Interim / Quarterly Report • Aug 11, 2014
Interim / Quarterly Report
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| Board Report | 3 |
|---|---|
| Consolidated interim financial statements 2014 | 22 |
| Consolidated statement of comprehensive income | 23 |
| Consolidated statement of financial position | 26 |
| Consolidated statement of changes in equity | 28 |
| Consolidated statement of cash flows | 30 |
| Notes to the consolidated interim financial statements | 32 |
| Review report | 49 |
Fugro creates value by acquiring and interpreting Earth and engineering data and providing associated consulting services to support clients with their design and construction of infrastructure and buildings. Fugro also supports clients with the installation, repair and maintenance of their subsea infrastructure.
Fugro works around the globe, predominantly in energy and infrastructure markets offshore and onshore employing approximately 13,500 employees in over sixty countries. In 2013 Fugro's revenue amounted to € 2.4 billion; Fugro is listed on Euronext Amsterdam and is included in the AEX-index.
This announcement may contain forward-looking statements. Forward-looking statements are statements that are not historical facts, including (but not limited to) statements expressing or implying Fugro's beliefs, expectations, intentions, forecasts, estimates or predictions (and the assumptions underlying them). Forward-looking statements necessarily involve risks and uncertainties. The actual future results and situations may therefore differ materially from those expressed or implied in any forward-looking statements. Such differences may be caused by various factors (including, but not limited to, developments in the oil and gas industry and related markets, currency risks and unexpected operational setbacks).
Any forward-looking statements contained in this announcement are based on information currently available to Fugro's management. Fugro assumes no obligation to in each case make a public announcement if there are changes in that information or if there are otherwise changes or developments in respect of the forward-looking statements in this announcement.
Paul van Riel, CEO: 'The particularly poor first quarter was followed by a much stronger quarter for the Geotechnical and Survey divisions. In the Subsea division, we are seeing a continued positive development of the margin when discounting for two exceptional incidents. In the second quarter the main disappointment were the high losses in the Geoscience division due to a weakened market and mobilisation delays in Seabed Geosolutions. A positive in the period was that Fugro further strengthened its position in emerging economies by completing the acquisition of two companies in Africa.
We are facing a weakened oil and gas market, related to delays in large capital projects, and hence we have stepped up cost reduction and performance improvement initiatives at underperforming parts of our business. In our strategy implementation we are focusing on creating shareholder value by giving priority to margin and return on capital employed.
The actions currently being taken should further improve margin levels in the coming quarters and will position Fugro well to resume our growth initiatives when reserve replacement starts to come back on the agenda of the oil and gas companies.'
The information in this report is unaudited
| Reported (x EUR million) | HY 2014 | HY 2013 |
|---|---|---|
| Revenue1 | 1,186.9 | 1,167.9 |
| reported growth | 1.6% | |
| currency comparable growth2 | 6.2% | |
| EBIT excluding impairment and write-offs | 24.9 | 133.1 |
| EBIT margin excluding impairments and write-offs | 2.1% | 11.4% |
| Net result3 | (267.7) | 109.4 |
| Net result (including discontinued operations) 3 | (270.6) | 314.3 |
| Cash flow from operating activities | 93.4 | 62.9 |
| Capex | 134.2 | 139.0 |
| Capital employed | 2,491.7 | 2,828.7 |
| Return on capital employed | (5.9%) | 8.4% |
| Net debt/ EBITDA (last 12 months) | 2.32 | 1.29 |
| Backlog remainder of the year | 1,210 | 1,083 |
| Excluding multi-client | HY 2014 | HY 2013 |
|---|---|---|
| Revenue (x EUR million) | 1,151.8 | 1,113.8 |
| reported growth | 3.4% | |
| currency comparable growth2 | 7.9% | |
| EBIT margin excluding impairments and write-offs | 2.6% | 10.4% |
| EBIT margin | (17.2%) | 10.4% |
| Return on capital employed | (3.4%) | 8.4% |
1 multi-client sales HY 2013: excluding sales in January 2013 (EUR 13 million) which were reported as discontinued
2 reported revenue adjusted for exchange rate effect (including any revenue impact from acquisitions and/or disposals) 3 profit for the period attributable to owners of the company
Refer to page 19 for a further explanation on the presentation of results
The oil and gas market, from which Fugro generates around 75% of its revenue, has moved from a phase with emphasis on reserve replacement into a phase with emphasis on capital discipline. Oil companies, in particular the major international oil companies, are scrutinising their longer term projects and the growth of E&P spending by these companies has slowed. This is impacting certain business areas of Fugro, where it is resulting in project delays and even a few cancellations, more uncertainty on timing of project awards and start-up and price pressure. Fugro is countering these developments with stepped up emphasis on performance improvement. In addition, significant weakening of the seismic market is resulting in a drop in sales and significant reduction of profitability of the multi-client business.
The other important market for Fugro is infrastructure. The outlook for this market is unchanged: no or low growth in Europe and North America and good opportunities in the emerging economies. In the infrastructure market, Fugro continues with its growth plans.
To deal with the margin pressure resulting from the changes in the oil and gas market, Fugro has stepped up its performance improvement initiatives. Underperforming parts of divisions are identified and will be fixed, disposed of, or closed down. The following initiatives are in progress:
Fugro is reviewing elements of its strategy and will report on this at the upcoming Capital Markets Day in October. Key elements under consideration are:
The Australian company Roames specialises in high-resolution mapping services and solutions for the electric power distribution sector. With this acquisition, Fugro acquired advanced technology that can be used to build improved, cost efficient 3D mapping solutions also for additional business areas, and internationally. This acquisition supports the repositioning of Fugro's Geospatial business line (part of the Survey division) to becoming a solutions provider as opposed to a data acquisition provider.
RailData (the Netherlands) specialises in the measurement of absolute and relative position of railway tracks and has developed a unique device that measures data in three dimensions. The acquisition fits with the strategy of the Survey division to build market share in corridor mapping. RailData generated revenues of EUR 1.2 million in 2013.
Earth Resources is a drilling contractor providing specialised exploration drilling for mining operations and water wells and geotechnical drilling. The company is based in South Africa and is also active in other countries in Africa. In 2013, the company generated revenue of about EUR 5 million.
Geofor is an onshore/ near shore geotechnical company which delivers drilling services and has highly specialised engineers and geologists in the fields of geotechnical consulting, hydrology, and land survey. With this acquisition, Fugro strengthened its presence in the Central Africa region and the French speaking African countries. The company has over 25 years of experience in infrastructure and water supply projects. In 2013, the company generated revenue of about EUR 25 million.
As part of its strategy to improve controls and performance, Fugro is strengthening its organisation by increasing regional cooperation and building an improved support organisation. Highlights are:
Barring unforeseen circumstances, based on a strong backlog, the combined revenue of the Geotechnical, Survey and Subsea divisions is expected to continue to grow in the second half of this year relative to the comparable period last year. The combined EBIT margin of these three divisions is expected to improve from 7.0% (excluding the impairments and write-offs) in the first half-year of 2014 to the low teens in the second half of the year. The margin is expected to come in below the second half of 2013, when the margin was 14.1%, due to mix effects (less deep and ultra-deep water and higher share of lower margin wind farm work), ongoing margin pressure in certain parts of the Survey market and increased uncertainty on project timing and somewhat lower utilisation.
The market for Geoscience, both for Seabed Geosolutions and multi-client sales, is uncertain. Barring unforeseen circumstances, the revenue contribution from the Geoscience division is expected to grow in the second half of this year, and the margin should improve compared to the second half of 2013 and the first half of 2014. This outlook is based on reasonable utilisation of our resources in Seabed Geosolutions. If this is not achieved, the transformation to a full modular deployment model may be expedited which could lead to restructuring charges and impairments.
| Revenue per division (x EUR million) | |||||
|---|---|---|---|---|---|
| HY 2014 | HY 2013 | Reported growth |
Currency comparable growth 1 |
||
| Geotechnical | 365.6 | 335.1 | 9.1% | 13.1% | |
| Survey | 424.2 | 442.2 | (4.1%) | 0.8%3 | |
| Subsea Services | 264.6 | 289.4 | (8.6%) | (4.9%) | |
| Geoscience | 132.5 | 101.2 | 30.4% | 38.2% | |
| of which Seabed Geosolutions | 97.3 | 40.0 | - | - | |
| of which multi-client 2 | 35.1 | 54.1 | (35.1%) | (30.1%) | |
| Total | 1,186.9 | 1,167.9 | 1.6% | 6.2% | |
| Total excluding multi-client | 1,151.8 | 1,113.8 | 3.4% | 7.9% |
1 reported revenue adjusted for exchange rate effect (including revenue from acquisitions and/or disposals)
2 multi-client sales HY 2013: excluding sales in January 2013 (EUR 13 million) which were reported as discontinued
3 4.8% when excluding EUR 16.6 million revenue contribution in HY13 from Chinese joint venture
Total revenues excluding multi-client increased by 7.9% at constant currency, mainly driven by the Geoscience and Geotechnical divisions. The increase in the Geotechnical division was driven by both onshore and offshore revenue growth. Revenue growth at Survey was impacted by the deconsolidation of the Chinese joint venture. Excluding this effect, revenue growth would have been 4.8% at constant currencies. Subsea Services revenue was impacted by an engine fire on the largest vessel in the fleet and a diver's strike in Brazil, which led to project interruptions. In Geoscience, revenue of Seabed Geosolutions increased due to increased utilisation of the ocean bottom cable (OBC) crews, partially offset by lower utilisation of the ocean bottom node (OBN) crews. Multi-client sales were significantly lower than last year.
| Revenue growth HY 2014 compared to HY 2013 | |||||||
|---|---|---|---|---|---|---|---|
| organic | exchange rate |
acquisitions | disposals/ deconsoli dations |
total | |||
| Total | 6.1% | (4.6%) | 1.5% | (1.4%) | 1.6% | ||
| Total excluding multi-client | 7.9% | (4.6%) | 1.6% | (1.5%) | 3.4% |
| EBIT per division (x EUR million) |
HY 2014 | HY 2013 | ||||
|---|---|---|---|---|---|---|
| reported | excluding impairments and write-offs |
reported | ||||
| EUR | margin | EUR | margin | EUR | margin | |
| Geotechnical | 12.7 | 3.5% | 27.0 | 7.4% | 39.7 | 11.8% |
| Survey | 6.0 | 1.4% | 50.0 | 11.8% | 80.0 | 18.1% |
| Subsea Services | (48.4) | (18.3%) | (3.7) | (1.4%) | 0.8 | 0.3% |
| Geoscience | (292.0) | - | (48.4) | (36.5%) | 12.6 | 12.5% |
| of which Seabed Geosolutions | (172.5) | - | (47.0) | (48.3%) | (20.1) | (50.3%) |
| of which multi-client | (123.2) | - | (4.6) | (13.2%) | 17.0 | 31.4% |
| Total | (321.7) | (27.1%) | 24.9 | 2.1% | 133.1 | 11.4% |
EBIT was strongly impacted by non-cash impairments and one-off write-offs of EUR 346.6 million. Excluding these items, EBIT amounted to EUR 24.9 million compared to EUR 133.1 million last year. Excluding multi-client, it decreased from EUR 116.1 million to EUR 29.5 million.
In addition to the effects mentioned above, other significant items have impacted the divisional results as outlined in the Divisional Highlights. The first half year of 2013 included a positive effect of significant items of EUR 13.0 million (the sale of the technology licence of EUR 18.5 million in Geoscience partly offset by advisory costs of EUR 5.5 million).
| Non cash-impairments and one-off write-offs (x EUR million) | |||||||
|---|---|---|---|---|---|---|---|
| Geotechnical | Survey | Subsea Services |
Geoscience | Total | |||
| Goodwill Seabed | 117.0 | 117.0 | |||||
| Intangibles multi-client data library | 114.6 | 114.6 | |||||
| Property, plant and equipment | 9.0 | 2.7 | 17.9 | 1.0 | 30.6 | ||
| Goodwill Geospatial Services | 38.3 | 38.3 | |||||
| Other intangibles | 0.3 | 1.6 | 5.8 | 7.7 | |||
| Total impairments | 9.3 | 42.6 | 17.9 | 238.4 | 308.2 | ||
| Onerous contract provision | 26.0 | 26.0 | |||||
| Write-off receivables | 5.0 | 1.4 | 0.8 | 5.2 | 12.4 | ||
| Total | 14.3 | 44.0 | 44.7 | 243.6 | 346.6 |
The total non-cash impairments and one-off write-offs amount to EUR 346.6 million. The reasons for the impairments and write-offs are as follows:
Intangible assets multi-client data libraries: lagging sales due to delays in licensing rounds and a deteriorating oil and gas exploration market.
Property plant and equipment:
| (x EUR million) | HY 2014 | HY 2013 |
|---|---|---|
| EBIT | (321.7) | 133.1 |
| Net finance income/ (costs) | (19.3) | 2.0 |
| Share of profit in equity accounted investees | (5.1) | 4.6 |
| Income tax (expense)/ gain | 51.8 | (29.5) |
| Non-controlling interests | 26.6 | (0.8) |
| Net result | (267.7) | 109.4 |
The increase in net finance costs is driven by an increase in exchange rate variances of EUR - 10.4 million and a decrease of EUR 6.8 million mainly related to the revaluation of the warrant as part of the vendor loan to CGG.
The share of profit in equity accounted investees decreased by EUR 9.7 million, resulting in a loss of EUR 5.1 million. This result was related to the loss of an equity accounted investee reported by Seabed Geosolutions, partially offset by a profit in equity accounted investees held by the joint venture in China. For the first half of last year the results of this joint venture were not reported under equity accounted investees, as the results were still fully consolidated.
The income tax gain is EUR 51.8 million, which is attributable to the reported EBIT loss in the first halfyear. The effective tax rate for the first half year 2014 amounts to 15.0% (on a loss) compared to 21.1% (on a profit) last year. Most of the non-cash impairments and one-off write-offs are tax deductible except for the goodwill impairments in The Netherlands and the United Kingdom.
In the first half-year a loss (EUR 26.6 million) was reported on non-controlling interest compared to a gain (EUR 0.8 million) last year. The main driver of this result is the loss reported in Seabed Geosolutions in which Fugro has a 60% controlling interest. In addition, last year the figures included the joint venture with China Oilfield Services Limited which is now reported under equity accounted investees.
Net result was EUR 267.7 million negative, and net result including discontinued operations was EUR 270.6 million negative. The difference can be explained by an addition to the provision for tax indemnities and warranties related to the sale of the majority of the Geoscience division to CGG.
| (x EUR million) | HY 2014 | HY 2013 |
|---|---|---|
| Working capital | 445.5 | 676.1 |
| Inventories | 33.7 | 25.0 |
| trade and other receivables | 962.8 | 1,126.4 |
| trade and other payables | (551.0) | (475.3) |
| Days of sales outstanding | 116 | 116 |
The 34.1% decrease in working capital was mainly related to a decrease in trade and other receivables and an increase in trade and other payables, as follows:
| Capital expenditure (x EUR million) | HY 2014 | HY 2013 |
|---|---|---|
| Maintenance capex | 49.8 | 48.7 |
| Capex major assets | 45.7 | 39.6 |
| Capex major assets under construction | 38.7 | 50.7 |
| Total capex | 134.2 | 139.0 |
Capital expenditure was similar to last year. It mainly consisted of capital expenditures for new built vessels, equipment and the new built geotechnical services office in the Netherlands (Nootdorp). The actual and expected start dates of operations of the new built vessels are outlined below. One vessel has started operation in the second quarter and the remaining vessels are expected to start operations towards the end of this year.
| Committed fleet renewal/ expansion | Type of vessel | Expected/ actual start operations |
|---|---|---|
| Fugro Proteus | Survey | Q2 2014 |
| Fugro Scout | Geotechnical | Q4 2014 |
| Fugro Aquarius | Subsea | Q1 2015 |
| Fugro Americas | Survey | Q4 2014 |
| Fugro Pioneer | Survey | Q4 2014 |
| Fugro Frontier | Survey | Q1 2015 |
| Cash flow | HY 2014 | HY 2013 |
|---|---|---|
| Net cash from operating activities | 93.4 | 62.9 |
| Net cash flow from investing activities | (182.1) | 578.1 |
| Net cash from financing activities | 49.6 | (600.3) |
| Net cash movement | (39.1) | 40.7 |
| HY 2014 | HY 2014 | HY 2013 | HY 2013 | |
|---|---|---|---|---|
| End of June | Average | End of June | Average | |
| US dollar | 0.730 | 0.730 | 0.770 | 0.770 |
| British pound | 1.250 | 1.220 | 1.170 | 1.170 |
| Australian dollar | 0.690 | 0.670 | 0.710 | 0.770 |
| Norwegian kroner | 0.119 | 0.121 | 0.127 | 0.132 |
The currency translation difference related to foreign operations had a positive effect of EUR 35.7 million on equity per 30 June 2014 (30 June 2013: EUR 80.3 negative). The majority of the translation difference relates to the US dollar, Australian dollar, and Norwegian kroner.
| Backlog per division for remainder of the year (x EUR million) | ||||||
|---|---|---|---|---|---|---|
| HY 2014 | HY 2013 | Reported growth |
Currency comparable growth 1 |
|||
| Geotechnical | 373 | 324 | 15.1% | 17.5% | ||
| Survey | 406 | 400 | 1.5% | 3.9% | ||
| Subsea Services | 297 | 238 | 24.8% | 25.8% | ||
| Geoscience (Seabed Geosolutions) 2 | 134 | 121 | 10.7% | 17.0% | ||
| Total | 1,210 | 1,083 | 11.7% | 14.3% |
1 reported revenue adjusted for exchange rate effect (including any revenue impact from acquisitions and/or disposals) 2 given the project sizes, a probability factor is applied to the backlog of projects that are likely to be awarded. The 2013 numbers have been adjusted accordingly
The backlog for the remainder of the year remains strong with 14.3% currency comparable growth compared to last year. Of this backlog, 73% comprises definite orders (including uncompleted parts of on-going projects and contracts awarded but not yet started) and 27% comprises projects that are highly likely to be awarded.
| Backlog per division for next 12 months (x EUR million) | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| HY 2014 HY 2013 Reported growth |
Currency comparable growth1 |
||||||||
| Geotechnical | 499 | 449 | 11.1% | 13.8% | |||||
| Survey | 640 | 591 | 8.3% | 10.7% | |||||
| Subsea Services | 435 | 465 | - 6.5% | - 5.5% | |||||
| Geoscience (Seabed Geosolutions)2 | 248 | 193 | 28.5% | 35.3% | |||||
| Total | 1,822 | 1,698 | 7.3% | 9.9% |
1 reported revenue adjusted for exchange rate effect (including any revenue impact from acquisitions and/or disposals) 2 given the project sizes, a probability factor is applied to the backlog of projects that are likely to be awarded. The 2013 numbers have been adjusted accordingly
The backlog for the next 12 months is 9.9% up on a currency comparable basis. The drop in backlog of the Subsea Services division is caused by the fact that in the Asia Pacific region the very large project on the Great Western Flank will end in the second half of 2014.
Of this backlog, 66% comprises definite orders (including uncompleted parts of on-going projects and contracts awarded but not yet started) and 34% projects that are highly likely to be awarded.
| Key figures (amounts x EUR million) | HY 2014 | HY 2013 |
|---|---|---|
| Revenue | 365.6 | 335.1 |
| reported growth | 9.1% | |
| currency comparable growth1 | 13.1% | |
| EBIT excluding impairments & write-offs2 | 27.0 | 39.7 |
| EBIT margin excluding impairments & write-offs2 | 7.4% | 11.8% |
| Depreciation of tangible fixed assets | (21.1) | (21.0) |
| Capital employed | 753.5 | 645.7 |
| Backlog remainder of the year | 373 | 324 |
1 reported revenue adjusted for exchange rate effect (including any revenue impact from acquisitions and/or disposals)
2 see explanation impairments and write-offs on pages 9-10
The vessel replacement program continued in the period as two older vessels were removed from service and were replaced by one long and one short term charter. The new built Fugro Scout was launched and is expected to start operations in the fourth quarter.
Onshore revenue grew by 6.8% to EUR 219 million from EUR 205 million. The increase in offshore revenue by 13.1%, from EUR 130 million to EUR 147 million, was mainly due to good utilisation of the Fugro Synergy.
| Key figures (amounts x EUR million) | HY 2014 | HY 2013 |
|---|---|---|
| Revenue | 424.2 | 442.2 |
| reported growth | (4.1%) | |
| currency comparable growth1 | 0.8% | |
| EBIT excluding impairments & write-offs 2 | 50.0 | 80.0 |
| EBIT margin excluding impairments & write-offs 2 | 11.8% | 18.1% |
| Depreciation of tangible fixed assets | (29.2) | (28.5) |
| Capital employed | 584.0 | 608.4 |
| Backlog remainder of the year | 406 | 400 |
1 reported revenue adjusted for exchange rate effect (including any revenue impact from acquisitions and/or disposals)
2 see explanation impairments and write-offs on pages 9 - 10
To strengthen its position in Africa, the division opened an expanded office in Angola with warehouse and laboratory facilities, and new offices in East Africa and Ghana.
Currency comparable revenue growth amounted to 0.8%. This relatively low growth was mainly caused by low vessel utilisation and low production in aerial mapping, terrestrial surveys and geophysics in North America. In addition, the joint venture with China Oilfield Services Limited was deconsolidated per 23 August 2013 (generating EUR 16.6 million revenue in the comparable period last year); when adjusting for this, currency comparable revenue growth would have been 4.8%.
| Key figures (amounts x EUR million) | HY 2014 | HY 2013 |
|---|---|---|
| Revenue | 264.6 | 289.4 |
| reported growth | (8.6%) | |
| currency comparable growth1 | (4.9%) | |
| EBIT excluding impairments & write-offs 2 | (3.7) | 0.8 |
| EBIT margin excluding impairments & write-offs 2 | (1.4%) | 0.3% |
| Depreciation of tangible fixed assets | (24.6) | (25.8) |
| Capital employed | 576.8 | 636.5 |
| Backlog remainder of the year | 297 | 238 |
1 reported revenue adjusted for exchange rate effect (including any revenue impact from acquisitions and/or disposals)
2 see explanation impairments and write-offs on pages 9-10
The backlog for the division for the remainder of the year is up 25.8% compared to a year ago, in part related to the Shell Malaysia IRM contract and additional scope on the large Woodside Great Western Flank project in Australia. However, the backlog for the coming 12 months is 6.5% lower, caused by the fact that the Great Western Flank will end. On this project a number of project specific third party vessels are contracted through Fugro.
Revenue declined at constant exchange rates by 4.9%, mainly because of the relatively low vessel utilisation caused by adverse weather conditions in the first quarter and the down time caused by the engine room fire and diver's strike in the second quarter.
| Key figures (amounts x EUR million) | HY 2014 | HY 2013 |
|---|---|---|
| Revenue1 | 132.5 | 101.2 |
| Reported growth | 30.9% | |
| currency comparable growth2 | 38.2% | |
| Revenue1 | 132.5 | 101.2 |
| of which Seabed Geosolutions 3 | 97.3 | 40.0 |
| of which multi-client | 35.1 | 54.1 |
| EBIT excluding impairments & write-offs5 | (48.4) | 12.64 |
| of which Seabed Geosolutions | (47.0) | (20.1) |
| of which multi-client | (4.6) | 17.0 |
| EBIT margin excluding impairments & write-offs5 | (36.5%) | 12.5%4 |
| of which Seabed Geosolutions | (48.3%) | (50.3%) |
| of which multi-client | (13.2%) | 31.4% |
| Depreciation of tangible fixed assets | (12.9) | (9.4) |
| of which Seabed Geosolutions | (12.9) | (8.9) |
| of which multi-client | ||
| Capital employed | 577.4 | 938.1 |
| of which Seabed Geosolutions | 243.7 | 377.0 |
| of which multi-client | 245.3 | 400.2 |
| Backlog remainder of the year (Seabed only) | 134 | 121 |
1 multi-client sales HY 2013 exclude the sales in January (EUR 13 million) which were reported as discontinued
2 reported revenue adjusted for exchange rate effect (including any revenue impact from acquisitions and/or disposals)
3 Seabed Geosolutions: 100% consolidated; started operations on 16 February 2013
4 includes EUR 18.5 million for sale of technology licence
5 see explanation impairments and write-offs on pages 9-10
Client interest for the seismic data library is hampered by the general decline of the exploration market and by delays in exploration licencing rounds.
Revenue of Seabed Geosolutions more than doubled from EUR 40.0 million to EUR 97.3 million. This is mostly related to higher activity in the SWOBC business (shallow water and ocean bottom cables) in which two projects have been generating revenue compared to no activity last year. The company started as per 16 February 2013.
As per the 2013 annual results, formerly unallocated other corporate expenses and finance income have been allocated to the reported segment profit (or loss) pro-rate based on revenue. The historical numbers have been adjusted for comparison purposes.
Capital employed in respect of the ROCE calculation is defined as average total equity plus net interest bearing debt. The vendor loan related to the divestment of the majority of the Geoscience business and the Seabed warrant are excluded. Return on capital employed (ROCE) is defined as NOPAT as a percentage of a three points average total equity plus net interest bearing debt. The three points consists of the last three reporting periods
These are provided for illustrative purpose as the multi-client activities are non-strategic going forward. The 2016 mid-term targets for the company are excluding multi-client.
Working Capital is defined as the sum of inventories, trade and other receivables and trade and other payables. Previously, this was defined as current assets minus current liabilities. This adjustment was made to bring Working Capital independent from the financing structure of the company, which is in line with common business practice.
Fugro's risk management policy is aimed at long-term sustainable management of its business. It is designed to provide reasonable assurance that objectives are met by integrating management control into the daily operations, by ensuring compliance with legal requirements and by safeguarding the integrity of the company's financial reporting and its related disclosures.
Good corporate governance and high ethical standards are a critical factor for achieving business objectives and managing risk. Fugro has made several significant steps to further strengthen its governance by implementing a regional structure and by strengthening the financial function and internal controls. Fugro has also updated its Code of Conduct which comprises the fundamental principles within Fugro for doing business. The intention of the Code of Conduct is to ensure compliance with laws and regulations, as well as with Fugro norms and values.
Taking risks is an inherent part of doing business. A structured risk management process allows management to take risks in a controlled manner. Management is responsible for identifying and assessing strategic, operational, compliance and financial risks. The annual report 2013 provides a description of these risks. The main risks concern:
Commodity price risk
Covenant breach risk
Fugro is exposed to fluctuations in exchange rates, especially between the USD, GBP, NOK, AUD and the EUR which can impact equity and profitability. In the annual report 2013 a table with sensitivities to the various exchange rates is included. The credit risk creates exposures for Fugro in relation to accounts receivable with customers and loan repayment by business partners. A default by counterparties can have a material adverse effect on operating results. Fugro is exposed to interest rate risk, particularly in relation to its long-term revolving credit facility. Negative developments impacting the global liquidity markets could affect the ability of Fugro to raise or refinance debt in the capital markets or could lead to significant increases in the cost of such borrowing in the future. Fugro is exposed to fluctuations in commodity prices. If e.g. Fugro is not able to compensate for, or pass on, its increased fuel costs to customers, such price increases could have an adverse impact on operating results. Fugro is exposed to the risk of breaching the covenants with its lenders, which could lead to higher interest payments or demands for (partial) repayment of debt. Fugro operates in countries where tax rules and interpretations can be subject to rapid change which exposes Fugro to the risk of unforeseen tax costs.
The risk overview above may not include all the risks that may ultimately affect Fugro. Some risks not yet known to Fugro, or currently believed not to be material, could ultimately have a major impact on Fugro' businesses, objectives, revenues, income, assets, liquidity or capital resources.
The Board of Management hereby declares that, to the best of their knowledge:
Leidschendam, 10 August 2014 P. van Riel, Chairman Board of Management/Chief Executive Officer P.A.H. Verhagen, Chief Financial Officer W.S. Rainey, Director Geotechnical division S.J. Thomson, Director Subsea Services/Geoscience division
| Consolidated statement of comprehensive income | 23 |
|---|---|
| Consolidated statement of financial position | 26 |
| Consolidated statement of changes in equity | 28 |
| Consolidated statement of cash flows | 30 |
| Notes to the consolidated interim financial statements | 32 |
| Review report | 49 |
| (EUR x million) | Six months ended 30 June | |||
|---|---|---|---|---|
| unaudited | ||||
| 2014 | 2013 | |||
| Revenue | 1,186.9 | 1,167.9 | ||
| Third party costs | (586.1) | (477.9) | ||
| Net revenue own services (revenue less third party costs) | 600.8 | 690.0 | ||
| Other income | 8.3 | 33.7 | ||
| Personnel expenses | (389.4) | (378.7) | ||
| Depreciation | (87.9) | (84.7) | ||
| Amortisation | (7.2) | (4.7) | ||
| Impairments | (308.2) | _ | ||
| Other expenses | (138.1) | (122.5) | ||
| Results from operating activities (EBIT) | (321.7) | 133.1 | ||
| Finance income | 6.4 | 9.5 | ||
| Finance expenses | (25.7) | (7.5) | ||
| Net finance income/(costs) | (19.3) | 2.0 | ||
| Share of profit/(loss) of equity-accounted investees (net of income tax) | (5.1) | 4.6 | ||
| Profit before income tax | (346.1) | 139.7 | ||
| Income tax (expense)/gain | 51.8 | (29.5) | ||
| Profit/(loss) for the period from continuing operations, net of income tax | (294.3) | 110.2 | ||
| Profit/(loss) for the period from discontinued operations, net of income tax | (2.9) | 204.9 | ||
| Profit/(loss) for the period | (297.2) | 315.1 | ||
| Attributable to: | ||||
| Owners of the Company (net result) | (270.6) | 314.3 | ||
| Non-controlling interests | (26.6) | 0.8 | ||
| Profit/(loss) for the period | (297.2) | 315.1 | ||
| (EUR x million) | Six months ended 30 June | |
|---|---|---|
| unaudited | ||
| 2014 | 2013 | |
| Basic earnings per share from continuing and discontinued operations (attributable to owners of the Company during the period) |
||
| From continuing operations (EUR) | (3.31) | 1.35 |
| From discontinued operations (EUR) | (0.03) | 2.52 |
| From profit/(loss) for the period | (3.34) | 3.87 |
| Diluted earnings per share from continuing and discontinued operations (attributable to owners of the Company during the period) |
||
| From continuing operations (EUR) | (3.30) | 1.34 |
| From discontinued operations (EUR) | (0.03) | 2.50 |
| From profit/(loss) for the period | (3.33) | 3.84 |
| Profit/(loss) for the period | (297.2) | 315.1 |
| Other comprehensive income | ||
| Items that will not be reclassified to profit or loss | ||
| Defined benefit plan actuarial gains/(losses) | (10.2) | 0.5 |
| Total items that will not be reclassified to profit or loss | (10.2) | 0.5 |
| Items that may be reclassified subsequently to profit or loss | ||
| Foreign currency translation differences of foreign operations | 36.2 | (80.2) |
| Foreign currency translation differences of equity-accounted investees | 0.1 | 0.2 |
| Net change in fair value of hedge of net investment in foreign operations | (3.0) | (4.2) |
| Net change in fair value of cash flow hedges transferred to profit or loss | 0.3 | 0.3 |
| Translation reserve recycled to profit | - | 6.5 |
| Net change in fair value of available-for-sale financial assets | (0.5) | (0.2) |
| Total items that may be reclassified subsequently to profit or loss | 33.1 | (77.6) |
| Total other comprehensive income (net of income tax) | 22.9 | (77.1) |
| Total comprehensive income for the period | (274.3) | 238.0 |
| (EUR x million) | Six months ended 30 June | |||
|---|---|---|---|---|
| unaudited | ||||
| 2014 | 2013 | |||
| Total comprehensive income for the period | (274.3) | 238.0 | ||
| Attributable to: | ||||
| Owners of the Company | (248.2) | 237.1 | ||
| Non-controlling interests | (26.1) | 0.9 | ||
| Total comprehensive income for the period | (274.3) | 238.0 | ||
| Total comprehensive income attributable to owners of the Company arises from: |
||||
| Continuing operations | (245.3) | 26.2 | ||
| Discontinued operations | (2.9) | 210.9 | ||
| (248.2) | 237.1 | |||
The other comprehensive income for the first six months of 2014 includes no defined benefit plan actuarial results and foreign currency translation differences of foreign operations relating to the discontinued operations. The defined benefit plan actuarial gain for the first six months of 2013 was EUR 0.5 million. The foreign currency translation differences amounted to EUR 1.0 million (negative) for the first six months 2013 for the discontinued operations.
The notes on pages 32 to 48 are an integral part of these consolidated interim financial statements.
| (EUR x million) | 30 June | 31 December | 30 June |
|---|---|---|---|
| unaudited | |||
| 2014 | 2013 | 2013* | |
| Assets | |||
| Property, plant and equipment | 1,170.3 | 1,129.9 | 1,164.9 |
| Intangible assets | 914.6 | 1,137.2 | 1,189.7 |
| Investments in equity-accounted investees | 47.1 | 52.7 | 32.8 |
| Other investments | 108.1 | 150.6 | 30.1 |
| Deferred tax assets | 109.9 | 49.6 | 39.7 |
| Total non-current assets | 2,350.0 | 2,520.0 | 2,457.2 |
| Inventories | 33.7 | 27.6 | 25.0 |
| Trade and other receivables | 962.8 | 867.5 | 1,126.4 |
| Current tax assets | 45.9 | 51.3 | 41.5 |
| Cash and cash equivalents | 174.1 | 164.2 | 126.3 |
| Assets classified as held for sale | - | - | 83.6 |
| Total current assets | 1,216.5 | 1,110.6 | 1,402.8 |
| Total assets | 3,566.5 | 3,630.6 | 3,860.0 |
* The comparative figures have been adjusted to reflect the change in presentation of the multi-client data libraries as intangible assets previously presented as inventories as disclosed in the Annual Report 2013.
| (EUR x million) | 30 June | 31 December | 30 June |
|---|---|---|---|
| unaudited | |||
| 2014 | 2013 | 2013* | |
| Equity | |||
| Share capital | 4.3 | 4.2 | 4.1 |
| Share premium | 431.1 | 431.2 | 431.3 |
| Other reserves | (449.3) | (447.8) | (325.4) |
| Retained earnings | 1,982.8 | 1,609.1 | 1,612.3 |
| Unappropriated result | (270.6) | 428.3 | 314.3 |
| Total equity attributable to owners of the Company | 1,698.3 | 2,025.0 | 2,036.6 |
| Non-controlling interests | 57.8 | 85.9 | 118.2 |
| Total equity | 1,756.1 | 2,110,9 | 2,154.8 |
| Liabilities | |||
| Loans and borrowings | 850.9 | 689.0 | 720.9 |
| Employee benefits | 104.6 | 95.0 | 88.9 |
| Provisions | 49.6 | 0.3 | 0.2 |
| Deferred tax liabilities | 27.6 | 38.2 | 19.5 |
| Total non-current liabilities | 1,032.7 | 822.5 | 829.5 |
| Bank overdraft | 140.3 | 92.1 | 250.2 |
| Loans and borrowings | 0.2 | 31.6 | 30.0 |
| Trade and other payables | 551.0 | 483.7 | 475.3 |
| Other taxes and social security charges | 40.7 | 41.5 | 47.2 |
| Current tax liabilities | 45.5 | 48.3 | 59.3 |
| Liabilities classified as held for sale | - | - | 13.7 |
| Total current liabilities | 777.7 | 697.2 | 875.7 |
| Total liabilities | 1,810.4 | 1,519.7 | 1,705.2 |
| Total equity and liabilities | 3,566.5 | 3,630.6 | 3,860.0 |
* The comparative figures have been adjusted to reflect the change in presentation of the multi-client data libraries as intangible assets previously presented as inventories as disclosed in the Annual Report 2013.
The notes on pages 32 to 48 are an integral part of these consolidated interim financial statements.
| (EUR x million) | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| unaudited | Share capital | Share premium |
Translation reserve |
Hedging reserve |
Reserve for own shares |
Retained earnings |
Unappro priated result |
Total | Non controlling interests |
Total equity |
| Balance at 1 January 2014 | 4.2 | 431.2 | (158.1) | (1.1) | (288.6) | 1,609.1 | 428.3 | 2,025.0 | 85.9 | 2,110.9 |
| Total comprehensive income for the period: profit/(loss) |
(270.6) | (270.6) | (26.6) | (297.2) | ||||||
| Other comprehensive income | ||||||||||
| Foreign currency translation differences of foreign operations |
35.7 | 35.7 | 0.5 | 36.2 | ||||||
| Foreign currency translation differences of equity-accounted investees |
0.1 | 0.1 | 0.1 | |||||||
| Net change in fair value of hedge of net investment in foreign operations |
(3.0) | (3.0) | (3.0) | |||||||
| Defined benefit plan actuarial gains/(losses) |
(10.2) | (10.2) | (10.2) | |||||||
| Net change in fair value of cash flow hedges transferred to profit or loss |
0.3 | 0.3 | 0.3 | |||||||
| Net change in fair value of available for-sale financial assets |
(0.5) | (0.5) | (0.5) | |||||||
| Total other comprehensive income (net of income tax) |
32.8 | 0.3 | (10.7) | 22.4 | 0.5 | 22.9 | ||||
| Total comprehensive income for the period |
32.8 | 0.3 | (10.7) | (270,6) | (248,2) | (26,1) | (274.3) | |||
| Transactions with owners of the company, recognised directly in equity |
||||||||||
| Contributions by and distribution to owners of the Company |
||||||||||
| Share-based payments | 5.9 | 5.9 | 5.9 | |||||||
| Share options exercised | 5.5 | 5.5 | 5.5 | |||||||
| Addition to reserves | 378.5 | (378.5) | – | – | ||||||
| Own shares purchased and stock dividend |
0.1 | (0.1) | (40.1) | (40.1) | (40.1) | |||||
| Dividends to shareholders | (49.8) | (49.8) | (2.0) | (51.8) | ||||||
| Total contributions by and distribution to owners of the Company |
0.1 | (0.1) | (34.6) | 384.4 | (428.3) | (78.5) | (2.0) | (80.5) | ||
| Balance at 30 June 2014 (unaudited) |
4.3 | 431.1 | (125.3) | (0.8) | (323.2) | 1,982.8 | (270.6) | 1,698.3 | 57.8 | 1,756.1 |
| (EUR x million) | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| unaudited | Share capital | Share premium |
Translation reserve |
Hedging reserve |
Reserve for own shares |
Retained earnings |
Unappro priated result |
Total | Non controlling interests |
Total equity |
| Balance at 1 January 2013 | 4.1 | 431.3 | 5.7 | (1.7) | (168.6) | 1,396.1 | 289.8 | 1,956.7 | 21.6 | 1,978.3 |
| Total comprehensive income for the period: profit/(loss) |
314.3 | 314.3 | 0.8 | 315.1 | ||||||
| Other comprehensive income | ||||||||||
| Foreign currency translation differences of foreign operations |
(80.3) | (80.3) | 0.1 | (80.2) | ||||||
| Foreign currency translation differences of equity-accounted investees |
0.2 | 0.2 | 0.2 | |||||||
| Net change in fair value of hedge of net investment in foreign operations |
(4.2) | (4.2) | (4.2) | |||||||
| Defined benefit plan actuarial gains/(losses) |
0.5 | 0.5 | 0.5 | |||||||
| Net change in fair value of cash flow hedges transferred to profit or loss |
0.3 | 0.3 | 0.3 | |||||||
| Translation reserve recycled to comprehensive income |
6.5 | 6.5 | 6.5 | |||||||
| Net change in fair value of available for-sale financial assets |
(0.2) | (0.2) | (0.2) | |||||||
| Total other comprehensive income (net of income tax) |
(77.8) | 0.3 | 0.3 | (77.2) | 0.1 | (77.1) | ||||
| Total comprehensive income for the period |
(77.8) | 0.3 | 0.3 | 314.3 | 237.1 | 0.9 | 238.0 | |||
| Transactions with owners of the company, recognised directly in equity |
||||||||||
| Contributions by and distribution to owners of the Company |
||||||||||
| Share-based payments | 6.7 | 6.7 | 6.7 | |||||||
| Share options exercised | 4.0 | 4.0 | 4.0 | |||||||
| Addition to reserves | 209.2 | (209.2) | – | – | ||||||
| Own shares purchased and stock dividend |
(87.3) | (87.3) | (87.3) | |||||||
| Dividends to shareholders | (80.6) | (80.6) | (3.4) | (84.0) | ||||||
| Non-controlling interest arising on establishment of Seabed Geosolutions B.V. |
– | 99.1 | 99.1 | |||||||
| Total contributions by and distribution to owners of the Company |
(83.3) | 215.9 | (289.8) | (157.2) | 95.7 | (61.5) | ||||
| Balance at 30 June 2013 | ||||||||||
| (unaudited) | 4.1 | 431.3 | (72.1) | (1.4) | (251.9) | 1,612.3 | 314.3 | 2,036.6 | 118.2 | 2,154.8 |
| (EUR x million) | Six months ended 30 June |
|
|---|---|---|
| unaudited | 2014 | 2013* |
| Cash flows from operating activities | ||
| Profit/(loss) for the period | (294.3) | 110.2 |
| Adjustments to reconcile profit/(loss) for the period to net cash generated by operating activities: |
||
| Depreciation and amortisation (including multi-client data libraries) | 122.2 | 133.5 |
| Impairments | 308.2 | - |
| Share of profit of equity-accounted investees (net of income tax) | 5.1 | 4.6 |
| Gain on sale of property, plant and equipment | (1.6) | 0.1 |
| Equity settled share-based payments | 5.9 | 6.7 |
| Change in provisions and employee benefits | 26.4 | (1.7) |
| Income tax expense | (51.8) | 29.5 |
| Income tax paid | (13.4) | (36.0) |
| Finance income and costs | 14.2 | 7.6 |
| Interest paid | (19.3) | (22.5) |
| Operating cash flows before changes in working capital | 101.6 | 232.0 |
| Change in inventories | (3.9) | (1.0) |
| Change in trade and other receivables | (66.9) | (263.4) |
| Change in trade and other payables | 62.6 | 95.3 |
| Changes in working capital | (7.4) | (169.1) |
| Net cash generated from operating activities | 93.4 | 62.9 |
| Cash flows from investing activities | ||
| Proceeds from sale of interests in business, net of cash disposed of | 28.1 | 737.5 |
| Acquisition of intangible assets | (7.5) | – |
| Internally developed intangible assets | (16.7) | (37.0) |
| Capital expenditures on property, plant and equipment | (134.2) | (139.0) |
| Proceeds from sale of property, plant and equipment | 2.4 | 2.3 |
| Acquisition of businesses, net of cash acquired | (65.2) | 4.3 |
| Proceeds from sale of other investments | - | 1.3 |
| Interest received | 9.5 | 8.7 |
| Dividends received | 1.5 | - |
| Net cash provided by (used in) investing activities | ||
| (182.1) | 578.1 |
| (EUR x million) | Six months ended 30 June |
|
|---|---|---|
| unaudited | ||
| 2014 | 2013* | |
| Cash flows before financing activities | (88.7) | 641.0 |
| Cash flows from financing activities | ||
| Proceeds from the issue of loans and borrowings | 167.1 | – |
| Repurchase of own shares | (29.6) | (87.3) |
| Paid consideration for the exercise of share options | (5.5) | (4.0) |
| Proceeds from the sale of own shares | 11.2 | 8.0 |
| Repayment of borrowings | (41.8) | (433.0) |
| Dividends paid | (51.8) | (84.0) |
| Net cash provided by (used in) financing activities | 49.6 | (600.3) |
| Change in cash flows from continuing operations | (39.1) | 40.7 |
| Cash flows from discontinued operations | ||
| Cash flows from operating activities | – | 0.9 |
| Change in cash flows from discontinued operations | – | 0.9 |
| Net increase/(decrease) in cash and cash equivalents | (39.1) | 41.6 |
| Cash and cash equivalents at 1 January | 72.1 | (161.0) |
| Effect of exchange rate fluctuations on cash held | 0.8 | (0.2) |
| Cash and cash equivalents at period-end | 33.8 | (119.6) |
| Presentation in the statement of financial position | ||
| Cash and cash equivalents | 174.1 | 126.3 |
| Bank overdraft | (140.3) | (250.2) |
| Cash and cash equivalents (classified as held for sale) | – | 4.3 |
| 33.8 | (119.6) | |
*adjusted for comparison purposes
The notes on pages 32 to 48 are an integral part of these consolidated interim financial statements.
Fugro N.V., hereinafter to be referred to as 'Fugro' or 'the Company', has its corporate seat in Leidschendam, the Netherlands. The address of the Company's principal office is Veurse Achterweg 10, 2264 SG Leidschendam, the Netherlands. The consolidated interim financial statements of Fugro as at and for the six months ended 30 June 2014 include Fugro and its subsidiaries (together referred to as the 'Group') and the Group's interests in equity accounted investees.
Fugro creates value by acquiring and interpreting earth and engineering data and providing associated consulting services to support clients with their design and construction of infrastructure and buildings. Fugro also supports clients with the installation, repair and maintenance of their subsea infrastructure. Fugro works around the globe, predominantly in energy and infrastructure markets offshore and onshore. Fugro is listed on Euronext Amsterdam and is included in the AEX-Index.
These consolidated interim financial statements for the six months ended 30 June 2014 have been prepared in accordance with IAS 34, ´Interim Financial Reporting´. They do not include all of the information required for full annual financial statements, and should be read in conjunction with the consolidated financial statements of Fugro N.V. as at and for the year ended 31 December 2013, which has been prepared in accordance with IFRS as endorsed by European Union. The Annual Report 2013 (including the consolidated financial statements as at and for the year ended 31 December 2013) of Fugro is available upon request at the Fugro office, Veurse Achterweg 10, Leidschendam and also available at www.fugro.com. The official language for the financial statements is the English language as approved by the Annual General Meeting of Shareholders on 10 May 2011.
On 10 August 2014, the Board of Management authorised the consolidated interim financial statements for issue. Publication is on 11 August 2014. The consolidated interim financial statements have been reviewed, not audited.
The accounting policies applied by the Group in these consolidated interim financial statements are the same accounting policies and methods of computation as those applied by the Group in its consolidated financial statements as at and for the year ended 31 December 2013, except for the following:
IFRS 10 'Consolidated Financial Statements', IFRS 11 'Joint Arrangements', IFRS 12 'Disclosure of Interests in Other Entities' and revised standards IAS 27 'Separate Financial Statements' and IAS 28 'Investments in Associates and Joint Ventures' are adopted as from 1 January 2014 with retrospective effect. The standards reinforce the principles for determining when an investor controls another entity, can amend in certain cases the accounting for arrangements where an investor has joint control and can introduce changes to certain disclosures. The impact of these new and revised standards has been assessed and reviewed previously and the adoption has no significant effect on the financial statements of the Group.
There are no other new standards and interpretations published and endorsed in the first half year of 2014 which could be applicable for the Group.
As from 2014, Fugro decided to group and combine, where appropriate, certain line items in the consolidated statement of cash flows, with the purpose to further increase the readability and accessibility of this statement. Some line items have also been renamed for clarity purposes. The basis of preparation of the consolidated statement of cash flows has not changed. Also, this has no effect on the net cash generated from and/or used in the distinguished operating, investing and financing activities. The comparative numbers have been adjusted for comparison reasons.
Furthermore, the comparative figures for the six months ended 30 June 2013 have been adjusted following the change in presentation of the multi-client data libraries as intangible assets previously reported as inventories as disclosed in the Annual Report 2013 of Fugro N.V.
.
Preparation of the consolidated interim financial statements requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.
In preparing these consolidated interim financial statements, the significant judgements made by management in applying the Group's accounting policies and the key sources of estimating uncertainty were the same as those applied to the consolidated financial statements as at and for the year ended 31 December 2013.
| (EUR x million) | Geotechnical | Survey | Subsea Services |
Geoscience | Total | |||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2014 | 2013* | 2014 | 2013* | 2014 | 2013* | 2014 | 2013* | 2014 | 2013* | |
| Segment revenue | 389.9 | 359.4 | 460.4 | 475.8 | 277.3 | 321.1 | 132,5 | 187.9 | 1,260.1 1,344.2 | |
| Of the inter-segment revenue | 24.3 | 24.3 | 36.2 | 33.6 | 12.7 | 32.1 | - | 2.4 | 73.2 | 92.4 |
| Revenue | 365.6 | 335.1 | 424.2 | 442.2 | 264.6 | 289.0 | 132.5 | 185.5 | 1,186.9 1,251.8 | |
| Impairments ** | 9.3 | - | 42.6 | - | 17.9 | - | 238.4 | - | 308.2 | - |
| Reportable segment profit/(loss) before income tax |
10.5 | 42.1 | 8.1 | 85.5 | (52.5) | (4.3) | (312.2) | 17.5 | (346.1) | 140.8 |
| Reportable segment assets | 1,016.7 | 889.2 | 994.2 | 1,028.3 | 747.5 | 776.4 | 808.1 | 1,166.1 | 3,566.5 3,860.0 | |
| Reportable segment liabilities | 450.4 | 371.6 | 518.5 | 416.5 | 326.7 | 323.4 | 514.8 | 593.7 | 1,810.4 1,705.2 |
| (EUR x million) | Continued | Discontinued | Total | |||
|---|---|---|---|---|---|---|
| 2014 | 2013* | 2014 | 2013* | 2014 | 2013* | |
| Revenue | 132.5 | 103.4 | - | 84.5 | 132.5 | 187.9 |
| Of which inter-segment revenue | - | 1.8 | - | 0.6 | - | 2.4 |
| Revenue | 132.5 | 101.6 | - | 83.9 | 132.5 | 185,5 |
| Impairments ** | 238.4 | - | - | - | 238.4 | - |
| Reportable segment profit/(loss) before income tax | (312.2) | 16.4 | - | 1.1 | (312.2) | 17.5 |
| Reportable segment assets | 808.1 | 1,082.2 | - | 83.5 | 808.1 | 1,166.1 |
| Reportable segment liabilities | 514.8 | 580.0 | - | 13.7 | 514.8 | 593.7 |
* all other corporate expenses and finance income are allocated to the reportable segment profit (or loss) before income tax of the respective operating segments pro-rate based on net revenue. Assets that are used by more than one operating segment and liabilities that relate to more operating segments are pro-rate allocated based on net revenues to the respective reporting segments as well. The comparable figures for last year have been adjusted for comparison purposes. For the six months period ended 30 June 2013, total unallocated other corporate expenses and finance income amounted to EUR 28.3 million (negative) and EUR 17.9 million (positive) respectively have been allocated. Total unallocated assets and liabilities amounted to EUR 289.3 million and EUR 28.6 million (positive) respectively as at 30 June 2013 have been allocated.
** impairments form part of the reportable segment profit/(loss) before income tax. Reference is made to the separate disclosure note on impairments
| (EUR x million) | 2014 | 2013 |
|---|---|---|
| Total profit/(loss) for reportable segments before income tax | (346.1) | 140.8 |
| (Profit)/loss from discontinued operations before income tax | _ | (1.1) |
| Profit/(loss) for the period from continuing operations before income tax | (346.1) | 139.7 |
Fugro's revenue in the second half is in general higher than the revenue in the first half of the calendar year.
On 28 February 2014, Fugro acquired 100% of the shares of Roames Asset Services Pty Limited (Roames), based in Brisbane, Australia. Roames specialises in high-resolution mapping services and solutions for the electricity distribution sector. It uses airborne sensors to generate accurate 3D models of electric power transmission networks and surrounding vegetation. Roames employs 5 persons and forms part of the Survey division.
On 30 April 2014, Fugro acquired 100% of the shares of RailData B.V. (RailData). RailData is specialised in the measurement of absolute and relative position of railway tracks. RailData employs 12 specialists and forms part of the Survey division.
On 4 June 2014, Fugro acquired 100% of the shares of Earth Resources (Pty) Ltd. (Earth Resources), based in Johannesburg. Earth Resources is a drilling contractor providing highly specialised exploring
drilling for mining operations, water wells and geotechnical drilling. The company has some 120 employees. Earth Resources forms part of the Geotechnical division.
On 27 June 2014, Fugro acquired 100% of the shares of Geofor International SA (Geofor) and its subsidiaries. Geofor is based in the Central African region. Geofor is an onshore/ nearshore geotechnical company which delivers drilling services and has highly specialised engineers and geologists in the fields of geotechnical consulting, hydrology, and land survey. The company has around 450 employees. Geofor forms part of the Geotechnical division.
The total fair value of the net assets acquired amounts to EUR 25.9 million and the total consideration amounts to EUR 61.6 million. The goodwill amounts to EUR 35.7 million.
The acquisitions have the following, provisionally determined, effect on the Group's assets and liabilities:
| (EUR x million) | 2014 |
|---|---|
| Property, plant and equipment | 13.9 |
| Intangible assets | 9.5 |
| Other investments | 0.4 |
| Deferred tax assets | 0.1 |
| Inventories | 2.2 |
| Trade and other receivables | 19.4 |
| Current tax assets | 0.1 |
| Cash and cash equivalents | (5.1) |
| Deferred tax liabilities | (0.8) |
| Loans and borrowings | (2.2) |
| Trade and other payables | (11.6) |
| Total net identifiable assets and liabilities | 25.9 |
| Goodwill on acquisition | 35.7 |
| Consideration | 61.6 |
| Cash (acquired)/disposed of | 5.1 |
| Contingent consideration | 1.5 |
| Net cash outflow | 65.2 |
The acquisitions have been combined in the table above as none of these individually is considered to be material.
The goodwill from the acquisitions is attributable mainly to market share, the skills and technical talent of the acquired business' work force, and the synergies expected to be achieved from integrating the companies into the Group's existing business. None of the goodwill recognised is expected to be deductible for income tax purposes.
The contingent consideration arrangement requires the Company to pay the former owners a total estimated amount of EUR 1.5 million. The expected payment is determined by considering the possible scenarios of forecasted EBITDA, the amount to be paid under each scenario and the probability of each scenario. A change in the forecasted EBITDA and revenue is not expected to have a significant effect on the liability.
Following one of the transactions, an amount of EUR 5.0 million has been accrued for, separate from the business combination, in relation to post-combination employee services.
The acquisitions contributed EUR 4.3 million to the revenue of the group for the six months period ended 30 June 2014. If these acquisitions had been effected as from 1 January 2014, the revenue would have been EUR 15.9 million. The net result of the acquisitions amounts to EUR 0.1 million (negative). On a half year basis this would amount to EUR 2.3 million (negative).
Acquisition-related costs of EUR 1.0 million have been charged to other expenses in the consolidated statement of comprehensive income for the period-end.
The fair value of the assets and liabilities of prior year acquisitions has not changed materially following the finalisation of the purchase price allocation procedures.
Fugro tests its assets for impairment on a yearly basis and whenever there is an indication that the assets might be impaired.
For the first six months of 2014, the following impairments have been identified:
| (EUR x million) | Six months ended 30 June |
|
|---|---|---|
| 2014 | 2013 | |
| Goodwill Seabed | 117.0 | - |
| Multi-client data libraries (MCDL) | 114.6 | - |
| Goodwill Geospatial Services | 38.3 | - |
| Property, plant and equipment (PP&E) | 30.6 | - |
| Other intangibles | 7.7 | - |
| Total | 308.2 | - |
In June 2014, Fugro recorded an impairment loss in relation to its Seabed business operations for an amount of EUR 123.4 million as a result of multiple impairment indications including disappointing sales and negative results, due to a deteriorated market outlook, a slower start of the business than anticipated and difficult operational circumstances. This has resulted in a downward adjustment on the projected future cash flows.
The impairment loss relates to the cash-generating unit Seabed Geosolutions included in the operating segment Geoscience. The total impairment loss relating to goodwill amounts to EUR 117.0 million. The impairment loss of EUR 6.4 million on (in)tangible assets associated with a terminated business line is included in the PP&E and Other intangibles detailed above. The total impairment loss amounts to EUR 123.4 million of which EUR 113.2 million is attributable to owners of the Company.
The recoverable amount of this CGU is EUR 299.0 million, which has been determined based on a value in use calculation. The pre-tax discount rate used is 12.3%.
Fugro recorded an impairment on the MCDL intangible assets for an amount of EUR 114.6 million, as a result of lagging financial performance of the MCDL business, delays in licensing rounds, a deteriorating oil and gas exploration market, and a resulting downward adjustment on the projected future cash flows. The impairment is recognized on 3D libraries only and in all MCDL geographical areas and can be split as follows:
The recoverable amount of the MCDL is EUR 250.0 million, which has been determined based on a value in use calculation up to a 5-year period in which the data is expected to be marketed. The pre-tax discount rate used is 8.5%.
Fugro recorded an impairment loss on the goodwill in relation to its Geospatial services business operation for an amount of EUR 38.3 million. The Geospatial services business performed less than expected due to poor market conditions. In May 2014, a restructuring programme has been announced that has subsequently commenced. The recoverable amount of this CGU is EUR 42.9 million, which has been determined based on a value in use calculation. The pre-tax discount rate used is 11.4%.
An impairment loss on property, plant and equipment has been recorded of EUR 30.6 million mainly on certain trenchers and drilling equipment as a result of poor market outlooks. The recoverable amounts are based on both fair value less costs of disposal and value in use calculation. The pre-tax discount rate used which was used for the value in use calculation is 13.6%. The fair value less cost of disposal was based on bids received as well as market/broker quotes prepared by an independent external valuator. Management considers the value to be within level 3 of the fair value hierarchy.
Fugro has accounted for certain tax indemnities and warranties in respect of the sale of the majority of the Geoscience activities to CGG for liabilities arising from tax exposures amounting to EUR 22.5 million as at 30 June 2014 (31 December 2013: EUR 19.5 million). Previously, these indemnities were included in trade and other payables. An amount of EUR 2.9 million was added to the provision in the first six month of 2014, which costs form part of the result on disposal of the majority of the Geoscience operations. Furthermore, a provision of EUR 26.9 million has been accounted for in respect of an onerous vessel lease contract and an onerous customer service contract as at 30 June 2014. The related onerous contract costs have been included in third party costs.
Current income tax expense is based on the estimated taxable profit for the interim periods, adjusted for significant non-deductible items in the interim periods.
The Group's consolidated effective tax rate for the six months ended 30 June 2014 from continuing operations is 15.0% (for the six months ended 30 June 2013: 21.1%). The change in effective tax rate was mainly caused by the change in the geographical composition of taxable income and impairments taken in 2014. Current tax for current and prior periods is classified as a current liability to the extent that it is unpaid. Amounts paid in excess of amounts owed are classified as a current asset.
The amount of deferred tax is based on the expected manner of realisation or settlement. The primary components of the entity's recognised deferred tax assets are temporary differences related to property, plant and equipment, employee benefits and the tax value of recognised losses carriedforward.
The primary components of the entity's deferred tax liabilities are temporary differences related to intangible assets, property, plant and equipment and inventories. In the first six months of 2014, total deferred tax directly recognised in equity was EUR 2.3 million (first six months 2013: EUR 0.8 million), which related to the defined benefit actuarial losses.
In the first six months of 2014, the Group acquired assets (under construction) with a cost value of EUR 134.2 million (first six months of 2013: EUR 139.0 million) excluding assets acquired through business combinations. Assets with a carrying amount of EUR 4.2 million were disposed of in the first six months of 2014 (first six months of 2013: EUR 2.3 million), resulting in a gain on disposal of EUR 1.6 million (first six months of 2013: gain of EUR 0.1 million), which is included in other income in the consolidated interim statement of comprehensive income.
The carrying value of these seismic multi-client data libraries as at 30 June 2014 amounts to EUR 250.0 million (31 December 2013: EUR 366.4 million and 30 June 2013: EUR 416.1 million). Total internally developed multi-client data libraries amounts to EUR 16.7 million for the first six months of 2014. The geographic split of the carrying value of the multi-client data libraries is as follows as per 30 June 2014:
| Norway | 34% (31 December 2013: 30% and 30 June 2013: 28%) |
|---|---|
| Australia | 49% (31 December 2013: 48% and 30 June 2013: 49%) |
| Rest of the world | 17% (31 December 2013: 22% and 30 June 2013: 23%) |
In the first six months of 2014 Fugro generated EUR 35.1 million (first six months 2013: EUR 67.0 million) sales from the seismic libraries. Total straight line amortisation and additional sales related amortisation amounted to EUR 27.1 million (first six months of 2013: EUR 44.1 million) and were charged to the consolidated statement of comprehensive income as third party costs. The impairment on the multi-client data libraries amounts to EUR 114.6 million for the first six months of 2014. Further reference is made to the previous note on Impairments.
| Reconciliation of carrying amount (EUR x million) | 2014 | 2013 |
|---|---|---|
| Cost | ||
| Balance at 1 January | 725.4 | 520.2 |
| Acquisitions through business combinations | 35.7 | 218.3 |
| Impairment loss | (155.3) | – |
| Effect of movements in foreign exchange rates | 10.8 | (14.8) |
| Balance at 30 June | 616.6 | 723.7 |
| Carrying amounts | ||
| At 1 January | 725.4 | 520.2 |
| At 30 June | 616.6 | 723.7 |
The Group recorded the following amounts within shareholder's equity as a result of the issue of ordinary shares related to the stock dividend 2013.
| For the six months ended 30 June (EUR x million) | Share capital | Share premium | ||
|---|---|---|---|---|
| 2014 | 2013 | 2014 | 2013 | |
| Issuance of ordinary shares | 0.1 | – | (0.1) | – |
Fugro purchases and sells own shares in relation to the share option scheme. The cost of these shares held by the Group is recorded as a reserve within shareholder's equity. During the six months ended 30 June 2014, Fugro purchased 942,510 own shares totally amounting to EUR 40.1 million. During the first six month of 2014, Fugro purchased 742,510 own shares in connection with the market buyback program for the total amount of EUR 32.2 million. Fugro purchased 200,000 shares for the amount of EUR 7.9 million in relation to the share option scheme. In the same period 292,580 shares were sold, which results in an increase of the reserve for own shares of EUR 5.5 million.
Following the approval of the proposed dividend 2013 of EUR 1.50 per share in cash or in (certificates of) shares with a nominal value of EUR 0.05 the following dividends were paid by the Group:
| For the six months ended 30 June (EUR x million) | 2014 | 2013 |
|---|---|---|
| EUR 1.50 per qualifying ordinary share (2013: EUR 2.00*) | 121.2 | 169.1 |
* consisting of a regular dividend of EUR 1.50 increased by a one-off extra dividend of EUR 0.50 in connection with the divestment of the majority of the Geoscience business
Approximately 59% of the shareholders have chosen to receive dividend in stock over 2013. Consequently Fugro issued 1,698,575 new shares.
| (EUR x million) | 30 June | 31 December | 30 June |
|---|---|---|---|
| 2014 | 2013 | 2013 | |
| Bank loans | 155.0 | – | – |
| Private Placement loans | 693.1 | 716.9 | 749.0 |
| Other loans | 3.0 | 3.7 | 1.9 |
| Subtotal | 851.1 | 720.6 | 750.9 |
| Less: current portion of long-term loans | 0.2 | 31.6 | 30.0 |
| 850.9 | 689.0 | 720.9 | |
For the Private Placement loans, bank loans and credit facilities Fugro is subject to certain financial conditions which are summarised below. As at 30 June 2014, Fugro complies with these conditions. As at 30 June 2014, Fugro has drawn a total amount of EUR 155.0 million under the 2011 committed multicurrency revolving facilities.
The committed multicurrency revolving facilities as well as the Private Placement loans contain covenant requirements which can be summarised as follows:
As disclosed in the 2013 Annual Report, Fugro changed the accounting policy for multi-client data libraries to intangible asset accounting to further align with the industry practice. Previously, Fugro accounted for multi-client data libraries as inventory and the libraries were measured at the lower of costs and net realisable value. As a consequence of the accounting policy change, the libraries under the intangible fixed assets are measured at cost less accumulated amortisation and accumulated impairment losses. The amortisation of the multi-client data libraries forms part of third party costs in the company's consolidated statement of comprehensive income.
As a result of the change in accounting treatment end 2013, Fugro decided going forward to amend the EBITDA calculation to bring it in line with industry practice. This means that starting 30 June 2014, the EBITDA will be calculated as follows: "Result from operating activities before depreciation, amortisation (including amortisations of the multi-client data library) and impairments related to goodwill, intangibles and PP&E". The straight-line and sales-based amortisation of the multi-client data library as well as any one-off impairment of the library is now added back into EBITDA.
The amended EBITDA calculation is applied prospectively and affects the calculation of certain key ratios going forward. The key ratios included in the below table are included in the covenant requirements for committed multi-currency revolving facilities and the private placement loans.
As can be concluded from the table below, Fugro complies with all covenant requirements.
| (EUR x million) | Six months ended 30 June |
Twelve months ended 31 December |
|
|---|---|---|---|
| 2014 | 2013 | 2013** | |
| EBITDA | 385.7* | 460.7 | 548.7 |
| Operating lease expense | 149.0 | 151.9 | 151.9 |
| Net interest expense | 15.9 | 15.7 | 15.7 |
| Margin > 2.5 | 3.2 | 3.7 | 4.2 |
| Net financial indebtedness (loans and borrowings less net cash) |
817.1 | 648.5 | 648.5 |
| Bank guarantees | 76.7 | 52.2 | 52.2 |
| Total | 893.8 | 700.7 | 700.7 |
| EBITDA coverage < 3.0 | 2.32 | 1.52 | 1.28 |
| Net worth | 1,698.3 | 2,024.9 | 2,024.9 |
| Balance sheet total | 3,566.5 | 3,630.6 | 3,630.6 |
| Solvency > 33.33% | 47.6% | 55.8% | 55.8% |
| Margin indebtedness subsidiaries | 4.0% | 3.8% | 3.8% |
| Dividend < 60% of the profit | n/a | 28.3% | 28.3% |
* The straight line amortisation, additional sales related amortisation and impairments on the multi-client data libraries have been added back in the EBITDA
** EBITDA and ratios for the period ended 31 December 2013 when straight line amortisation and additional sales related amortisation on the multi-client data libraries are added back in the EBITDA
As part of the share option scheme for employees Fugro annually grants options on ordinary shares to employees dependent on the contribution of the employee to the development of the long-term strategy. The terms and conditions of the share option scheme are disclosed in the consolidated financial statements as at and for the year ended 31 December 2013. The options are granted at the end of each financial year.
For the first six month of 2014, an expense of EUR 5.9 million (first six month of 2013: EUR 6.2 million from the continued operations) relating to share-based payments for the full year 2014 has been recognised in the statement of comprehensive income. The expenses related to the 2014 grant are based on the Fugro share price as at 30 June 2014.
The Board of Management receives compensation in the form of short-term employee benefits, postemployment benefits and share-based payments (refer to previous note). The Board of Management received total compensation of EUR 2.9 million for the first six months of 2014 (first six months of 2013: EUR 4.0 million).
By 31 December 2013, the Group had entered into contractual obligations to lease property, plant and equipment for EUR 46 million. During the first six months of 2014 EUR 39.3 million of these commitments resulted in additions to property, plant and equipment (including assets under construction). On 30 June 2014, the Group has contractual obligations with a total value of EUR 42.7 million to purchase property, plant and equipment (30 June 2013: EUR 108.3 million).
In the second half of 2013 Fugro terminated a shipbuilding contract and successfully recovered the prepayments. Subsequently, the shipyard has filed a request for arbitration with the London Court of International Arbitration with total claim of EUR 14.6 million. The Company believes that the contract was terminated in line with contractual stipulations. The Company vigorously defends this claim and expects that it is unlikely that this case will result in a material adverse impact.
As per 30 June 2014, Fugro's bank issued bank guarantees to clients for an amount of EUR 76.7 million (30 June 2013: EUR 65.1 million).
| (EUR x million) | Six months ended 30 June |
|
|---|---|---|
| 2014 | 2013 | |
| From discontinued operations | ||
| Revenue | – | 83.8 |
| Third party costs | – | (35.9) |
| Other income | – | 2.0 |
| Personnel expenses | – | (29.8) |
| Depreciation and amortisation | – | – |
| Other expenses | – | (15.6) |
| Results from operating activities | – | 4.5 |
| (EUR x million) | Six months ended 30 June |
|
|---|---|---|
| 2014 | 2013 | |
| Finance income | – | – |
| Finance expense | – | (3.5) |
| Share of profit of equity accounted investees | – | – |
| Gain/(loss) recognised on disposal of majority of the Geoscience operations |
(2.9) | 204.0 |
| Income tax | – | (0.1) |
| Profit/(loss) from discontinued operations | (2.9) | 204.9 |
The cash flows associated with discontinued operations are as follows:
| (EUR x million) | Six months ended 30 June |
||
|---|---|---|---|
| 2014 | 2013 | ||
| Cash flows from discontinued operations | |||
| Net cash (used in)/from operating activities | – | 0.9 | |
| Net cash flows for the period from discontinued operations | – | 0.9 | |
The above reported results from discontinued operations relate to the sale of the majority of the Geoscience business in 2013 for a total consideration of EUR 1.2 billion. As a consequence, the Geoscience activities are reported as ´discontinued operations´ in the consolidated statement of comprehensive income.
The key aspects of the Group's financial risk management objectives and policies are consistent with those disclosed in the consolidated financial statements as at and for the year ended 31 December 2013.
The table below analyses financial instruments carried at fair value, by valuation method. The different levels have been defined as follows:
The following table presents the Group's assets and liabilities that are measured at fair value at 30 June 2014.
| (EUR x million) | Level 1 | Level 2 | Level 3 | Total |
|---|---|---|---|---|
| Assets | ||||
| Financial assets at fair value through profit and loss | – | – | 6.0 | 6.0 |
| Available-for-sale financial assets | 0.8 | – | – | 0.8 |
| Total assets | 0.8 | – | 6.0 | 6.8 |
| Liabilities | ||||
| Contingent consideration | – | – | 1.5 | 1.5 |
| Contingent liability for post-combination employee services | – | – | 5.0 | 5.0 |
| Total liabilities | – | – | 6.5 | 6.5 |
The following table presents the Group's assets and liabilities that are measured at fair value at 31 December 2013.
| (EUR x million) | Level 1 | Level 2 | Level 3 | Total |
|---|---|---|---|---|
| Assets | ||||
| Financial assets at fair value through profit and loss | – | – | 12.8 | 12.8 |
| Available-for-sale financial assets | 1.2 | – | – | 1.2 |
| Total assets | 1.2 | – | 12.8 | 14.0 |
There were no transfers between Levels 1, 2 and 3 during the period.
The following table presents the Group's assets and liabilities that are measured at fair value at 30 June 2013.
| (EUR x million) | Level 1 | Level 2 | Level 3 | Total |
|---|---|---|---|---|
| Assets | ||||
| Financial assets at fair value through profit and loss | – | – | 12.8 | 12.8 |
| Available-for-sale financial assets | 1.0 | – | – | 1.0 |
| Total assets | 1.0 | – | 12.8 | 13.8 |
| (EUR x million) | 30 June 2014 | ||
|---|---|---|---|
| Financial Financial assets at liabilities at fair value fair value |
|||
| Opening balance at 1 January | 12.8 | – | |
| Loss recognised in profit or loss | 6.8 | – | |
| Contingent consideration assumed in business combination | – | 1.5 | |
| Contingent liability for post-combination employee services | – | 5.0 | |
| Closing balance at 30 June | 6.0 | 6.5 | |
| Total unrealised losses for the period included in profit or loss to assets | |||
| held at the end of the reporting period, under 'Finance costs' | 6.8 | – | |
Fair value measurements using significant unobservable inputs (Level 3)
| (EUR x million) | 30 June and 31 December 2013 |
|
|---|---|---|
| Financial assets at fair value |
||
| Opening balance at 1 January 2013 | – | |
| Initial measurement of derivative at fair value | 12.3 | |
| Gain recognised in profit or loss | 0.5 | |
| Closing balance at 30 June and 31 December 2013 | 12.8 | |
| Total gain for the period included in the result for assets held at the end of | ||
| the reporting period, under 'Finance costs' | 0.5 |
The financial assets at fair value relate to a warrant as part of a vendor loan due from CGG issued by Fugro. The warrant represents the fair value of the underlying Seabed Geosolutions B.V. unquoted shares, accruing to Fugro in case of default of the counterparty (CGG). The warrant classifies as an embedded derivative and has been bifurcated from the loan. The warrant is accounted for at fair value through profit or loss, which movement is detailed in the table above.
A probability model has been used to estimate the fair value of the warrant. This model uses unobservable inputs and the warrant is therefore classified as a level 3 financial instrument. The following assumptions are considered key in the estimation of the fair value of the warrant: the credit spread and the default probability of the counterparty and the fair value of the underlying Seabed Geosolutions B.V. unquoted shares.
If the change in the credit spread of the counterparty for the warrant shifted +/- 5%, the impact on the result would amount to EUR 0.4 million. If the change in the underlying Seabed Geosolutions B.V. unquoted shares shifted +/- 5%, the impact on profit or loss would be EUR 0.3 million.
The Group's policy is to recognise transfers into and transfers out of fair value hierarchy levels as of the date of the event of change in circumstances that caused the transfer. There were no changes in valuation techniques during the period.
The Group's finance department performs the valuations of financial assets and liabilities required for financial reporting purposes, including Level 3 fair values. The key inputs to the valuations are directly reported to the Chief Financial Officer. Changes in Level 2 and 3 fair values are analysed at each reporting date.
The fair values of financial assets and liabilities, together with the carrying amounts shown in the statement of financial position, are as follows as at 30 June 2014:
| (EUR x million) | 30 June 2014 | ||
|---|---|---|---|
| Carrying amount |
Fair value | ||
| Financial assets at fair value through profit or loss | |||
| Financial assets at fair value through profit or loss | 6.0 | 6.0 | |
| Loans and receivables | |||
| Trade receivables and other receivables | 962.8 | 962.8 | |
| Cash and cash equivalents | 174.1 | 174.1 | |
| Long-term loans | 84.0 | 84.0 | |
| Other long-term receivables | 3.6 | 3.6 | |
| Available-for-sale financial assets | |||
| Other investments in equity instruments* | 1.1 | 1.1 | |
| Available-for-sale financial assets | 0.8 | 0.8 | |
| Financial liabilities measured at amortised cost | |||
| Bank loans | (155.0) | (155.0) | |
| Mortgage and other loans and long-term borrowings | (2.8) | (2.8) | |
| Private Placement loans in USD** | (573.9) | (642.4) | |
| Private Placement loans in GBP** | (84.2) | (94.4) | |
| Private Placement loans in EUR** | (35.0) | (29.8) | |
| Bank overdraft | (140.3) | (140.3) | |
| Trade and other payables | (551.0) | (551.0) | |
| Total | (309.8) | (383.3) | |
| Unrecognised gains/(losses) | (73.5) |
* The other investments in equity instruments do not have a quoted market price in an active market. The fair value cannot be reliably measured by the Group.
** The private placement loans carried at fair value are categorised within level 2 of the fair value hierarchy.
To: the Supervisory Board and Shareholders of Fugro N.V.
We have reviewed the accompanying consolidated interim financial information of Fugro N.V., Leidschendam, as set out in pages 23 to 48, which comprises the consolidated statement of financial position as at 30 June 2014, the consolidated statement of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the period of six months ended 30 June 2014, and the notes. Management is responsible for the preparation and presentation of this consolidated interim financial information in accordance with IAS 34, 'Interim Financial Reporting' as adopted by the European Union. Our responsibility is to express a conclusion on this consolidated interim financial information based on our review.
We conducted our review in accordance with Dutch law including standard 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity'. A review of interim financial information consists of making inquiries, 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 auditing standards 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.
Based on our review, nothing has come to our attention that causes us to believe that the accompanying consolidated interim financial information as at 30 June 2014 is not prepared, in all material respects, in accordance with IAS 34, 'Interim Financial Reporting', as adopted by the European Union.
Amstelveen, 10 August 2014
KPMG Accountants N.V. R.P. Kreukniet RA
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