business combination intangibles, other acquisition related expenses and remuneration for post-combination services.

Funding, liquidity and going concern

The Directors have considered the funding and liquidity position of the Group.

The Board remains satisfied with the Group's funding and liquidity position. At 31 March 2013, the main sources of debt funding included:

1 a total of GBP1,020m syndicated bank revolving credit facilities which mature in June 2015;

   2          GBP299m of drawn finance lease obligations with repayments up to March 2022; 
   3          GBP185m of bonding and letter of credit facilities which mature in June 2015; 
   4          a GBP350m convertible bond (due October 2014) issued in October 2009; and 
   5          a GBP400m convertible bond (due April 2017) issued in April 2010. 

The ratio of Earnings Before Interest, Taxation, Depreciation, Amortisation and operating lease Rentals (EBITDAR) to fixed charges (being the aggregate amount of interest and any other finance charges in respect of borrowings and including all payments under operating leases) and the ratio of net debt to Earnings Before Interest, Taxation, Depreciation and Amortisation (EBITDA), which the Board believes to be the most useful measures of cash generation and gearing, as well as being the main basis for the Group's credit facility covenants, are well within the covenant limits at the date of the balance sheet. Forecasts reviewed by the Board, including forecasts adjusted for significantly worse economic conditions, show continued compliance with these covenants. For both covenants, earnings are calculated on an underlying basis as described above.

On the basis of its forecasts, both base case and adjusted as described above and available facilities, the Board has concluded that the going concern basis of preparation continues to be appropriate.

2. Seasonality

The Group's travel leisure business is subject to significant seasonal fluctuations between the Winter and Summer seasons, resulting in losses being expected in the first half and profits being expected in the second half of the year. The Group mitigates this seasonal impact through operating a broad range of holiday products in both the Winter and Summer seasons and in different global holiday markets which have different annual cycles. There are appropriate sources of debt funding, as described in Note 1, to match the seasonality of the Group's cash flows.

3. Principal risks and uncertainties

The Group considers strategic, operational and financial risks and identifies actions to mitigate those risks. The principal risks and uncertainties faced by the Group for the remainder of the financial year and which are unchanged from the prior year, are listed below:

-- Global financial factors, such as exchange rates, fuel prices and tax laws and the global economic environment

   --     Political volatility, natural catastrophes and outbreaks 

-- Regulatory environment, particularly in relation to aviation taxes and environmental and consumer protection

   --     The economic environment, changing consumer preferences and desires 
   --     Reliance on IT systems 
   --     Investment into niche businesses and emerging markets 
   --     Ability to retain key management 

Further details of the Group's risk profile analysis can be found on pages 23 to 27 of the Group's Annual Report and Accounts for the year ended 30 September 2012, available from the Group website: www.tuitravelplc.com.

4. Segmental information

Information regarding the identification of the chief operating decision-maker and the basis of measurement for the current and prior periods and for the year ended 30 September 2012 is disclosed on pages 94 and 95 of the Group's 2012 Annual Report and Accounts.

Group structure

As disclosed in the Group's 2012 Annual Report & Accounts, with effect from 1 October 2012, the businesses within our Mainstream Sector are reported via each key source market instead of regionally. Emerging Markets remains outside of the Mainstream Sector for internal management reporting purposes and is reported separately.

The Mainstream Sector consists of the following source markets: UK & Ireland, Germany, France, Corsair, the Nordic Countries, Canada, Belgium & Morocco, the Netherlands, Austria, Switzerland, Poland, Southern Europe and the Hotels division. Each source market represents an individual operating segment, prior to applying aggregation criteria, for the purposes of segmental information.

The Specialist & Activity Sector operates and reports under seven divisions: Specialist Holidays Group, Marine, PEAK (formerly named Adventure), North American Specialist, North American Education, Experience Education and Sport.

The Accommodation & Destinations Sector (A&D) provides a range of services in destinations to tour operators, travel agents, corporate clients and direct to the consumer worldwide. A&D consists of Online Accommodation (including Accommodation Wholesaler and Accommodation OTA) and Inbound Services.

Reportable and reported segments

The results of the UK & Ireland, Germany, Nordics and the French tour operator are reported separately due to the size and importance of these source markets and which meet the threshold for being individual reportable segments. The results for the French scheduled airline, Corsair, are shown separately to that of the French tour operator as it has a different business model to the rest of the Group's integrated tour operators. All of the other Mainstream Sectors, except for the Hotels division, meet the aggregation criteria set out in IFRS 8 and are reported as one segment, the Rest of Mainstream. All of the aggregated businesses are considered to be similar in nature and economically similar over the long term. The Hotels division is reported separately as this does not meet the aggregation criteria of IFRS 8.

Emerging Markets, the Specialist & Activity and A&D Sectors are all reported as separate Sector totals as this is consistent with internal management reports.

Segmental information for both the current and prior periods has been presented using this structure, with the prior periods' information being restated.

6-month period ended 31 March 2013

 
 
                                                                        Underlying 
                                                                Total    operating 
                               Total     Inter-segmental     external       (loss) 
                             revenue             revenue      revenue     / profit 
 Sector                         GBPm                GBPm         GBPm         GBPm 
------------------------  ----------  ------------------  -----------  ----------- 
 UK & Ireland                  1,202               (101)        1,101        (113) 
 Germany                       1,545                (20)        1,525         (63) 
 Nordics                         589                   -          589           38 
 French tour operator            242                   -          242         (42) 
 French airline                  196                (27)          169          (9) 
 Hotels                           53                (44)            9         (33) 
 Rest of Mainstream              788                (13)          775         (28) 
------------------------  ----------  ------------------  -----------  ----------- 
 Total Mainstream              4,615               (205)        4,410        (250) 
------------------------  ----------  ------------------  -----------  ----------- 
 
 Specialist & Activity           706                 (1)          705         (12) 
 A&D                             341                (59)          282          (1) 
 Emerging Markets                  -                   -            -          (7) 
 All other segments 
  and unallocated items            -                   -            -         (19) 
 Total Group                   5,662               (265)        5,397        (289) 
------------------------  ----------  ------------------  -----------  ----------- 
 

6-month period ended 31 March 2012

 
 
                                                                              Underlying 
                                                                     Total     operating 
                                  Total     Inter-segmental       external        (loss) 
                                revenue             revenue        revenue      / profit 
                             (restated)          (restated)     (restated)    (restated) 
 Sector                            GBPm                GBPm           GBPm          GBPm 
------------------------  -------------  ------------------  -------------  ------------ 
 UK & Ireland                     1,147                (98)          1,049         (125) 
 Germany                          1,570                 (9)          1,561          (61) 
 Nordics                            535                   -            535            22 
 French tour operator               343                   -            343          (42) 
 French airline                     200                (26)            174          (19) 
 Hotels                              53                (43)             10          (26) 
 Rest of Mainstream                 810                (37)            773          (29) 
------------------------  -------------  ------------------  -------------  ------------ 
 Total Mainstream                 4,658               (213)          4,445         (280) 
------------------------  -------------  ------------------  -------------  ------------ 
 
 Specialist & Activity              724                   -            724          (16) 
 A&D                                342                (64)            278             8 
 Emerging Markets                     -                   -              -          (13) 
 All other segments 
  and unallocated items               -                   -              -          (16) 
 Total Group                      5,724               (277)          5,447         (317) 
------------------------  -------------  ------------------  -------------  ------------ 
 

Year ended 30 September 2012

 
 
 
                                                                             Underlying 
                                                                    Total     operating 
                                  Total    Inter-segmental       external        profit 
                                revenue            revenue        revenue      / (loss) 
                             (restated)         (restated)     (restated)    (restated) 
 Sector                            GBPm               GBPm           GBPm          GBPm 
------------------------  -------------  -----------------  -------------  ------------ 
 UK & Ireland                     3,756              (122)          3,634           197 
 Germany                          3,932               (15)          3,917            87 
 Nordics                          1,085                (1)          1,084            71 
 French tour operator               903                  -            903          (32) 
 French airline                     403               (43)            360          (15) 
 Hotels                             191              (166)             25             6 
 Rest of Mainstream               2,469               (74)          2,395           106 
------------------------  -------------  -----------------  -------------  ------------ 
 Total Mainstream                12,739              (421)         12,318           420 
------------------------  -------------  -----------------  -------------  ------------ 
 
 Specialist & Activity            1,479                (1)          1,478            48 
 A&D                                859              (195)            664            66 
 Emerging Markets                     -                  -              -          (15) 
 All other segments 
  and unallocated items               -                  -              -          (29) 
 Total Group                     15,077              (617)         14,460           490 
------------------------  -------------  -----------------  -------------  ------------ 
 

Reconciliation of underlying operating (loss) / profit in segmental analysis to (loss) / profit before tax

 
                                        6-month     6-month 
                                         period      period 
                                          ended       ended      Year ended 
                                       31 March    31 March    30 September 
                                           2013        2012            2012 
                                           GBPm        GBPm            GBPm 
-----------------------------------  ----------  ----------  -------------- 
 Underlying operating (loss) 
  / profit                                (289)       (317)             490 
 Separately disclosed items                 (8)        (52)            (92) 
 Acquisition related expenses              (31)        (35)            (62) 
 Impairment of goodwill                    (10)           -            (20) 
 Impairment of available for 
  sale financial asset                        -           -            (10) 
 Taxation on profits and interest 
  of joint ventures and associates          (9)         (3)             (5) 
-----------------------------------  ----------  ----------  -------------- 
 Operating (loss) / profit                (347)       (407)             301 
 Net financial expenses                    (57)        (50)           (100) 
-----------------------------------  ----------  ----------  -------------- 
 (Loss) / profit before tax               (404)       (457)             201 
-----------------------------------  ----------  ----------  -------------- 
 

5. Separately disclosed items

 
                                                                   6-month          6-month 
                                                              period ended     period ended           Year ended 
                                                             31 March 2013    31 March 2012    30 September 2012 
                                                                      GBPm             GBPm                 GBPm 
---------------------------------------------------------  ---------------  ---------------  ------------------- 
 Separately disclosed items in operating (loss) / profit 
 Restructuring and other separately disclosed items                      9               59                  102 
 Aircraft and other assets                                               -              (7)                    - 
 Pension related credit                                               (14)                -                    - 
 Litigation provisions                                                  13                -                   17 
 Changes in accounting estimates                                         -                -                 (27) 
---------------------------------------------------------  ---------------  ---------------  ------------------- 
 Total                                                                   8               52                   92 
---------------------------------------------------------  ---------------  ---------------  ------------------- 
 

Restructuring and other separately disclosed items

The overall charge of GBP9m includes GBP17m of restructuring costs in the 6-month period ended 31 March 2013. Restructuring costs include GBP9m in the Specialist & Activity sector due to the removal of the sector management team and the closure of a business in the languages division and GBP5m in France from the ongoing restructure of both the tour operator and the airline. These restructuring costs are offset by an GBP8m credit on the change in value of unhedged foreign currency derivative instruments relating to future seasons.

During the 6-month period ended 31 March 2012 there were Mainstream restructuring costs of GBP51m which principally related to the restructuring programme of the tour operator in France, the restructure of the Moroccan airline Jet4You and the restructure of the German business. In addition, costs of GBP7m were incurred in Group head office companies, being primarily costs incurred supporting the various restructuring programmes around the Group. Finally, residual restructuring costs of GBP1m were incurred across the Specialist & Activity and Accommodation & Destinations Sectors.

Aircraft and other assets

During the 6-month period ended 31 March 2012, profit on the sale and leaseback of aircraft amounted to GBP7m.

Pension related credit

In the Netherlands, the management and works council of TUI Nederland NV agreed to close the existing defined benefit pension scheme and replace it with a defined contribution scheme. This change is classified as a curtailment under IAS 19 and the resultant reduction in accrued pension liabilities of GBP14m has been recognised in the income statement in the period in which it occurred.

The management of TUI Nederland NV and the pension scheme trustees have also agreed to transfer the existing pension fund assets and liabilities to AEGON, a multinational life insurance, pensions and asset management company headquartered in the Netherlands. The agreement was contingent on approval by the Dutch pension regulator, which was received after the period end in April 2013. This transfer of the pension assets and liabilities is expected to generate a further credit in the income statement of approximately GBP14m which will be recognised in the quarter ending 30 June 2013.

Litigation provisions

The Group continues to assess the likely outcome of the legal actions in which it is involved and in accordance with IAS 37, has increased the level of provision where it is more likely than not that an outflow of resources will be required to settle outstanding matters.

6. Analysis of acquisition related expenses

 
                                                                     6-month          6-month 
                                                                period ended     period ended           Year ended 
                                                               31 March 2013    31 March 2012    30 September 2012 
                                                                        GBPm             GBPm                 GBPm 
-----------------------------------------------------------  ---------------  ---------------  ------------------- 
 Acquisition related expenses in operating (loss) / profit 
 Amortisation of business combination intangibles                         28               30                   59 
 Other acquisition related expenses                                        1                3                    3 
 Remuneration for post-combination services                                2                2                    - 
-----------------------------------------------------------  ---------------  ---------------  ------------------- 
 Total                                                                    31               35                   62 
-----------------------------------------------------------  ---------------  ---------------  ------------------- 
 

7. Goodwill impairment charge

A goodwill impairment charge of GBP10m has been recognised in the period in respect of two small businesses that have been identified as non-core to the Group and the intention is to dispose of them.

The goodwill impairment charge in the year ended 30 September 2012 of GBP20m related primarily to the Italian and Spanish tour operators following a deterioration in their trading results during 2012 together with impairments of two non-core businesses, both of which have been sold in the current period.

8. Taxation

The Group's effective rate of taxation, being the rate of taxation forecast for the full year, applied to the 6-month period ended 31 March 2013, is 35%. The Group's underlying effective rate of taxation for the same period is 27%.

 
                                                                         6-month          6-month 
                                                                    period ended     period ended           Year ended 
                                                                   31 March 2013    31 March 2012    30 September 2012 
                                                                            GBPm             GBPm                 GBPm 
---------------------------------------------------------------  ---------------  ---------------  ------------------- 
 (Loss) / profit before tax reported in the consolidated income 
  statement                                                                (404)            (457)                  201 
 Less share of profit in joint ventures and associates                      (10)              (1)                  (5) 
                                                                           (414)            (458)                  196 
---------------------------------------------------------------  ---------------  ---------------  ------------------- 
 
   Total income tax credit / (charge) in the consolidated 
   income statement                                                          143              167                 (64) 
 
  Effective tax rate                                                         35%              36%                  33% 
---------------------------------------------------------------  ---------------  ---------------  ------------------- 
 

The effective tax rate for the six month period ended 31 March 2013 of 35% shown above differs from the underlying effective tax rate of 27% due to the tax effect of acquisition related expenses, separately disclosed items and the exclusion of the change in deferred tax rate in the UK.

9. Dividends

The following dividends relating to ordinary shares have been deducted from equity in the period:

 
                                                            6-month 
                                            6-month    period ended 
                                       period ended        31 March           Year ended 
                                      31 March 2013            2012    30 September 2012 
                                               GBPm            GBPm                 GBPm 
----------------------------------  ---------------  --------------  ------------------- 
 Interim dividend paid for 2012                  38               -                    - 
 Final dividend proposed for 2012                92               -                    - 
 Interim dividend paid for 2011                   -              36                   36 
 Final dividend paid for 2011                     -              89                   89 
 Total dividends                                130             125                  125 
----------------------------------  ---------------  --------------  ------------------- 
 

The interim dividend in respect of the year ended 30 September 2012 of 3.4p per ordinary share, totalling GBP38m was paid on 3 October 2012 and deducted from equity in the current period.

At the Company's Annual General Meeting on 7 February 2013, the shareholders approved the final recommended dividend for 2012 of 8.3p per ordinary share. The value of this dividend, GBP92m, has therefore been recognised as a deduction from equity in the period and as a liability at 31 March 2013. The dividend was paid on 10 April 2013.

Subsequent to the balance sheet date, the Directors have proposed an interim dividend for the 6-month period ended 31 March 2013 of 3.75p per ordinary share, totalling GBP42m, payable on 4 October 2013.

A dividend reinvestment plan is in operation. Those shareholders who have not elected to participate in this plan and who would like to participate with respect to the 2013 interim dividend, may do so by contacting Equiniti on 0871 384 2030. The last day for election for the proposed interim dividend is 13 September 2013 and any requests should be made in good time ahead of that date.

10. Loss / earnings per share

The basic (loss) / earnings per share is calculated by dividing the result attributable to ordinary shareholders by the applicable weighted average number of shares in issue during the period, excluding those held in the Employee Benefit Trust.

The diluted (loss) / earnings per share is calculated by:

 
 --   taking losses / earnings attributable to ordinary 
       shareholders adjusted where the effect would be 
       dilutive by the interest expense of the Group's 
       convertible bond net of tax; and 
 --   dividing by the adjusted weighted average number 
       of ordinary shares and where the effect would be 
       dilutive, outstanding share awards and the conversion 
       to ordinary shares of the Group's convertible bond. 
 

In accordance with IAS 33: Earnings per share, the calculation of basic and underlying diluted loss per share has not included items that are anti-dilutive. Therefore there is no difference between the calculation of basic and diluted loss per share in the 6-month periods ended 31 March 2013 and 31 March 2012.

The additional underlying earnings per share measures have been given to provide the reader of the interim financial information with a better understanding of the results.

Basic and diluted loss per share for the 6-month period ended 31 March 2013 were as follows:

 
                                          Weighted 
                                           average                                           Weighted 
                                         number of   Loss per share                    average number   Loss per share 
                     Loss for the       shares for          for the                     of shares for          for the 
                          6-month      the 6-month          6-month     Loss for the              the   6-month period 
                     period ended     period ended     period ended          6-month   6-month period            ended 
                         31 March         31 March         31 March     period ended            ended         31 March 
                             2013             2013             2013    31 March 2012    31 March 2012             2012 
                             GBPm         Millions            Pence             GBPm         Millions            Pence 
 Basic and 
  diluted loss 
  per share                 (261)            1,108           (23.6)            (288)            1,107           (26.0) 
                                                    ---------------                                    --------------- 
 Separately 
  disclosed 
  items                         8                -                                52                - 
 Acquisition 
  related 
  expenses and 
  impairments                  41                -                                35                - 
 Tax base 
  difference                 (41)                -                              (65)                - 
 Basic and 
  diluted 
  underlying 
  loss per share            (253)            1,108           (22.8)            (266)            1,107           (24.0) 
----------------  ---------------  ---------------  ---------------  ---------------  ---------------  --------------- 
 

Basic and diluted earnings per share for the year ended 30 September 2012 were as follows:

 
 
                                                        Weighted 
                                     Earnings     average number         Earnings 
                                   Year ended          of shares        per share 
                                 30 September       30 September     30 September 
                                         2012               2012             2012 
                                         GBPm           Millions            Pence 
----------------------------  ---------------  -----------------  --------------- 
 Basic earnings per share                 138              1,108             12.5 
                                                                  --------------- 
 Effect of dilutive options                 -                 10 
                                                                  --------------- 
 Diluted earnings per share               138              1,118             12.3 
----------------------------  ---------------  -----------------  --------------- 
 

Basic and diluted underlying earnings per share for the year ended 30 September 2012 were as follows:

 
                                                       Weighted 
                                       Earnings         average         Earnings 
                                     Year ended          number              per 
                                   30 September       of shares            share 
                                           2012    30 September     30 September 
                                           GBPm            2012             2012 
                                                       Millions            Pence 
------------------------------  ---------------  --------------  --------------- 
 Basic earnings per share                   138           1,108             12.5 
                                                                 --------------- 
 Acquisition related expenses 
  and impairments                            92               - 
 Separately disclosed items                  92               - 
 Tax base difference                       (36)               - 
------------------------------  ---------------  --------------  --------------- 
 Basic underlying earnings 
  per share                                 286           1,108             25.8 
 Effect of dilutive options                   -              10 
 Effect of convertible bond 
  (net of tax)                               47             205 
------------------------------  ---------------  --------------  --------------- 
 Diluted underlying earnings 
  per share                                 333           1,323             25.2 
------------------------------  ---------------  --------------  --------------- 
 

11. Acquisitions and investments

Acquisitions in the 6-month period ended 31 March 2013

During the 6-month period ended 31 March 2013, the Group acquired five businesses, including the remaining 50.1% of TUI Infotec GmbH ('Infotec') that the Group did not already own and the entire share capital of Isango! Limited and JBS Group, Inc. The Group also acquired seven travel agents in Germany. The total consideration for these acquisitions was GBP27m, comprising initial and deferred consideration and the non-cash consideration for the Group's share of the Infotec joint venture. The provisional fair value of assets acquired was GBP8m and the provisional goodwill arising for these acquisitions was GBP19m. This goodwill predominantly relates to the acquisition of Infotec and represents the ability to control fully that business with a view to drive cost reduction and economies of scale in the Group's IT Infrastructure.

The provisional fair values of the net assets acquired are set out below:

 
                                GBPm 
-----------------------------  ----- 
 Intangible fixed assets           5 
 Tangible fixed assets             8 
 Cash and cash equivalents         3 
 Trade and other receivables      27 
 Trade and other payables       (35) 
-----------------------------  ----- 
 Total                             8 
-----------------------------  ----- 
 

The acquisitions did not have a material effect on revenue and the Group result for the period.

The total cash outflow in the period from acquisition of subsidiaries and travel agencies (net of cash acquired) was GBP9 million, which comprised GBP7 million (net) relating to current period acquisitions and GBP2 million relating to prior period acquisitions.

12. Acquisitions of property, plant and equipment and intangible assets

Additions to property, plant and equipment and intangible assets totalled GBP293m (2012: GBP258m) in the 6- month period to 31 March 2013. This comprises GBP5m (2012: GBP5m) for land and buildings; GBP18m (2012: GBP13m) for yachts, motor boats and cruise ships; GBP138m (2012: GBP91m) for aircraft and related equipment; GBP49m (2012: GBP70m) for advance payments for future delivery of aircraft; GBP41m (2012: GBP40m) for computer hardware and software; and GBP42m (2012: GBP39m) of other equipment and intangibles.

The additions of GBP138m (2012: GBP91m) to aircraft and related equipment relate to four aircraft (2012: three aircraft) purchased on finance leases, one aircraft purchased outright (2012: none), fleet improvements and capitalised maintenance on owned aircraft.

In the six-month period to 31 March 2013, net book value of property, plant and equipment and intangible assets disposed totalled GBP58m (2012: GBP35m), primarily relating to advance payments on the delivery and subsequent sale and leaseback of three aircraft (2012: three aircraft and one spare engine) with a value of GBP39m (2012: GBP34m).

13. Current trade and other payables

 
                                           6-month         6-month 
                                      period ended    period ended      Year ended 
                                          31 March        31 March    30 September 
                                              2013            2012            2012 
                                              GBPm            GBPm            GBPm 
----------------------------------  --------------  --------------  -------------- 
 Customer deposits                           2,585           2,385           1,669 
 Other                                       2,192           2,067           2,880 
 Current trade and other payables            4,777           4,452           4,549 
----------------------------------  --------------  --------------  -------------- 
 

14. Movements in cash and net debt

 
                                              Amounts 
                      Cash                     due to                                                  Other 
                  and cash   Convertible      related         Bank                    Finance      financial 
               equivalents         bonds      parties        loans    Loan notes       leases    liabilities     Total 
                      GBPm          GBPm         GBPm         GBPm          GBPm         GBPm           GBPm      GBPm 
------------  ------------  ------------  -----------  -----------  ------------  -----------  -------------  -------- 
 
 At 1 
  October 
  2012                 830         (675)         (10)         (23)           (1)        (186)           (43)     (108) 
 Cash 
  movement           (388)             -            -        (457)             -           12              -     (833) 
 Non-cash 
  movement               -          (11)            -         (24)             -        (111)            (1)     (147) 
 Foreign 
  exchange              60             -            -          (5)             -         (14)            (2)        39 
 At 31 March 
  2013                 502         (686)         (10)        (509)           (1)        (299)           (46)   (1,049) 
------------  ------------  ------------  -----------  -----------  ------------  -----------  -------------  -------- 
 
 
                                              Amounts 
                      Cash                     due to                                                  Other 
                  and cash   Convertible      related         Bank                    Finance      financial 
               equivalents         bonds      parties        loans    Loan notes       leases    liabilities     Total 
                      GBPm          GBPm         GBPm         GBPm          GBPm         GBPm           GBPm      GBPm 
------------  ------------  ------------  -----------  -----------  ------------  -----------  -------------  -------- 
 
 At 1 
  October 
  2011                 902         (654)         (36)         (30)           (1)        (132)           (45)         4 
 Cash 
  movement           (442)             -            -        (637)             -            8              -   (1,071) 
 Non-cash 
  movement               -          (12)            -           10             -         (84)              -      (86) 
 Foreign 
  exchange            (36)             -            2            -             -            3              -      (31) 
 At 31 March 
  2012                 424         (666)         (34)        (657)           (1)        (205)           (45)   (1,184) 
------------  ------------  ------------  -----------  -----------  ------------  -----------  -------------  -------- 
 

15. Capital commitments

The following amounts have been contracted but not provided for at the balance sheet date:

 
                        31 March   31 March   30 September 
                            2013       2012           2012 
                            GBPm       GBPm           GBPm 
---------------------  ---------  ---------  ------------- 
 Capital commitments          16          -              6 
---------------------  ---------  ---------  ------------- 
 

In addition to the above items, at 31 March 2013 the Group had contracted to purchase 25 (2012: 33) aircraft with initial deliveries commencing in the third quarter of the financial year 2013 and then continuing through to 2015. At list price, the total order value is US$3,264m (2012: US$4,289m) before escalations and discounts.

The Group intends to refinance these aircraft in advance of their delivery dates and therefore does not expect to use its own cash resources for their purchase.

The Group's share of its joint ventures and associates capital commitments was GBP7m at 31 March 2013 (2012: GBPnil).

16. Contingent liabilities

The Group is at any time defending a number of actions against it arising in the normal course of business. Provision is made for these actions where this is deemed appropriate. Information regarding contingent liabilities and provisions in respect of tax are disclosed on pages 110 and 111 of the Group's 2012 Annual Report & Accounts. No other actions which are outstanding at 31 March 2013 are expected to have a material effect on these accounts. The Directors consider that adequate provision has been made for all known liabilities.

17. Related party transactions

(a) Ultimate controlling party

The Group's ultimate controlling party is TUI AG, a company registered in Berlin and Hanover (Federal Republic of Germany).

(b) Related party transactions

The Group held receivables of GBP118 million (31 March 2012: GBP83 million) and payables of GBP113 million (2012: GBP127 million) with its own joint ventures and with TUI AG and its subsidiaries and joint ventures, which arose through the normal course of business, including under the Hotel Framework Agreement and Trademark Licence Agreement, details of which are set out in Note 30 of the Group's 2012 Annual Report and Accounts. During the current and prior financial periods, the Group transacted with its joint ventures and associates in the normal course of business. These transactions did not have a significant impact on the result for the periods.

During the 6-month period to 31 March 2013, the Group received a dividend of GBP28m (2012: GBPnil) from Sunwing Travel Group Inc, a 25% associate of the Group and invested GBP27m into Blue Diamond Hotels and Resorts Inc, a 49% associate of the Group.

18. Post balance sheet events

No material events have occurred subsequent to the end of the interim period that have not already been disclosed in this interim report.

Responsibility statement of the Directors in respect of the condensed consolidated interim financial information

The Directors confirm that to the best of their knowledge:

 
 --   the condensed consolidated interim financial information 
       has been prepared in accordance with IAS 34 'Interim 
       Financial Reporting' as adopted by the EU; 
 --   the interim management report includes a fair review 
       of the information required by: 
      (a)   DTR 4.2.7R of the Disclosure and Transparency 
             Rules, being an indication of important events 
             that have occurred during the first six months 
             of the financial year and their impact on the 
             condensed consolidated information financial information; 
             and a description of the principal risks and uncertainties 
             for the remaining six months of the year; and 
      (b)   DTR 4.2.8R of the Disclosure and Transparency 
             Rules, being related party transactions that have 
             taken place in the first six months of the current 
             financial year and that have materially affected 
             the financial position or performance of the Group 
             during that period; and any changes in the related 
             party transactions described in the last annual 
             report that could do so. 
 

The maintenance and integrity of the TUI Travel PLC website is the responsibility of the Directors; the work carried out by the auditors does not involve consideration of these matters and, accordingly, the auditors accept no responsibility for any changes that may have occurred to the financial statements since they were initially presented on the website.

Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

The Directors of TUI Travel PLC are listed on page 51 of the TUI Travel PLC Annual Report and Accounts for the year ended 30 September 2012, except for the following changes that have taken place pursuant to the Relationship Agreement between the Company and TUI AG since the date of signing the Annual Report on 3 December 2012:

- On 8 February 2013, Rainer Feuerhake relinquished his role as a Shareholder Non-Executive Director and was replaced by Friedrich Joussen;

- On 25 March 2013, Dr Michael Frenzel retired from the Board as Non-Executive Chairman and Shareholder Non-Executive Director and was replaced by Friedrich Joussen; and

   -      On the same date, Sebastian Ebel joined the Board as a Shareholder Non-Executive Director. 

On behalf of the Board of Directors

Will Waggott

Chief Financial Officer

9 May 2013

Introduction

We have been engaged by the Company to review the condensed consolidated interim financial information for the six months ended 31 March 2013, which comprises the consolidated income statement, the consolidated statement of comprehensive income, the consolidated balance sheet, the consolidated statement of cash flows, the consolidated statement of changes in equity and related notes. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed consolidated interim financial information.

Directors' responsibilities

The half-yearly financial report is the responsibility of, and has been approved by, the Directors. The Directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.

As disclosed in Note 1, the annual financial statements of the Group are prepared in accordance with IFRSs as adopted by the European Union. The condensed consolidated interim financial information included in this half-yearly financial report has been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union.

Our responsibility

Our responsibility is to express to the Company a conclusion on the condensed consolidated interim financial information in the half-yearly financial report based on our review. This report, including the conclusion, has been prepared for and only for the Company for the purpose of the Disclosure and Transparency Rules of the Financial Conduct Authority and for no other purpose. We do not, in producing this report, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

Scope of review

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity' issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the condensed consolidated interim financial information in the half-yearly financial report for the six months ended 31 March 2013 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.

PricewaterhouseCoopers LLP

Chartered Accountants

London

9 May 2013

This information is provided by RNS

The company news service from the London Stock Exchange

END

IR LLFETEAIAIIV

Grafico Azioni TUI Travel (LSE:TT.)
Storico
Da Giu 2024 a Lug 2024 Clicca qui per i Grafici di TUI Travel
Grafico Azioni TUI Travel (LSE:TT.)
Storico
Da Lug 2023 a Lug 2024 Clicca qui per i Grafici di TUI Travel