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Notes to the Interim Accounts

For the six months ended 30 June 2013 (unaudited)

1 General information

The Company is a public limited company which is listed on the London Stock Exchange and is incorporated and domiciled in the UK. The address of the registered office is 120 Bothwell Street, Glasgow G2 7JS, UK.

This condensed interim financial information was approved for issue on 1 August 2013.

This 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 31 December 2012 were approved by the Board on 7 March 2013 and delivered to the Registrar of Companies. The report of the auditors on those Accounts was unqualified, did not contain an emphasis of matter paragraph and did not contain any statement under Section 498 of the Companies Act 2006. 

The condensed consolidated interim financial information is unaudited but has been reviewed by the Group's auditors, whose report is in the Independent Review Report to Aggreko plc.

2 Basis of preparation

This condensed consolidated interim financial information for the six months ended 30 June 2012 has been prepared in accordance with the Disclosure and Transparency Rules (DTR) of the Financial Services Authority and IAS 34 'Interim financial reporting' as adopted by the European Union. The condensed consolidated interim financial information should be read in conjunction with the annual financial statements for the year ended 31 December 2011, which have been prepared in accordance with IFRSs as adopted by the European Union.

Going-concern basis
The Group's banking facilities are primarily in the form of committed bank facilities arranged on a bilateral basis with a number of international banks and private placement notes; facilities totalled £868 million at 30 June 2012.The financial covenants attached to these facilities are that EBITDA should be no less than 4 times interest (30 June 2012: 26.3 times) and net debt should be no more than 3 times EBITDA (30 June 2012: 1.2 times). The Group does not consider that these covenants are restrictive to its operations. The maturity profile of the borrowings is detailed in Note 13 to the Accounts. The Group's forecasts and projections show that the facilities in place are currently anticipated to be ample for meeting the Group's operational requirements for the foreseeable future. The Group therefore continues to adopt the going concern basis in preparing its consolidated interim financial statements.

3 Accounting policies

Except as described below, the accounting policies are consistent with those of the annual financial statements for the year ended 31 December 2012, as described in those annual financial statements.

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

Segmental reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker has been identified as the plc Board of Directors.

In September 2012 the Group announced a new organisational structure comprising three regions: The Americas; Europe, the Middle East and Africa (EMEA) and Asia, Pacific and Australia (APAC). This new structure took effect from 1 January 2013.

This is reflected by the Group's divisional management and organisational structure and the Group's internal financial reporting systems.

Aggreko's segments comprise these three new regions comprising: The Americas, EMEA and APAC as well as the Total Local business and the Total Power Projects business.

The risks and rewards within the Power Projects business are significantly different from those within the Group's Local business. The Local business focuses on smaller, more frequently occurring events, whereas the Power Projects business concentrates on large contracts, which can arise anywhere in the world.

The segmental analysis is in Note 6 to the Accounts. All prior year numbers have been restated in accordance with this new structure.

New and amended standards adopted by the Group
The following new standards are mandatory for the first time for the financial year beginning 1 January 2013: 

  • IAS 19, 'Employee benefits' was amended in June 2011. The impact on the Group was to replace interest cost and expected return on plan assets with a net interest amount that is calculated by applying the discount rate to the net defined benefit liability. The impact of this in the income statement is less than £0.1 million. Prior year numbers have not been restated as the amounts are not material. 
  • IFRS 13, 'Fair value measurement'. IFRS 13 measurement and disclosure requirements are applicable for the December 2013 year end. The Group has included the disclosures required by IAS 34. See Note 13.

4 Cashflow from operating activities

 

6 months
ended
30 June
2013
£ million

6 months
ended
30 June
2012
£ million

Year
ended
31 Dec
2012
£ million

Profit for the period

105

108

276

Adjustments for:

 

 

 

  Tax

39

38

91

  Depreciation

137

110

236

  Amortisation of intangibles

2

2

5

  Finance income

(2)

  Finance cost

13

12

27

  Profit on sale of PPE

(2)

(1)

(4)

  Share based payments

(3)

8

14

  Changes in working capital
  (excluding the effects of exchange differences on consolidation):

 

 

 

    Decrease/(increase) in inventories

20

(26)

(33)

    Increase in trade and other receivables

(30)

(124)

(53)

    (Decrease)/increase in trade and other payables

(8)

7

(84)

    Net movement in provisions for liabilities and charges

(3)

6

Cash generated from operations

270

134

479

5 Cash and cash equivalents

 

30 June
2013
£ million

30 June
2012
£ million

31 Dec
2012
£ million

Cash at bank and in hand

27

22

23

Short-term bank deposits

5

1

 

32

23

23

Cash and bank overdrafts include the following for the purposes of the cashflow statement:

 

30 June
2013
£ million

30 June
2012
£ million

31 Dec
2012
£ million

Cash and cash equivalents

32

23

23

Bank overdrafts (Note 13)

(17)

(29)

(22)

 

15

(6)

1

6 Segmental reporting

(a) Revenue by segment

 

Total revenue

Inter-segment revenue

External revenue

 

6 months
ended
30 June
2013
£ million

6 months
ended
30 June
2012
£ million

Year ended
31 Dec
2012
£ million

6 months
ended
30 June
2013
£ million

6 months
ended
30 June
2012
£ million

Year ended
31 Dec
2012
£ million

6 months
ended
30 June
2013
£ million

6 months
ended
30 June
2012
£ million

Year
ended
31 Dec
2012
£ million

Americas

317

280

607

317

280

607

Europe, Middle East and Africa

277

280

627

1

277

280

626

Asia, Pacific and Australia

166

174

351

1

166

174

350

Eliminations

(2)

(2)

Group 

760

734

1,583

760

734

1,583

 

 

 

 

 

 

 

 

 

 

Local business

433

404

906

1

433

404

905

Power Projects

327

330

679

1

327

330

678

Eliminations

(2)

(2)

Group 

760

734

1,583

760

734

1,583

(i)

Inter-segment transfers or transactions are entered into under the normal commercial terms and conditions that would also be available to unrelated third parties.

(ii)

In September 2012 the Group announced a new organisational structure comprising three regions: Americas; Europe, the Middle East and Africa (EMEA) and Asia, Pacific and Australia (APAC). This new structure took effect from 1 January 2013. All prior year numbers have been restated in accordance with this new structure.


(b) Profit by segment

 

Trading profit pre intangible
asset amortisation

Amortisation of intangible assets
arising from business combinations

Trading profit

 

6 months
ended
30 June
2013
£ million

6 months
ended
30 June
2012
£ million

Year ended
31 Dec
2012
£ million

6 months
ended
30 June
2013
£ million

6 months
ended
30 June
2012
£ million

Year ended
31 Dec
2012
£ million

6 months
ended
30 June
2013
£ million

6 months
ended
30 June
2012
£ million

Year
ended
31 Dec
2012
£ million

Americas

69

57

133

(2)

(2)

(4)

67

55

129

Europe, Middle East and Africa

32

42

128

32

42

128

Asia, Pacific and Australia

56

60

125

(1)

56

60

124

Group 

157

159

386

(2)

(2)

(5)

155

157

381

 

  

 

 

  

 

 

  

 

 

Local business

64

54

175

(2)

(2)

(5)

62

52

170

Power Projects

93

105

211

93

105

211

Group 

157

159

386

(2)

(2)

(5)

155

157

381

 

 

Gain on sale of PPE

Operating profit

 

6 months
ended
30 June
2013
£ million

6 months
ended
30 June
2012
£ million

Year
ended
31 Dec
2012
£ million

6 months
ended
30 June
2013
£ million

6 months
ended
30 June
2012
£ million

Year
ended
31 Dec
2012
£ million

Americas 

1

2

68

55

131

Europe, Middle East and Africa

1

32

42

129

Asia, Pacific and Australia

1

1

1

57

61

125

Group 

2

1

4

157

158

385

  

  

 

 

  

 

 

Local business

2

1

4

64

53

174

Power Projects

93

105

211

Operating profit pre exceptional items

2

1

4

157

158

385

Exceptional items 

 

 

 

 

7 

Operating profit post exceptional items 

 

 

 

157

158

392

Finance costs – net

 

 

 

(13)

(12)

(25)

Profit before taxation 

  

  

  

144

146

367

Taxation

 

 

 

(39)

(38)

(91)

Profit for the period 

 

 

 

105

108

276

(c) Depreciation and amortisation by segment

 

6 months
ended
30 June
2013
£ million

6 months
ended
30 June
2012
£ million

Year
ended
31 Dec
2012
£ million

Americas

53

42

91

Europe, Middle East and Africa

53

40

88

Asia, Pacific and Australia

33

30

62

Group 

139

112

241

 

 

 

 

Local business

72

59

126

Power Projects

67

53

115

Group 

139

112

241

(d) Capital expenditure on property, plant and equipment and intangible assets by segment

 

6 months
ended
30 June
2013
£ million

6 months
ended
30 June
2012
£ million

Year
ended
31 Dec
2012
£ million

Americas

56

147

225

Europe, Middle East and Africa

35

102

168

Asia, Pacific and Australia

32

48

110

Group 

123

297

503

 

 

 

 

Local business

69

208

290

Power Projects

54

89

213

Group 

123

297

503

(i)

Capital expenditure comprises additions of property, plant and equipment (PPE) of £123 million (30 June 2012: £233 million, 31 December 2012: £440 million), acquisitions of PPE of £nil (30 June 2012: £48 million, 31 December 2012: £47 million) and acquisitions of other intangible assets of £nil (30 June 2012: £16 million, 31 December 2012: £16 million).

(ii)

The net book value of total Group disposals of PPE during the period were £5 million (30 June 2012: £3 million, 31 December 2012: £8 million).


(e) Assets/(liabilities) by segment

 

Assets

Liabilities

 

6 months
ended
30 June
2013
£ million

6 months
ended
30 June
2012
£ million

Year
ended
31 Dec
2012
£ million

6 months
ended
30 June
2013
£ million

6 months
ended
30 June
2012
£ million

Year
ended
31 Dec
2012
£ million

Americas 

918

865

881

(121)

(134)

(123)

Europe, Middle East and Africa

764

781

710

(172)

(223)

(166)

Asia, Pacific and Australia

449

475

478

(65)

(97)

(72)

Group 

2,131

2,121

2,069

(358)

(454)

(361)

 

 

 

 

 

 

 

Local business

1,160

1,176

1,137

(154)

(220)

(168)

Power Projects

971

945

932

(204)

(234)

(193)

Group

2,131

2,121

2,069

(358)

(454)

(361)

Tax and finance payable 

34

21

44

(110)

(74)

(106)

Derivative financial instruments 

19

11

(10)

(14)

(14)

Borrowings 

(567)

(672)

(594)

Retirement benefit obligation 

(2)

(1)

(4)

Total assets/(liabilities)
per balance sheet

2,184

2,142

2,124

(1,047)

(1,215)

(1,079)

7 Dividends

The dividends paid in the period were:

 

6 months
ended
30 June
2013

6 months
ended
30 June
2012

Year
ended
31 Dec
2012

Total dividend (£ million)

42

36

58

Dividend per share (pence)

15.63

13.59

21.87

An interim dividend in respect of 2013 of 9.11 pence (2012: 8.28 pence), amounting to a total dividend of £24 million (2012: £22 million) was proposed during the period. This interim dividend will be paid on 4 October 2013 to shareholders on the register on 6 September 2013, with an ex-dividend date of 4 September 2013.

8 Earnings per share

Basic earnings per share have been calculated by dividing the earnings attributable to ordinary shareholders by the weighted average number of shares in issue during the period, excluding shares held by the Employee Share Ownership Trusts which are treated as cancelled.

 

30 June
2013

30 June
2012

31 Dec
2012

Profit for the period (£ million)

105

108

276

Weighted average number of ordinary shares in issue (million)

267

264

265

Basic earnings per share (pence)

39.32

41.03

104.14

For diluted earnings per share, the weighted average number of ordinary shares in issue is adjusted to assume conversion of all potentially dilutive ordinary shares. These represent share options granted to employees where the exercise price is less than the average market price of the Company's ordinary shares during the period. The number of shares calculated as above is compared with the number of shares that would have been issued assuming the exercise of the share options.

 

30 June
2013

30 June
2012

31 Dec
2012

Profit for the period (£ million)

105

108

276

Weighted average number of ordinary shares in issue (million)

267

264

265

Adjustment for share options (million)

1

1

Diluted weighted average number of ordinary shares in issue (million)

267

265

266

Diluted earnings per share (pence)

39.27

40.91

103.86

Aggreko plc assesses the performance of the Group by adjusting earnings per share, calculated in accordance with IAS 33, to exclude items it considers to be non-recurring and believes that the exclusion of such items provides a better comparison of business performance. The calculation of earnings per ordinary share on a basis which excludes exceptional items is based on the following adjusted earnings:

 

30 June
2013
£ million

30 June
2012
£ million

31 Dec
2012
£ million

Profit for the period

105

108

276

Exclude exceptional items

(10)

Adjusted earnings

105

108

266

An adjusted earnings per share figure is presented below.

 

30 June
2013

30 June
2012

31 Dec
2012

Basic earnings per share pre-exceptional items (pence)

39.32

41.03

100.67

Diluted earnings per share pre-exceptional items (pence)

39.27

40.91

100.40

9 Taxation

The taxation charge for the period is based on an estimate of the Group's expected annual effective rate of tax for 2013 based on prevailing tax legislation at 30 June 2013. This is currently estimated to be 27.0% (2012: 26.0%).

10 Goodwill

 

30 June
2013

£ million

30 June
2012
(Restated)

£ million

31 Dec
2012
(Restated)

£ million

Cost 

 

 

 

Balance at beginning of period

145

65

65

Acquisition 

87

89

Fair value adjustments 

3

2

Exchange adjustments

2

(1)

(11)

At end of period 

147

154

145

 

 

 

 

Accumulated impairment losses 

 

 

 

 

Net book value at end of period 

147

154

145

During the period the Group has finalised the fair values of the net assets acquired from Poit Energia on 16 April 2012. Accordingly the fair values previously reported at 30 June 2012 and 31 December 2012 have been restated with an increase in goodwill and a corresponding decrease in property, plant and equipment of £2 million at December 2012 and £3 million at June 2012.

11 Property, plant and equipment

Six months ended 30 June 2013

 

Freehold properties
£ million

Short leasehold properties
£ million

Rental fleet
(Restated)
£ million

Vehicles, plant and equipment
£ million

Total
£ million

Cost

 

 

 

 

 

At 1 January 2013 (Restated, Note 10)

59

18

2,328

95

2,500

Exchange adjustments

2

93

1

96

Additions

5

1

111

6

123

Disposals

(2)

(24)

(4)

(30)

At 30 June 2013

64

19

2,508

98

2,689

 

 

 

 

 

 

Accumulated depreciation

 

 

 

 

 

At 1 January 2013

18

10

1,134

62

1,224

Exchange adjustments

1

47

1

49

Charge for the period

1

1

129

6

137

Disposals

(1)

(21)

(3)

(25)

At 30 June 2013

19

11

1,289

66

1,385

 

 

 

 

 

 

Net book values

 

 

 

 

 

At 30 June 2013

45

8

1,219

32

1,304

At 31 December 2012

41

8

1,194

33

1,276

Six months ended 30 June 2012 (Restated, Note 10

 

Freehold properties
£ million

Short leasehold properties
£ million

Rental fleet
(Restated)
£ million

Vehicles, plant and equipment
£ million

Total
£ million

Cost

 

 

 

 

 

At 1 January 2012

58

17

2,013

79

2,167

Exchange adjustments

(34)

(2)

(36)

Additions

1

1

220

11

233

Acquisitions

45

3

48

Fair value adjustments 

(3)

(3)

Disposals

(1)

(1)

(22)

(1)

(25)

At 30 June 2012

58

17

2,219

90

2,384

 

 

 

 

 

 

Accumulated depreciation

 

 

 

 

 

At 1 January 2012

17

9

998

56

1,080

Exchange adjustments

(15)

(1)

(16)

Charge for the period

1

1

103

5

110

Disposals

(1)

(1)

(19)

(1)

(22)

At 30 June 2012

17

9

1,067

59

1,152

 

 

 

 

 

 

Net book values

 

 

 

 

 

At 30 June 2012

41

8

1,152

31

1,232

At 31 December 2011

41

8

1,015

23

1,087

The 2012 comparatives have been restated for the final fair value adjustments arising on the acquisition of Poit Energia which totalled a £3 million reduction in rental fleet cost at 30 June 2012 and a £2 million reduction inrental fleet cost at 31 December 2012.

12 Trade and other receivables

 

30 June
2013
£ million

30 June
2012
£ million

31 Dec
2012
£ million

Trade receivables

366

398

356

Less: provision for impairment of receivables

(73)

(54)

(63)

Trade receivables – net

293

344

293

Prepayments

32

44

24

Accrued income

91

83

69

Other receivables

45

37

35

Total receivables

461

508

421

Provision for impairment of receivables

 

30 June
2013
£ million

30 June
2012
£ million

31 Dec
2012
£ million

Americas

40

31

38

Europe, Middle East and Africa

25

19

19

Asia, Pacific and Australia

8

4

6

Group

73

54

63

Local Business

9

9

10

Power Projects

64

45

53

Group

73

54

63

13 Borrowings

 

30 June
2013
£ million

30 June
2012
£ million

31 Dec
2012
£ million

Non-current

 

 

 

Bank borrowings

260

397

199

Private placement notes 

246

241

232

 

506

638

431

Current

 

 

 

Bank overdrafts

17

29

22

Bank borrowings

61

34

163

 

78

63

185

Total borrowings 

584

701

616

 

 

 

 

Short-term deposits

(5)

(1)

Cash at bank and in hand

(27)

(22)

(23)

Net borrowings 

552

678

593

Overdrafts and borrowings are unsecured.

The maturity of financial liabilities
The maturity profile of the borrowings was as follows:

 

30 June
2013
£ million

30 June
2012
£ million

31 Dec
2012
£ million

Within 1 year, or on demand

78

63

185

Between 1 and 2 years

234

Between 2 and 3 years

195

174

Between 3 and 4 years

26

164

25

Between 4 and 5 years

89

Greater than 5 years

196

240

232

 

584

701

616

During the period the Group refinanced £350 million of facilities.

Fair value estimation
The carrying value of non-derivative financial assets and liabilities, comprising cash and cash equivalents, trade and other receivables, trade and other payables and borrowings is considered to materially equate to their fair value. Derivative financial instruments, which are measured at fair value, comprise interest rate swaps representing a liability of £10 million categorised as level 2 and forward foreign currency contracts and options representing an asset of £19 million, which are considered to be level 1. The fair value of interest rate swaps is calculated at the present value of estimated future cash flows using market interest rates. The valuation techniques employed are consistent with the year end Annual Report. There are no financial instruments measured as level 3.

14 Provisions 

 

Reorganisation
and Poit
integration
£ million

At 1 January 2013

6

Utilised during period 

(3)

At 30 June 2013 

3

Analysis of total provisions

 

30 June
2013
£ million

30 June
2012
£ million

31 Dec
2012
£ million

Current

2

5

Non current

1

1

 

3

6

(i)

The provision for reorganisation and Poit integration at December 2012 comprised the estimated costs of the Group reorganisation in 2012 and also the integration of the Poit Energia acquisition into the Group. The provisions were generally in respect of professional fees, severance costs, relocation costs and travel expenses directly related to the reorganisation and integration. The provision remaining at 30 June 2013 relates to the Group reorganisation in 2012. The provision is expected to be fully utilised by the end of 2015.

 

15 Capital commitments

 

30 June
2013
£ million

30 June
2012
£ million

31 Dec
2012
£ million

Contracted but not provided for (property, plant and equipment)

25

45

13

16 Pension commitments

Analysis of movement in retirement benefit obligation in the period:

 

30 June
2013
£ million

30 June
2012
£ million

31 Dec
2012
£ million

At start of period

(4)

(6)

(6)

Income statement expense

(1)

(1)

(2)

Contributions

4

2

6

Net actuarial (loss)/gain

(1)

4

(2)

At end of period

(2)

(1)

(4)

17 Related party transactions

Transactions between the Group and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this note. There were no other related party transactions in the period.

18 Seasonality

The Group is subject to seasonality with the third quarter of the year being our peak demand period, accordingly revenue and profits have historically been higher in the second half of the year.