BOOT (HENRY) PLC — Interim / Quarterly Report 2016

Jun 30, 2016

HENRY BOOT PLC

UNAUDITED HALF-YEARLY RESULTS FOR THE SIX MONTHS ENDED 30 JUNE 2016

Henry Boot PLC ('Henry Boot', 'the Company' or 'the Group') (Ticker: BHY: Main market premium listing: FTSE: construction & materials), a company engaged in land development, property investment and development, and construction, announces its half-yearly results for the period ended 30 June 2016.

HIGHLIGHTS

		30 June 2016	30 June 2015	% change
•	Profit before tax	£20.8m	£14.0m	+48.6%
•	Earnings per share	11.9p	7.8p	+52.6%
•	Interim dividend	2.50p	2.30p	+8.7%
•	Net asset value per share	171p	160p	+6.9%
•	Property revaluation: (deficit)/surplus	(£1.1m)	£1.1m	—
•	Investment property disposal profits	£0.6m	£0.4m	—
•	Net debt	£56.2m	£55.4m	—

Commenting on the results, Chairman Jamie Boot said:

"I am very pleased to report that Henry Boot has performed strongly in the first half of 2016, concluding on some valuable strategic land sales in the period, and to see the larger commercial development schemes we have been preparing for some time are now finally on site.

"As announced on 8 June 2016, earlier than anticipated land sales, combined with continued progress on our commercial property developments meant that the Board concluded that profit before tax for the year ending 31 December 2016 would be comfortably ahead of market expectations at that time.

"The result of the EU referendum in June 2016 gave rise to widespread cautious predictions regarding future activity levels within the UK focused property and construction sectors. However, two months after the vote, the Board's expectations detailed in the Company's trading update on 8 June 2016 remain unchanged.

"Henry Boot PLC is inextricably connected to the UK property market, whether that be housebuilding, commercial development, construction or plant hire. Two months after the EU referendum, it is probably a little early to judge how the UK property market will react over the longer term, however, our experience is that the trading activity and any deals we had in progress are proceeding as envisaged and the future pipeline is coming to fruition as we would have expected.

"The completion of our commercial development pipeline in progress, largely already pre-let and/or pre-sold is likely to see the Group be cash generative over the next two years and, should the post referendum world prove to be more turbulent than we are experiencing at the moment, these internally generated funds should provide the resources to acquire competitively priced opportunities for the next cyclical growth phase."

For further information, please contact:

Henry Boot PLC

John Sutcliffe, Chief Executive Officer Darren Littlewood, Group Finance Director Tel: 0114 255 5444 www.henryboot.co.uk

Investec Bank plc Garry Levin Tel: 020 7597 5000 TooleyStreet Communications Fiona Tooley Mobile: 07785 703523 Tel: 0121 309 0099

CHAIRMAN'S STATEMENT

In my first Chairman's Statement I am very pleased to report that Henry Boot has performed strongly in the first half of 2016. As announced on 8 June 2016, earlier than anticipated land sales, combined with continued progress on our commercial property developments meant that the Board concluded that profit before tax for the year ending 31 December 2016 would be comfortably ahead of market expectations at that time.

The result of the EU referendum in June 2016 gave rise to widespread cautious predictions regarding future activity levels within the UK focused property and construction sectors. However, two months after the vote, the Board's expectations detailed in the Company's trading update on 8 June 2016 remain unchanged.

It is very pleasing to see the larger commercial development schemes we have been preparing for some time are now finally on site and also to conclude on some valuable strategic land sales in the period. Detailed comments relating to the progress made in each business segment are set out in the business review below.

Trading review

Revenue for the period increased to £107.3m (2015: £79.2m) as a result of higher land sales and increased property development activity, slightly offset by delayed construction turnover. The sale of owned land at Marston Moretaine, Bedfordshire, completed in the period and increased both turnover and cost of sales proportionately. Whilst construction turnover has been slower than anticipated in the first half of the year we expect this to be recovered through the second half. The decrease in fair value of investment properties arose from the increase in stamp duty land tax during the period and from a development property site impacted by the closure of a neighbouring tenant, offset by a valuation gain on a property which had a fixed value purchase clause which has now expired. Property development benefited from a number of active schemes with, in particular, positive contributions coming from sites at Markham Vale and York.

This additional activity resulted in an increase in operating profits of 59% at £21.1m (2015: £13.3m) with the contribution from the land disposal at Marston Moretaine being the single largest explanatory factor. Net finance costs were £0.7m (2015: nil) compared with last year which benefitted from returns on investments that were not repeated this year. This, together with the lower share of joint venture investment property valuation gains of £0.4m (2015: £0.7m), gave rise to a 49% increase in profit before tax of £20.8m (2015: £14.0m).

Retained earnings were £16.5m (2015: £11.2m), resulting in a 53% rise in earnings per share to 11.9p (2015: 7.8p).

Statement of financial position

Total non-current assets were £173.1m (31 December 2015: £170.7m). The difference arose from £1.8m (2015: £1.8m) of net investment in the plant hire fleet together with increased trade and other receivables relating to deferred land sale receipts partially offset by the sale of the Beeston retail investment in the period.

The significant uplift in inventories to £163.7m (31 December 2015: £138.9m) resulted from the continued increase in house building work in progress, property development work in progress and further investment in strategic land inventories to £111.7m (31 December 2015: £106.8m). The increase in trade receivables resulted from deferred receipts on land disposals. Cash and cash equivalents were £7.5m lower at £4.5m (31 December 2015: £12.0m) as cash receipts from land sales which concluded on 31 December 2015 were utilised. In summary, current assets were £20.4m higher at £225.8m (31 December 2015: £205.4m).

Current liabilities rose to £129.5m (31 December 2015: £116.6m) as current borrowings increased to £54.6m (31 December 2015: £42.8m). This increase is expected to reduce in the second half as we collect significant deferred land sale receipts and recover the design and planning fees on the Aberdeen scheme. We currently have a number of schemes in the active development phase and we are likely to retain a modest level of debt as these developments work through to completion.

Overall, net current assets were £96.3m (31 December 2015: £88.8m), supporting our strategy of investing in land inventories and, subsequently, increased receivables from land disposals. In addition, and in general terms, activity levels across the Group have been high through the first half and we expect this to continue through to the year end.

Non-current liabilities increased to £43.8m (31 December 2015: £37.9m) largely as a result of higher defined benefit pension scheme liabilities under IAS 19 at £25.6m (31 December 2015: £19.6m) caused primarily by a 0.8% decrease in the discount rate as long-term interest rates reduced, offset by a gain of £3.1m relating to experience adjustments arising from the latest actuarial valuation. Trade payables also increased to £9.7m (31 December 2015: £6.6m) as a result of deferred payments arising from land disposal agreements.

Retained earnings, offset by the increased pension deficit, saw net assets rise to £225.7m (31 December 2015: £221.5m) with net asset value per share at 171p (31 December 2015: 168p) as we successfully continue to increase shareholder value over the longer term.

Cash flows

Operating cash inflows before movements in working capital were £20.2m (2015: £9.9m). Working capital investment across all the Group's activities increased inventories, receivables and payables, resulting in working capital outflows of £29.3m (2015: £13.4m) which, in turn, meant that operations utilised funding of £9.0m (2015: £3.4m).

Interest paid of £0.6m (2015: £0.5m), tax paid of £4.4m (2015: £1.6m) and further net cash receipts from property investment of £5.8m, compared to net property investment of £7.5m in the previous period, resulted in net cash inflows from investing activities of £3.5m compared to 2015 when cash outflows were £7.8m.

Dividends paid in the period increased 12.3% to £6.4m (2015: £5.7m). Therefore, at 30 June 2016, net debt increased to £56.2m resulting in gearing of 25% (2015: net debt of £55.4m, gearing 26%). As noted above, it is anticipated that land and property receipts in the second half will reduce borrowings and gearing by the year end.

Dividend

The Board remains confident in the Group's prospects and as such has declared an 8.7% increase in the interim dividend to 2.5p (2015: 2.3p). This will be paid on 21 October 2016 to shareholders on the register at the close of business on 23 September 2016.

OPERATIONAL REVIEW

Land development

Hallam Land had a very strong start to the year, successfully completing six residential land sales before the EU referendum vote and exchanging on a further three sites which will complete in the second half of the year, including a six acre parcel of employment land in the Midlands. These sales were the key driver behind the Group's strong financial performance in the half year under review.

At 30 June 2016 Hallam held interests in 11,416 acres (December 2015: 11,061 acres), 1,740 acres owned, 2,606 acres under option and 7,070 under planning promotion agreements. Our accounting policy is to hold these land investments as inventory, at the lower of cost or net realisable value and, therefore, the assets do not benefit from unrealised valuation gains. The inventory value of these land holdings was £111.7m (December 2015: £106.8m) reflecting our continuing policy of investing in and promoting housing schemes through the planning process over the longer term.

It was pleasing to see 4,175 residential plots secure planning consent/minded to grant planning consent, during the period. At 30 June 2016, we have 15,183 consented residential plots available for sale (December 2015: 12,043 plots) across 47 sites, with a further 9,500 plots, the subject of planning applications in progress, across 18 sites.

The EU referendum vote on 23 June 2016 saw the UK house builders review land acquisition activity pending clarity on the housing market demand. Some two months on we have seen some land buying confidence return, with appetite for smaller scheme sizes with longer payment deferrals but at broadly maintained pricing levels. We expect these market conditions to continue until the implications of the referendum vote, with regard to the UK housing market, become clearer.

It remains to be seen how the UK's new Government leadership will manage the planning system. The early indications are that there will be little change and that the fiscal incentives towards the UK house building sector will be maintained. Home ownership is still much sought after in the UK and recent statistics have highlighted that, despite the last five years of increased planning consents and house building, housing need remains as high as ever. Further measures to improve the operation of the planning system, particularly in relation to the protracted time frame for Section 106 negotiations, would be welcome; it regularly takes six to nine months to negotiate a Section 106 legal agreement slowing the delivery of new homes.

The first half of the year was not only pleasing from a profit perspective; cash to be collected in the second half will provide the resources to make additional land purchases over coming months, especially if the economy softens, further replenishing our freehold stock as well as acquiring additional option and promotion agreements. With the majority of the sales for 2016 now contracted, we are looking ahead to completions in 2017 where we already have two sites at an advanced stage and are, post the referendum, in contract negotiations on a further six.

Property investment and development

The first half of 2016 saw good progress across a wide variety of commercial development projects with eight new schemes commencing on site during the period providing over 900,000 sq ft of space; with the majority already prelet and/or pre-sold. Demand for industrial and warehouse space remained robust with 225,000 sq ft of warehousing for the German automotive parts supplier, Bilstein, commencing on site and the completion of the pre-let and prefunded 480,000 sq ft warehouse to be occupied by Great Bear Distribution, achieved on time, in July 2016 at Markham Vale, our 200 acre business park on junction 29A of the M1.

Elsewhere, pre-let agreements went unconditional for a range of retail units in Livingston, Scotland, and Belper, Derbyshire, with both these developments expected to be completed late 2016 or early 2017. In addition, two office development schemes in the south east commenced on site, one comprising a 110,000 sq ft HQ building, pre-let to WS Atkins, and the other, a smaller speculative refurbishment and extension of a modern office building in Uxbridge.

Good progress has also been made on the development of the former Terry's Chocolate factory in York where the conversion of 170,000 sq ft of former multi-storey factory space to apartments, in partnership with a specialist residential developer, is well underway. The first phase of apartment sales commenced in June at values ahead of our initial expectation. Reservations are strong and have remained so after the EU referendum with further sales secured for completion in the second half of the year.

We completed a number of property sales during the period. These included: the sale of a 52,000 sq ft industrial unit in Thorne, Doncaster, which was pre-let earlier in the year, a 96,000 sq ft shopping precinct in Nottingham where we had completed a refurbishment and unit re-lettings, at the end of 2015, and two plot sales at Priory Park in Hull. Contracts have also been exchanged on several serviced plot sales for later in the year including; sales to hotel, pub and drive-thru operators in Livingston and the sale of a 4.9-acre car showroom site in Chesterfield.

In Aberdeen, where we are undertaking the forward funded development of an 800,000 sq ft exhibition and conference centre, the purchase of the development site completed in the period. As announced on 24 August 2016 development agreements are now unconditional with the letting of building contracts, and the £333m development has commenced on site with completion in 2019.

Additionally, moving towards the development phase is a 50 acre business park adjoining Southend Airport, which is being undertaken in partnership with Southend Borough Council. We have received a minded to grant planning consent and expect initial enabling works to start shortly. In Skipton, after securing a 56 acre mixed-use residential and employment planning permission in early 2016, we are now proceeding towards the development phase of the employment scheme and have agreed heads of terms for the sale of the consented residential land.

Stonebridge Projects completed 11 residential unit sales, at an average selling price of £306,000, in the period and has reservations for over 30 additional units into the second half year. The majority of their sales in 2016 will come from Victoria Gardens, the former Leeds Girls High School site, and Fox Valley, Stocksbridge, with both sites achieving good levels of visitor interest and sales. We continue to steadily build the land bank with three sites for 110 units secured in the first half of the year, supported by a new £5m work in progress borrowing facility. We also continue to secure options on a number of longer term strategic sites with over 360 units under our control at the half year. As reported by major house builders, our experience post the EU referendum vote is that demand, pricing and margins remain in line with the period up to the vote. Provided that confidence remains at a similar level moving forward, we are happy that we can continue to grow this business in line with our targets.

Construction

We have continued to build our order book following a good start to 2016, and have now secured our budgeted turnover for the year and are on track to deliver targeted profit levels. Encouragingly, we have also secured over 50% of next year's budgeted turnover, which, at this time of the year, is slightly ahead of our expectations. Our reputation for delivering high quality projects across a wide range of sectors, safely, on time and within budget, has enabled us to maintain workload in the housing, commercial, retail, health, education, leisure, industrial, civil engineering and custodial sectors.

We recently completed the £34m Fox Valley retail development for the Stocksbridge Regeneration Company Limited, which opened in June 2016. We also secured the first phase of the £35m Better Barnsley Town Centre Redevelopment for Barnsley Metropolitan Borough Council, and have commenced the pre-construction works. We are also delivering the Snowhill Retail Park, Wakefield, for Keir. Looking to the future, we secured a place on the new YORbuild2 framework. We previously delivered a good number of schemes under the existing YORbuild framework, including two schemes in progress for Leeds City Council; structural repairs to a number of tower blocks and the £7.7m, 45 unit extra care housing development in Yeadon. The higher education sector continues to provide good opportunities and we are currently delivering schemes for the University of Sheffield, University of Derby, University of Huddersfield and University of Lancaster. Furthermore, work on the new spa facility at the prestigious Rudding Park Hotel in Harrogate is progressing well.

We are into the fifth year of our six year framework with the Ministry of Justice Strategic Alliance Agreement for new build and refurbishment schemes for HM Prison Service, HM Court and Tribunals Service, National Probation Service and Forensic Science Service in the north of England, where we are currently delivering works on one project, having completed two schemes earlier this year, and expect to commence another scheme later this year. In the health sector, we have been successfully reappointed to the new Sheffield Teaching Hospitals framework, recently completing a helipad at the Northern General Hospital and refurbishing a ward at the Weston Park Hospital under the existing framework in the period. We also completed a 20 bed accommodation unit in Sheffield for the St Wilfrid's homeless charity and have secured a contract to build a 60 apartment extra care facility in Newark, which will commence in August 2016.

We continue to carry out civil engineering work through our involvement as a major supply chain partner on the 25 year Amey PFI Sheffield Streets Ahead scheme. In addition, we are seeing a number of opportunities from the Amey Black and Veatch Yorkshire Water AMP6 framework agreement. We recently secured the landscaping and infrastructure works at the Olympic Legacy Park at Don Valley for Sheffield City Council and our first scheme through the North West Construction Hub at Piccadilly Gardens for Manchester City Council.

The Group continues to retain a 61% stake in Road Link (A69), the PFI project to maintain the A69 trunk road between Newcastle and Carlisle. Road Link (A69), which has now completed 20 years of the 30-year contract with the Highways England, continues to trade in line with management's expectations.

Banner Plant continued to trade well through the first half of the year with turnover and profit slightly ahead of 2015. In particular, we saw strong departmental performances from; temporary site accommodation, access equipment and at our Ossett Power Tool unit which opened a year ago and is achieving similar results to our established tool hire units. Capital investment is in line with expectations and includes several new delivery vehicles, required to maintain efficient customer service. Post the EU referendum, so far, activity has continued in line with our expectations and the trading levels experienced in the first half year.

OUTLOOK

Henry Boot PLC is inextricably connected to the UK property market, whether that be housebuilding, commercial development, construction or plant hire. Two months after the EU referendum, it is probably a little early to judge how the UK property market will react over the longer term, however, our experience is that the trading activity and any deals we had in progress are proceeding as envisaged and the future pipeline is coming to fruition as we would have expected. The completion of our commercial development pipeline in progress, largely already pre-let and/or presold, is likely to see the Group be cash generative over the next two years and, should the post referendum world prove to be more turbulent than we are experiencing at the moment, these internally generated funds should provide the resources to acquire competitively priced opportunities for the next cyclical growth phase. Mindful of the challenges facing our industry after the result of the EU referendum, and taking into consideration the current market backdrop, we maintain a cautious outlook and as such the Board's expectations for the full year remain unchanged.

GROUP RISKS AND UNCERTAINTIES

The Directors set out, in the 2015 Financial Statements (and reproduced in note 14), the key risks that could have a material effect on our results. The Board does not consider that these risks, which were identified at the time, have changed materially since then. Despite concerns following the EU referendum the economic conditions across all our trading segments remain good and our trading performance in the first half year gives us confidence that we can meet our expectations for the year. We continue to have a strong portfolio of strategic land and development opportunities which are delivering profitability in line with appraisal forecasts. Our housing development land bank has grown to over 360 units, to be delivered over the next three to four years, and both footfall and reservations currently remain strong. These development opportunities, combined with the strategic land sites with planning permission on over 15,000 units, and a further 9,500 units in the planning pipeline, are held as inventory and valued accordingly. Profit is taken as developments progress and land sales complete. Subject to confidence in the investment market, we continue to have opportunities secured to allow us to continue to grow shareholder value, over both the short and long term, which remains our prime objective.

Jamie Boot

Chairman 25 August 2016

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (UNAUDITED)

for the half year ended 30 June 2016

	Half year	Half year	Year
	ended	ended	ended
	30 June	30 June	31 December
	2016	2015	2015
	Unaudited	Unaudited	Audited
	£'000	£'000	£'000
Revenue	107,333	79,242	176,186
Cost of sales	(75,032)	(57,560)	(122,855)
Gross profit	32,301	21,682	53,331
Other income	19	17	36
Administrative expenses	(8,752)	(8,091)	(17,235)
Pension expenses	(1,921)	(1,835)	(3,689)
	21,647	11,773	32,443
(Decrease)/increase in fair value of investment properties	(1,119)	1,148	(2,009)
Profit on sale of investment properties	557	356	747
Profit on sale of assets held for sale	—	16	485
Operating profit	21,085	13,293	31,666
Finance income	182	744	1,438
Finance costs	(839)	(735)	(1,617)
Share of profit of joint ventures	350	666	923
Profit before tax	20,778	13,968	32,410
Tax	(4,292)	(2,814)	(7,460)
Profit for the period from continuing operations	16,486	11,154	24,950
Other comprehensive (expense)/income not being reclassified to profit or loss in subsequent periods:
Revaluation of Group occupied property	—	—	100
Deferred tax on property revaluations	—	—	509
Actuarial (loss)/gain on defined benefit pension scheme	(7,224)	6,615	6,002
Deferred tax on actuarial loss/(gain)	1,301	(1,323)	(1,439)
Movement in fair value of cash flow hedge	—	16	16
Deferred tax on cash flow hedge	—	(4)	(4)
Total other comprehensive income/(expense) not being reclassified to profit or loss in subsequent periods	(5,923)	5,304	5,184
Total comprehensive income for the period	10,563	16,458	30,134

Profit for the period attributable to:
Owners of the Parent Company	15,761	10,287	23,041
Non-controlling interests	725	867	1,909
	16,486	11,154	24,950
Total comprehensive income attributable to:
Owners of the Parent Company	9,838	15,586	28,219
Non-controlling interests	725	872	1,915
	10,563 11.9p	16,458	30,134
Basic earnings per ordinary share for the profit attributable to owners of the Parent Company during the period		7.8p	17.5p
Diluted earnings per ordinary share for the profit attributable to owners of the Parent Company during the period	11.8p	7.7p	17.3p

CONSOLIDATED STATEMENT OF FINANCIAL POSITION (UNAUDITED)

as at 30 June 2016

	30 June	30 June	31 December
	2016	2015	2015
	Unaudited	Unaudited	Audited
	£'000	£'000	£'000
Assets
Non-current assets
Intangible assets	5,551	6,392	5,757
Property, plant and equipment	23,322	20,901	20,984
Investment properties	118,542	130,563	125,311
Investment in joint ventures and associates	4,940	2,033	3,790
Trade and other receivables	15,437	8,050	10,507
Deferred tax assets	5,354	5,149	4,323
	173,146	173,088	170,672
Current assets
Inventories	163,747	129,290	138,941
Trade and other receivables	57,568	53,108	54,448
Cash and cash equivalents	4,534	15,759	12,041
	225,849	198,157	205,430
Assets classified as held for sale	—	14,356	—
	225,849	212,513	205,430
Liabilities
Current liabilities
Trade and other payables	64,288	66,261	64,384
Current tax liabilities	3,301	2,529	3,636
Borrowings	54,628	61,345	42,836
Provisions	7,304	5,126	5,749
	129,521	135,261	116,605
Net Current Assets	96,328	77,252	88,825
Non-current liabilities
Trade and other payables	9,721	2,708	6,639
Borrowings	6,115	9,776	8,137
Retirement benefit obligations	25,564	20,157	19,577

Provisions	2,393	6,091	3,595
	43,793	38,732	37,948
Net Assets	225,681	211,608	221,549
Equity
Share capital	13,605	13,602	13,604
Property revaluation reserve	3,964	3,355	3,964
Retained earnings	202,741	188,665	197,895
Other reserves	4,561	4,524	4,548
Cost of shares held by ESOP trust	(458)	(348)	(345)
Equity attributable to owners of the Parent Company	224,413	209,798	219,666
Non-controlling interests	1,268	1,810	1,883
Total Equity	225,681	211,608	221,549

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (UNAUDITED)

for the half year ended 30 June 2016

		Attributable to owners of the Parent Company
					Cost of
		Property			shares held		Non
	Share revaluation		Retained Other		by ESOP		controlling	Total
	capital	reserve	earnings	reserves	trust	Total	interests	Equity
	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000
At 1 January 2015	13,592	3,355	177,664	4,425	(550)	198,486	1,988	200,474
Profit for the period	—	—	10,287	—	—	10,287	867	11,154
Other comprehensive income	—	—	5,292	7	—	5,299	5	5,304
Total comprehensive income	—	—	15,579	7	—	15,586	872	16,458
Equity dividends	—	—	(4,620)	—	—	(4,620)	(1,050)	(5,670)
Proceeds from shares issued	10	—	—	92	—	102	—	102
Proceeds on disposal of treasury shares	—	—	—	—	1	1	—	1
Share-based payments	—	—	42	—	201	243	—	243
	10	—	(4,578)	92	202	(4,274)	(1,050)	(5,324)
At 30 June 2015 (unaudited)	13,602	3,355	188,665	4,524	(348)	209,798	1,810	211,608

At 1 January 2015	13,592	3,355	177,664	4,425	(550)	198,486	1,988	200,474
Profit for the year	—	—	23,041	—	—	23,041	1,909	24,950
Other comprehensive income	—	609	4,563	6	—	5,178	6	5,184
Total comprehensive income	—	609	27,604	6	—	28,219	1,915	30,134
Equity dividends	—	—	(7,664)	—	—	(7,664)	(2,020)	(9,684)
Proceeds from shares issued	12	—	—	117	—	129	—	129
Proceeds on disposal of treasury shares	—	—	—	—	4	4	—	4
Share-based payments	—	—	291	—	201	492	—	492
	12	—	(7,373)	117	205	(7,039)	(2,020)	(9,059)
At 31 December 2015 (audited)	13,604	3,964	197,895	4,548	(345)	219,666	1,883	221,549
Profit for the period	—	—	15,761	—	—	15,761	725	16,486
Other comprehensive income	—	—	(5,923)	—	—	(5,923)	—	(5,923)
Total comprehensive income	—	—	9,838	—	—	9,838	725	10,563
Equity dividends	—	—	(5,016)	—	—	(5,016)	(1,340)	(6,356)

At 30 June 2016 (unaudited)	13,605	3,964	202,741	4,561	(458)	224,413	1,268	225,681
	1	—	(4,992)	13	(113)	(5,091)	(1,340)	(6,431)
Share-based payments	—	—	24	—	233	257	—	257
Purchase of treasury shares	—	—	—	—	(346)	(346)	—	(346)
Proceeds from shares issued	1	—	—	13	—	14	—	14

CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)

for the half year ended 30 June 2016

	Half year	Half year	Year
	ended	ended	ended
	30 June	30 June	31 December
	2016	2015	2015
	Unaudited	Unaudited	Audited
	£'000	£'000	£'000
Cash flows from operating activities
Cash (used by)/generated from operations	(9,039)	(3,448)	5,208
Interest paid	(612)	(524)	(1,074)
Tax paid	(4,358)	(1,614)	(3,934)
Net cash flows from operating activities	(14,009)	(5,586)	200
Cash flows from investing activities
Purchase of intangible assets	(521)	(358)	(420)
Purchase of property, plant and equipment	(1,326)	(509)	(1,731)
Purchase of investment property	(1,484)	(11,958)	(13,561)
Purchase of investment in joint ventures and associates	(800)	—	(1,500)
Proceeds on disposal of property, plant and equipment	191	104	325
Proceeds on disposal of investment properties	7,324	4,213	7,791
Proceeds on disposal of assets held for sale	—	285	15,275
Interest received	66	415	701
Net cash flows from investing activities	3,450	(7,808)	6,880
Cash flows from financing activities
Proceeds from shares issued	14	102	129
Purchase of treasury shares	(346)	—	—
Proceeds on disposal of treasury shares	—	1	4
Decrease in borrowings	(10,322)	(35,020)	(65,408)
Increase in borrowings	20,064	60,393	75,571
Dividends paid – ordinary shares	(5,006)	(4,610)	(7,643)
– non-controlling interests	(1,340)	(1,050)	(2,020)
– preference shares	(10)	(10)	(21)
Net cash flows from financing activities	3,054	19,806	612
Net (decrease)/increase in cash and cash equivalents	(7,505)	6,412	7,692
Net cash and cash equivalents at beginning of period	12,039	4,347	4,347
Net cash and cash equivalents at end of period	4,534	10,759	12,039
Analysis of net debt:
Cash and cash equivalents	4,534	15,759	12,041
Bank overdrafts	—	(5,000)	(2)
Net cash and cash equivalents	4,534	10,759	12,039
Bank loans	(52,390)	(57,451)	(42,389)
Government loans	(8,353)	(8,670)	(8,582)
Net debt	(56,209)	(55,362)	(38,932)

NOTES TO THE CONDENSED FINANCIAL STATEMENTS

for the half year ended 30 June 2016

1. GENERAL INFORMATION

The Company is a public limited company, listed on the London Stock Exchange and incorporated and domiciled in the United Kingdom. The address of its registered office is Banner Cross Hall, Ecclesall Road South, Sheffield, United Kingdom, S11 9PD.

The financial information set out above does not comprise statutory accounts within the meaning of Section 434 of the Companies Act 2006 and is neither audited nor reviewed. The Financial Statements for the year ended 31 December 2015, which were prepared under IFRS as adopted by the European Union, have been reported on by the Group's auditors and delivered to the Registrar of Companies. The Independent Auditors' Report was unqualified and did not contain any statement under Section 498 of the Companies Act 2006.

2. BASIS OF PREPARATION AND ACCOUNTING POLICIES

The half-yearly financial information has been prepared in accordance with the Disclosure and Transparency Rules of the Financial Conduct Authority and with IAS 34 'Interim Financial Reporting' as adopted by the European Union.

The Company meets its day-to-day working capital requirements through a secured loan facility, which includes an overdraft facility. The facility was renewed with effect from 17 February 2015, with a renewal date of 17 February 2018 and an option to extend the facility by one year, each year, for the following two years occurring on the anniversary of the facility. On 17 February 2016 we exercised our option to extend the facilities by one year to 17 February 2019.

The current economic conditions create uncertainty for all businesses over a number of risk areas. As part of their regular going concern review, the Directors specifically address all the risk areas that they consider material to the assessment of going concern. The Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future and thus they continue to adopt the going concern basis of accounting in preparing the half-yearly financial information.

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

In preparing these half-yearly financial statements, the significant judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated Financial Statements for the year ended 31 December 2015.

Following the EU Referendum concerns have been noted about the potential impact the outcome may have on property valuations. At this point it is not possible to assess the effect of this decision due to the lack of comparable transactions in the market place and these will take time to filter through into valuations. However, at this stage, our initial impression of current market transactions is that any impact will be minimal.

The half-yearly financial information has been prepared using the same accounting policies and methods of computation as compared with the annual Financial Statements for the year ended 31 December 2015, except for as described below:

The following standards and interpretations are mandatory for the first time for the financial year ending 31 December 2016:

		Effective from
Annual improvements (issued 2013)	'Annual Improvements to IFRSs 2010–2012 Cycle'	1 July 2014#
Annual improvements (issued 2014)	'Annual Improvements to IFRSs 2012–2014 Cycle'	1 January 2016
IAS 1 (amended 2014)	'Disclosure Initiative'	1 January 2016
IAS 16 and IAS 38 (amended 2014)	'Clarification of Acceptable Methods of Depreciation and Amortisation'	1 January 2016
IAS 16 and IAS 41 (amended 2014)	'Bearer Plants'	1 January 2016
IAS 19 (amended 2014)	'Employee Benefits'	1 July 2014#
IAS 27 (amended 2014)	'Equity Method in Separate Financial Statements'	1 January 2016
IFRS 11 (amended 2014)	'Accounting for Acquisitions of Interests in Joint Operations'	1 January 2016

Mandatory for annual periods beginning on or after 1 February 2015.

The adoption of these standards and interpretations has not had a significant impact on the Group.

The Group did not early adopt any new or amended standards and does not plan to early adopt any of the standards issued but not yet effective or mandatory.

3. SEGMENT INFORMATION

For the purpose of the Board making strategic decisions, the Group is currently organised into three operating segments: Property investment and development; Land development; and Construction. Group overheads are not a reportable segment; however, information about them is considered by the Board in conjunction with the reportable segments.

Operations are carried out entirely within the United Kingdom.

Inter-segment sales are charged at prevailing market prices.

The accounting policies of the reportable segments are the same as the Group's accounting policies as detailed above.

Segment profit represents the profit earned by each segment before tax and is consistent with the measure reported to the Group's Board for the purpose of resource allocation and assessment of segment performance.

		Half year ended 30 June 2016 Unaudited
	Property
	investment
	and	Land		Group
	development	development	Construction	overheads	Eliminations	Total
Revenue	£'000	£'000	£'000	£'000	£'000	£'000
External sales	39,390	30,036	37,907	—	—	107,333
Inter-segment sales	161	—	2,291	327	(2,779)	—
Total revenue	39,551	30,036	40,198	327	(2,779)	107,333
Operating profit/(loss)	5,371	13,358	4,545	(2,189)	—	21,085
Finance income	668	599	612	3,949	(5,646)	182
Finance costs	(3,413)	(1,035)	(236)	(1,626)	5,471	(839)
Share of profit of joint ventures	350	—	—	—	—	350
Profit/(loss) before tax	2,976	12,922	4,921	134	(175)	20,778
Tax	(773)	(2,550)	(944)	(2)	(23)	(4,292)
Profit/(loss) for the period	2,203	10,372	3,977	132	(198)	16,486

		Half year ended 30 June 2015 Unaudited
	Property
	investment
	and	Land		Group
	development	development	Construction	overheads	Eliminations	Total
Revenue	£'000	£'000	£'000	£'000	£'000	£'000
External sales	12,382	21,628	45,232	—	—	79,242
Inter-segment sales	160	—	7,179	333	(7,672)	—
Total revenue	12,542	21,628	52,411	333	(7,672)	79,242
Operating profit/(loss)	3,801	6,884	4,342	(1,734)	—	13,293
Finance income	997	327	794	3,998	(5,372)	744
Finance costs	(3,434)	(756)	(235)	(1,602)	5,292	(735)
Share of losses of joint ventures	666	—	—	—	—	666

Profit before tax	2,030	6,455	4,901	662	(80)	13,968
Tax	(302)	(1,307)	(1,023)	(182)	—	(2,814)
Profit for the period	1,728	5,148	3,878	480	(80)	11,154

		Year ended 31 December 2015 Audited
	Property
	investment
	and	Land		Group
	development	development	Construction	overheads	Eliminations	Total
Revenue	£'000	£'000	£'000	£'000	£'000	£'000
External sales	49,939	46,706	79,541	—	—	176,186
Inter-segment sales	320	—	11,076	643	(12,039)	—
Total revenue	50,259	46,706	90,617	643	(12,039)	176,186
Operating profit/(loss)	7,346	20,039	8,930	(4,649)	—	31,666
Finance income	2,135	666	1,394	18,168	(20,925)	1,438
Finance costs	(6,916)	(1,637)	(422)	(3,391)	10,749	(1,617)
Share of profit of joint ventures	923	—	—	—	—	923
Profit/(loss) before tax	3,488	19,068	9,902	10,128	(10,176)	32,410
Tax	(1,583)	(3,864)	(2,108)	98	(3)	(7,460)
Profit/(loss) for the year	1,905	15,204	7,794	10,226	(10,179)	24,950

	30 June	30 June	31 December
	2016	2015	2015
	Unaudited	Unaudited	Audited
	£'000	£'000	£'000
Segment assets
Property investment and development	202,241	201,295	193,445
Land development	151,803	126,173	136,491
Construction	32,081	34,809	27,013
Group overheads and other	2,982	2,416	2,789
	389,107	364,693	359,738
Unallocated assets
Deferred tax assets	5,354	5,149	4,323
Cash and cash equivalents	4,534	15,759	12,041
Total assets	398,995	385,601	376,102
Segment liabilities
Property investment and development	16,535	12,656	19,334
Land development	29,345	21,415	20,865
Construction	35,125	43,947	37,217
Group overheads and other	2,701	2,168	2,951
	83,706	80,186	80,367
Unallocated liabilities
Current tax liabilities	3,301	2,529	3,636
Current borrowings	54,628	61,345	42,836
Non-current borrowings	6,115	9,776	8,137
Retirement benefit obligations	25,564	20,157	19,577
Total liabilities	173,314	173,993	154,553

4. EARNINGS PER ORDINARY SHARE

Earnings per ordinary share is calculated on the weighted average number of shares in issue. Diluted earnings per ordinary share is calculated on the weighted average number of shares in issue adjusted for the effects of any dilutive potential ordinary shares.

5. DIVIDENDS

	Half year	Half year	Year
	ended	ended	ended
	30 June	30 June	31 December
	2016	2015	2015
	Unaudited	Unaudited	Audited
	£'000	£'000	£'000
Amounts recognised as distributions to equity holders in period:
Preference dividend on cumulative preference shares	10	10	21
Interim dividend for the year ended 31 December 2015 of 2.30p per share (2014: 2.10p)	—	—	3,033
Final dividend for the year ended 31 December 2015 of 3.80p per share (2014: 3.50p)	5,006	4,610	4,610
	5,016	4,620	7,664

An interim dividend amounting to £3,296,000 (2015: £3,036,000) will be paid on 21 October 2016 to shareholders whose names are on the register at the close of business on 23 September 2016. The proposed interim dividend has not been approved at the date of the Consolidated Statement of Financial Position and so has not been included as a liability in these Financial Statements.

1. TAX

	Half year	Half year	Year
	ended	ended	ended
	30 June	30 June	31 December
	2016	2015	2015
	Unaudited	Unaudited	Audited
	£'000	£'000	£'000
Current tax:
UK corporation tax on profits for the year	4,105	2,119	5,721
Adjustment in respect of earlier years	(82)	48	(127)
Total current tax	4,023	2,167	5,594
Deferred tax:
Origination and reversal of temporary differences	269	647	1,512
Adjustment in respect of change in UK corporation tax rate	—	—	354
Total deferred tax	269	647	1,866
Total tax	4,292	2,814	7,460

Corporation tax is calculated at 20.00% (2015: 20.25%) of the estimated assessable profit for the period being management's estimate of the weighted average corporation tax rate for the period.

Deferred tax balances at the period end have been measured at 18% (June 2015: 20%), being the rate expected to be applicable at the date the actual tax will arise.

7. INVESTMENT PROPERTIES

	Investment
	property	Completed
	under	investment
Total	construction	property

	£'000	£'000	£'000
Fair value
At 1 January 2015	99,117	42,443	141,560
Subsequent expenditure on investment property	377	11,514	11,891
Capitalised letting fees	26	41	67
Amortisation of capitalised letting fees	(5)	(4)	(9)
Disposals	(1,877)	(1,842)	(3,719)
Transfers to assets held for sale	(1,258)	(13,098)	(14,356)
Transfer to inventories	(154)	(5,865)	(6,019)
Transfers within investment property	8,761	(8,761)	—
(Decrease)/increase in fair value in year	(515)	1,663	1,148
At 30 June 2015 (unaudited)	104,472	26,091	130,563
Adjustment in respect of tenant incentives	2,483	—	2,483
Adjustment in respect of tax benefits	(655)	—	(655)
Market value at 30 June 2015	106,300	26,091	132,391
Fair value
At 1 January 2015	99,117	42,443	141,560
Subsequent expenditure on investment property	1,602	11,731	13,333
Capitalised letting fees	91	137	228
Amortisation of capitalised letting fees	(45)	(7)	(52)
Disposals	(1,879)	(4,929)	(6,808)
Transfers to assets held for sale	(1,351)	(11,812)	(13,163)
Transfer to inventories	(504)	(7,274)	(7,778)
Transfers within investment property	7,292	(7,292)	—
Decrease in fair value in year	(629)	(1,380)	(2,009)
At 31 December 2015 (audited)	103,694	21,617	125,311
Subsequent expenditure on investment property	1,167	234	1,401
Capitalised letting fees	21	62	83
Amortisation of capitalised letting fees	(18)	—	(18)
Disposals	(6,767)	—	(6,767)
Transfer to inventories	(349)	—	(349)
Increase/(decrease) in fair value in year	382	(1,501)	(1,119)
At 30 June 2016 (unaudited)	98,130	20,412	118,542
Adjustment in respect of tenant incentives	2,234	—	2,234
Market value at 30 June 2016	100,364	20,412	120,776

At 30 June 2016, the Group had entered into contractual commitments for the acquisition and repair of investment property amounting to £7,764,000 (31 December 2015: £776,000).

8. BORROWINGS

	Half year	Half year	Year
	ended	ended	ended
	30 June	30 June	31 December
	2016	2015	2015
	Unaudited	Unaudited	Audited
	£'000	£'000	£'000
Bank overdrafts	—	5,000	2
Bank loans	52,390	57,451	42,389
Government loans	8,353	8,670	8,582
	60,743	71,121	50,973

Movements in borrowings are analysed as follows:

	£'000
At 1 January 2016	50,973
Secured bank loans	20,064
Repayment of secured bank loans	(10,063)
Repayment of Government loans	(229)
Movement in bank overdrafts	(2)
At 30 June 2016	60,743

9. PROVISIONS FOR LIABILITIES AND CHARGES

Since 31 December 2015 the following movements on provisions for liabilities and charges have occurred:

• the road maintenance provision represents management's best estimate of the Group's liability under a five-year rolling programme for the maintenance of the Group's PFI asset. During the period additional provisions of £377,000 have been made, all of which were due to normal operating procedures; and
• the Land development provision represents management's best estimate of the Group's liability to provide infrastructure and service obligations, which remain with the Group following the disposal of land. During the period £354,000 has been utilised and additional provisions of £216,000 have been made.

10. DEFINED BENEFIT PENSION SCHEME

The main financial assumptions used in the valuation of the liabilities of the scheme under IAS19 are:

	30 June 2016	30 June	31 December
		2015	2015
	%	%	%
Retail Prices Index 'Jevons' (RPIJ)	2.05	2.30	2.30
Consumer Prices Index (CPI)	1.75	2.00	2.00
Pensionable salary increases	1.00	1.00	1.00
Rate in increase to pensions in payment liable for Limited Price Indexation (LPI)	2.05	2.30	2.30
Revaluation of deferred pensions	1.75	2.00	2.00
Liabilities discount rate	3.00	3.80	3.80

Amounts recognised in the Consolidated Statement of Comprehensive Income in respect of the scheme are as follows:

	Half year	Half year	Year
	ended	ended	Ended
	30 June	30 June	31 December
	2016	2015	2015
	Unaudited	Unaudited	Audited
	£'000	£'000	£'000
Service cost:
Current service cost	573	636	1,308
Ongoing scheme expenses	284	193	328
Settlement gain	—	(8)	(8)
Net interest expense	353	486	951
Pension Protection Fund	63	73	118
Pension expenses recognised in profit or loss	1,273	1,380	2,697
Remeasurement on the net defined benefit liability:
Return on plan assets (excluding amounts included in net interest expense)	(5,535)	(1,434)	723

Actuarial gains arising from changes in demographic assumptions	—	—	(1,338)
Actuarial losses/(gains) arising from changes in financial assumptions	15,836	(5,181)	(5,387)
Actuarial gains arising from experience adjustments	(3,077)	—	—
Actuarial losses/(gains) recognised in other comprehensive income	7,224	(6,615)	(6,002)
Total	8,497	(5,235)	(3,305)

The amount included in the Statement of Financial Position arising from the Group's obligations in respect of the scheme is as follows:

	Half year	Half year	Year
	ended	ended	ended
	30 June	30 June	31 December
	2016	2015	2015
	Unaudited	Unaudited	Audited
	£'000	£'000	£'000
Present value of scheme obligations	182,547	171,620	170,214
Fair value of scheme assets	(156,983)	(151,463)	(150,637)
	25,564	20,157	19,577

11. RELATED PARTY TRANSACTIONS

There have been no material transactions with related parties during the period.

There have been no material changes to the related party arrangements as reported in note 29 to the Annual Report and Financial Statements for the year ended 31 December 2015.

Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this note.

12. SHARE CAPITAL

	Half year	Half year	Year
	ended	ended	ended
	30 June	30 June	31 December
	2016	2015	2015
	Unaudited	Unaudited	Audited
	£'000	£'000	£'000
400,000 5.25% cumulative preference shares of £1 each (31 December 2015: 400,000)	400	400	400
132,048,862 ordinary shares of 10p each (31 December 2015: 132,041,358)	13,205	13,202	13,204
	13,605	13,602	13,604

13. CASH GENERATED FROM OPERATIONS

	Half year	Half year	Year
	ended	ended	ended
	30 June	30 June	31 December
	2016	2015	2015
	Unaudited	Unaudited	Audited
	£'000	£'000	£'000
Profit before tax	20,778	13,968	32,410
Adjustments for:
Amortisation of PFI asset	625	597	1,193
Goodwill impairment	102	102	203
Depreciation of property, plant and equipment	1,950	1,747	3,637
Impairment gain on land and buildings	—	—	(10)
Revaluation decrease/(increase) in investment properties	1,119	(1,148)	2,009

Amortisation of capitalised letting fees	18	9	52
Share-based payment expense	257	243	492
Pension scheme credit	(1,234)	(1,386)	(2,579)
Gain on disposal of assets held for sale	—	(16)	(485)
Gain on disposal of property, plant and equipment	(276)	(88)	(296)
Gain on disposal of investment properties	(557)	(356)	(747)
Finance income	(182)	(744)	(1,438)
Finance costs	839	735	1,617
Share of profit of joint ventures	(350)	(666)	(923)
Operating cash flows before movements in equipment held for hire	23,089	12,997	35,135
Purchase of equipment held for hire	(3,418)	(3,214)	(4,057)
Proceeds on disposal of equipment held for hire	542	145	334
Operating cash flows before movements in working capital	20,213	9,928	31,412
Increase in inventories	(24,458)	(5,814)	(13,706)
Increase in receivables	(7,934)	(5,927)	(9,381)
Increase/(decrease) in payables	3,140	(1,635)	(3,117)
Cash (used by)/generated from operations	(9,039)	(3,448)	5,208

14. KEY RISKS

In common with all organisations, the Group faces risks which may affect its performance. These are general in nature and include: obtaining business on competitive terms, retaining key personnel, successful integration of new business streams and market competition.

The Group operates a system of internal control and risk management in order to provide assurance that it is managing risk whilst achieving our business objectives. No system can fully eliminate risk and therefore the understanding of operational risk is central to the management process within Henry Boot. The long-term success of the Group depends on the continual review, assessment and control of the key business risks it faces.

The Directors have, and continue to, review the potential impact of the EU referendum. We believe that the Group worked hard in the first half year to mitigate any potential downside risks that might have arisen following the referendum and we believe we are well placed to manage any further downside risk that may arise.

The Directors do not consider that the principal risks and uncertainties have changed since the publication of the Annual Report for the year ended 31 December 2015 and we expect these principal risks and uncertainties to remain applicable for the remaining six months of the year. To enable shareholders to appreciate what the business considers are the main operational risks, they are briefly outlined below:

Health & Safety

• Inherent risk within construction activity.

Construction

• Increased cost and lower availability of skilled labour, subcontractors and building materials.

Environmental

• The Group is inextricably linked to the property sector and environmental considerations are paramount to our success.
• Stricter environmental legislation will increase development and house building costs and therefore could impact on profitability if capital and land values do not increase to reflect more efficient energy performance.

Development

• Not developing marketable assets for both tenants and the investment market on time and cost-effectively.

• Rising market yields on completion making development uneconomic.
• Construction and tenant risk which is not matched by commensurate returns on development projects.

Land

• The inability to source, acquire and promote land would have a detrimental effect on the Group's strategic land bank and income stream.
• A dramatic change in house builder funding sentiment and demand for housing can have a marked change on the demand and pricing profile for land.

Planning

• Increased complexity, cost and delay in the planning process may slow down the project pipeline.
• Changes in Government or Government policy towards planning policies could impact on the speed of the planning consent process or the value of sites.

Economic

• The Group operates solely in the UK and is closely allied to the real estate, house building and construction sectors. A strong economy with strong tenant demand is vital to create long-term growth in rental and asset values, whilst at the same time creating a healthy market for the construction and plant hire divisions.

Personnel

• Attraction and retention of the highest calibre people with the appropriate experience is crucial to our longterm growth in the highly competitive labour markets in which the Group works.

Treasury

• The lack of readily available funding to either the Group or third parties to undertake property transactions can have a significant impact on the marketplace in which the Group operates.

Investments

• Identifying and retaining assets which have the best opportunity for long-term rental and capital growth, or conversely selling those assets where capital values have been maximised.

Interest rates

• Significant upward changes in interest rates affect interest costs, yields and asset prices and reduce demand for commercial and residential property.

Counterparty

• Depends on the stability of customers, suppliers, funders and development partners to achieve success.

Pension

• The Group operates a defined benefit pension scheme which has been closed to new members for 12 years. Whilst the Trustees have a prudent approach to the mix of both return-seeking and fixed- interest assets, times of economic instability can have an impact on those asset values with the result that the reported pension deficit increases. Furthermore, the relationship between implied inflation and long-term gilt yields has a major impact on the pension deficit and the business has little control over those variables.

15. APPROVAL

At the Board meeting on 24 August 2016 the Directors formally approved the issue of these statements.

RESPONSIBILITY STATEMENTS OF THE DIRECTORS

The Directors confirm that these condensed interim financial statements have been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union and that the interim management report includes a fair review of the information required by DTR 4.2.7 and DTR 4.2.8, namely:

• an indication of important events that have occurred during the first six months and their impact on the condensed set of financial statements, and a description of the principal risks and uncertainties for the remaining six months of the financial year; and
• material related-party transactions in the first six months and any material changes in the related-party transactions described in the last annual report.

The Directors of Henry Boot PLC are listed in the Henry Boot PLC Annual Report for the year ended 31 December 2015. A list of current Directors is maintained on the Henry Boot PLC Group website: www.henryboot.co.uk.

On behalf of the Board

J T SUTCLIFFE
Director
24 August 2016

D L LITTLEWOOD Director 24 August 2016