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ROBERT WALTERS PLC — Interim / Quarterly Report 2015
Jun 30, 2015
4796_ir_2015-06-30_97c29630-56fb-4049-a2a6-281fa358c534.pdf
Interim / Quarterly Report
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HALF-YEARLY FINANCIAL RESULTS 2015 ROBERT WALTERS PLC
Over the last 30 years Robert Walters has grown and so have our ambitions.
We now operate in 24 countries and businesses worldwide rely on us to find their very best specialist professionals. Why? Because those same professionals trust us to manage their careers for the long term.
FINANCIAL AND OPERATIONAL HIGHLIGHTS
(2014: £310.0m)
£9.0M OPERATING PROFIT (2014: £5.3m)
£8.7M PROFIT BEFORE TAXATION (2014: £5.0m)
CONTENTS
- 01 Financial and Operational Highlights
- 02 Interim Management Report 04 Condensed Consolidated
- Income Statement 04 Condensed Consolidated Statement
- of Comprehensive Income and Expense
- 05 Condensed Consolidated Balance Sheet
- 06 Condensed Consolidated Cash Flow Statement
- 07 Condensed Consolidated Statement of Changes in Equity
- 08 Notes to the Condensed Set of Financial Statements
- 11 Responsibility Statement
- 12 Independent Review Report to Robert Walters plc
- 13 Our Offices
INTERIM MANAGEMENT REPORT
The Group has produced a strong first half performance delivering a substantial 74% (82%*) increase in profit before taxation to £8.7m (£9.0m*) (2014: £5.0m) despite foreign exchange headwinds.
Revenue was up 22% (25%*) to £377.6m (£388.1m*) (2014: £310.0m) and gross profit (net fee income) increased by 12% (15%*) to £113.9m (£116.9m*) (2014: £101.9m). Operating profit increased by 68% (75%*) to £9.0m (£9.4m*) (2014: £5.3m). The Group has also maintained a strong balance sheet with net cash of £14.6m as at 30 June 2015 (30 June 2014: £14.7m). Permanent recruitment currently represents 70% (2014: 70%) of the Group's recruitment net fee income.
All of the Group's regions performed well with both client and candidate confidence growing across most of our markets. Particularly encouraging is the impressive growth we are seeing from our newer businesses in emerging markets in Asia, and ongoing signs of a recovery in financial services.
The Group's excellent trading performance, underpinned by our ongoing focus on consultant productivity, has enabled us to continue to deliver strong operational gearing. In parallel, we have also continued to invest for the future, growing front office staff numbers in high performing businesses. Group headcount now stands at 2,728 (30 June 2014: 2,496).
Asia Pacific (41% of net fee income)
Revenue was £133.2m (2014: £113.3m) and net fee income increased by 9% (10%*) to £47.0m (£47.7m*) (2014: £43.3m) delivering a 37% (45%*) increase in operating profit to £4.7m (£4.9m*) (2014: £3.4m).
Australia, our largest business in the region, has now delivered three successive quarters of single digit growth, however the market remains challenging. Permanent hiring
activity has increased but is unpredictable whilst contract has performed well. Our business in New Zealand delivered strong operating profit growth.
In Asia, our businesses in emerging markets continued to deliver excellent results with Indonesia, Korea, Taiwan and Vietnam all growing net fee income in excess of 100% year-on-year. Our business in Thailand also performed extremely well whilst our larger more established businesses in Hong Kong, Japan, Malaysia and Singapore produced solid performances consolidating our market-leading position across the region.
Resource Solutions in Asia continues to further penetrate existing clients and also secured a number of new client wins during the period.
United Kingdom (34% of net fee income)
Revenue in the UK was £184.3m (2014: £140.3m) and net fee income increased by 20% to £38.7m (2014: £32.2m) delivering a more than doubling of operating profit to £2.8m (2014: £1.3m).
Candidate and client confidence in the UK has continued to improve with recruitment activity levels showing broad-based growth across both London and the regions. In London, financial services, commerce finance and sales & marketing were the strongest performers in the first half, with Manchester and Milton Keynes the standouts at a regional level. A new office was opened in St. Albans in the first half to further build on our strong UK performance.
Resource Solutions continued to produce strong growth in net fee income across both existing and new clients.
Europe (20% of net fee income)
Revenue was £54.2m (2014: £51.9m) and net fee income increased by 2% (14%*) to £22.3m (£24.9m*) (2014: £21.9m) producing
* Constant currency is calculated by applying prior period exchange rates to local currency results for the current and prior periods.
a 91% (142%*) increase in operating profit to £1.0m (£1.3m*) (2014: £0.5m).
Our business in the Netherlands enjoyed a very strong first half across both permanent and contract recruitment whilst both Spain and Ireland continued to grow at an excellent pace, a continuation of the trend we have seen over the last two years. Belgium delivered solid net fee income growth as did our French contract business, however the permanent recruitment market in France remained challenging throughout the first half. As a market-leader in France, the Group is well positioned to benefit from any recovery in permanent hiring activity.
Other International (5% of net fee income)
Other International comprises the US, South Africa, the Middle East and Brazil. Revenue was £5.9m (2014: £4.6m), net fee income increased by 31% (24%*) to £5.9m (£5.6m*) (2014: £4.5m) and operating profit increased to £0.4m (£0.3m*) (2014: break-even).
The US, South Africa and the Middle East all delivered record performances, with our office in Dubai delivering the strongest yearon-year growth. The US has benefited from a recovery in financial services in New York to complement the long-term growth we have seen in the digital space in California, whilst in South Africa multinationals in particular are now recruiting for growth. Market conditions in Brazil remain challenging although our business has delivered an increase in net fee income year-on-year.
Cash flow
The Group maintained a strong net cash position of £14.6m as at 30 June 2015 (30 June 2014: £14.7m). Working capital in the period has increased by £2.0m and notable cash outflows included a dividend of £3.2m, £3.1m of tax payments and capital expenditure of £1.4m.
Dividend
The interim dividend will be increased by 18% to 1.95p per share (2014: 1.65p) and will be paid on 16 October 2015 to those shareholders on the Company's register as at 4 September 2015.
Treasury management, currency risk and other principal risks and uncertainties affecting the business
The Group does not have material transactional exposures although is exposed to translation differences on the profits and cash flows generated in its overseas operations. Overseas currency balances that are surplus to local working capital requirements are converted on a regular basis to Pounds Sterling. The main functional currencies of the Group are Pounds Sterling, the Euro, Australian Dollar and the Japanese Yen.
The other principal risks and uncertainties affecting the Group's business activities remain those detailed within the Principal Risks and Uncertainties section of the Annual Report and Accounts for the year ended 31 December 2014, namely the economic environment, people management, brand and reputation, laws and regulations, and technology. The Board does not foresee a material change in respect of these factors for the remainder of the year.
Outlook
The outlook for the second half of the year is generally positive with candidate and client confidence improving across all of the Group's regions. We will continue to focus on improving consultant productivity whilst also investing in front office headcount. Trading since the half year has been in line with our expectations and the Group remains confident of its prospects for the full year.
Leslie Van de Walle Robert Walters Chairman Chief Executive 29 July 2015
CONDENSED CONSOLIDATED INCOME STATEMENT
| Notes | 2015 6 months to 30 June Unaudited £'000 |
2014 6 months to 30 June Unaudited £'000 |
2014 12 months to 31 December Audited £'000 |
|
|---|---|---|---|---|
| Continuing operations Revenue Cost of sales |
4 | 377,608 (263,667) |
309,988 (208,063) |
679,604 (464,286) |
| Gross profit Administrative expenses |
4 | 113,941 (104,954) |
101,925 (96,577) |
215,318 (197,098) |
| Operating profit Finance income Finance costs (Loss) gain on foreign exchange |
4 | 8,987 53 (326) (52) |
5,348 77 (297) (151) |
18,220 137 (464) 266 |
| Profit before taxation Taxation |
5 | 8,662 (2,685) |
4,977 (1,667) |
18,159 (6,904) |
| Profit for the period | 5,977 | 3,310 | 11,255 | |
| Earnings per share (pence): Basic Diluted |
7 | 8.0 7.2 |
4.5 4.0 |
15.3 13.9 |
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME AND EXPENSE
| 2015 6 months to 30 June Unaudited £'000 |
2014 6 months to 30 June Unaudited £'000 |
2014 12 months to 31 December Audited £'000 |
|
|---|---|---|---|
| Profit for the period Items that may be reclassified subsequently to profit or loss: Exchange differences on translation of overseas operations |
5,977 (4,266) |
3,310 (617) |
11,255 (1,553) |
| Total comprehensive income and expense for the period | 1,711 | 2,693 | 9,702 |
CONDENSED CONSOLIDATED BALANCE SHEET
| Note | 2015 30 June Unaudited £'000 |
2014 30 June Unaudited £'000 |
2014 31 December Audited £'000 |
|
|---|---|---|---|---|
| Non-current assets Intangible assets Property, plant and equipment Deferred tax assets |
9,689 7,112 8,569 |
9,529 9,019 8,572 |
9,577 8,156 8,216 |
|
| 25,370 | 27,120 | 25,949 | ||
| Current assets Trade and other receivables Corporation tax receivables Cash and cash equivalents |
170,777 463 26,609 |
159,298 1,397 15,216 |
168,240 117 38,205 |
|
| 197,849 | 175,911 | 206,562 | ||
| Total assets | 223,219 | 203,031 | 232,511 | |
| Current liabilities Trade and other payables Corporation tax liabilities Bank overdrafts and loans Provisions |
9 | (127,394) (3,106) (11,968) (347) |
(123,326) (2,076) (476) (260) |
(125,527) (3,672) (23,904) (377) |
| (142,815) | (126,138) | (153,480) | ||
| Net current assets | 55,034 | 49,773 | 53,082 | |
| Non-current liabilities Deferred tax liabilities Provisions |
(27) (1,727) (1,754) |
(29) (1,443) (1,472) |
(10) (1,647) (1,657) |
|
| Total liabilities | (144,569) | (127,610) | (155,137) | |
| Net assets | 78,650 | 75,421 | 77,374 | |
| Equity Share capital Share premium Other reserves Own shares held Treasury shares held Foreign exchange reserves Retained earnings |
17,248 21,829 (73,410) (6,430) (19,860) (1,834) 141,107 |
17,192 21,753 (73,410) (4,787) (19,860) 3,368 131,165 |
17,192 21,753 (73,410) (8,765) (19,860) 2,432 138,032 |
|
| Total equity | 78,650 | 75,421 | 77,374 |
CONDENSED CONSOLIDATED CASH FLOW STATEMENT
| Note | 2015 6 months to 30 June Unaudited £'000 |
2014 6 months to 30 June Unaudited £'000 |
2014 12 months to 31 December Audited £'000 |
|
|---|---|---|---|---|
| Cash generated from operating activities Income taxes paid |
8 | 11,125 (3,055) |
2,327 (1,056) |
11,270 (3,232) |
| Net cash generated from operating activities | 8,070 | 1,271 | 8,038 | |
| Investing activities Interest received Purchases of computer software Purchases of property, plant and equipment Purchases of non-controlling interest |
53 (495) (933) (498) |
77 (447) (1,292) – |
137 (1,016) (2,294) (482) |
|
| Net cash used in investing activities | (1,873) | (1,662) | (3,655) | |
| Financing activities Equity dividends paid Proceeds from issue of equity Interest paid Proceeds from bank loans Repayment of bank loans Purchase of own shares Proceeds from exercise of share options |
(3,237) 132 (326) 522 (12,458) – 120 |
(2,866) 14 (297) – (11,000) – 408 |
(4,087) 15 (464) 12,381 – (4,032) 465 |
|
| Net cash (used) generated in financing activities | (15,247) | (13,741) | 4,278 | |
| Net (decrease) increase in cash and cash equivalents | (9,050) | (14,132) | 8,661 | |
| Cash and cash equivalents at beginning of the period Effect of foreign exchange rate changes |
38,205 (2,546) |
30,071 (723) |
30,071 (527) |
|
| Cash and cash equivalents at end of the period | 26,609 | 15,216 | 38,205 |
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
| Share capital £'000 |
Share premium £'000 |
Other reserves £'000 |
Own shares held £'000 |
Treasury shares held £'000 |
Foreign exchange reserves £'000 |
Retained earnings £'000 |
Total equity £'000 |
|
|---|---|---|---|---|---|---|---|---|
| Balance at 1 January 2014 Profit for the period |
17,177 – |
21,753 – |
(73,410) – |
(5,876) – |
(19,860) – |
3,985 – |
130,113 3,310 |
73,882 3,310 |
| Foreign currency translation differences | – | – | – | – | – | (617) | – | (617) |
| Total comprehensive income and | ||||||||
| expense for the period | – | – | – | – | – | (617) | 3,310 | 2,693 |
| Dividends paid | – | – | – | – | – | – | (2,866) | (2,866) |
| Credit to equity for equity-settled share | ||||||||
| based payments | – | – | – | – | – | – | 1,744 | 1,744 |
| Deferred tax on share-based payment | ||||||||
| transactions | – | – | – | – | – | – | (455) | (455) |
| Transfer to own shares held on exercise | ||||||||
| of equity incentives | – | – | – | 1,089 | – | – | (681) | 408 |
| New shares issued | 15 | – | – | – | – | – | – | 15 |
| Unaudited balance at 30 June 2014 | 17,192 | 21,753 | (73,410) | (4,787) | (19,860) | 3,368 | 131,165 | 75,421 |
| Profit for the period | – | – | – | – | – | – | 7,945 | 7,945 |
| Foreign currency translation differences | – | – | – | – | – | (936) | – | (936) |
| Total comprehensive income and | ||||||||
| expense for the period | – | – | – | – | – | (936) | 7,945 | 7,009 |
| Dividends paid | – | – | – | – | – | – | (1,221) | (1,221) |
| Credit to equity for equity-settled share | ||||||||
| based payments | – | – | – | – | – | – | (36) | (36) |
| Deferred tax on share-based payment | ||||||||
| transactions | – | – | – | – | – | – | 175 | 175 |
| Transfer to own shares held on exercise | ||||||||
| of equity incentives | – | – | – | (412) | – | – | 4 | (408) |
| New shares issued | – | – | – | (3,566) | – | – | – | (3,566) |
| Balance at 31 December 2014 | 17,192 | 21,753 | (73,410) | (8,765) | (19,860) | 2,432 | 138,032 | 77,374 |
| Profit for the period | – | – | – | – | – | – | 5,977 | 5,977 |
| Foreign currency translation differences | – | – | – | – | – | (4,266) | – | (4,266) |
| Total comprehensive income and | ||||||||
| expense for the period | – | – | – | – | – | (4,266) | 5,977 | 1,711 |
| Dividends paid | – | – | – | – | – | – | (3,237) | (3,237) |
| Credit to equity for equity-settled share | ||||||||
| based payments | – | – | – | – | – | – | 2,100 | 2,100 |
| Deferred tax on share-based payment | ||||||||
| transactions | – | – | – | – | – | – | 570 | 570 |
| Transfer of own shares held on exercise | ||||||||
| of equity incentives | – | – | – | 2,335 | – | – | (2,335) | – |
| New shares issued | 56 | 76 | – | – | – | – | – | 132 |
| Unaudited balance at 30 June 2015 | 17,248 | 21,829 | (73,410) | (6,430) | (19,860) | (1,834) | 141,107 | 78,650 |
NOTES TO THE CONDENSED SET OF FINANCIAL STATEMENTS
1. Statement of accounting policies
Basis of preparation
The annual financial statements of the Group are prepared in accordance with International Financial Reporting Standards ('IFRSs') as adopted by the European Union. The condensed set of financial statements has been prepared in accordance with the International Accounting Standard 34 'Interim Financial Reporting', as adopted by the European Union.
The accounting policies applied by the Group are as set out in detail in the Annual Report for the year ended 31 December 2014.
The Group was profitable for the period and has considerable financial resources, including £14.6m of net cash at 30 June 2015, together with a diverse range of clients and suppliers across different geographic locations and sectors. As a consequence, the Directors believe the Group is well placed to manage its business risks successfully.
After making enquiries, the Directors have formed a judgement, at the time of approving the half-yearly financial results, that there is a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future, a period of not less than 12 months. For this reason the Directors continue to adopt the going concern basis in preparing the condensed set of financial statements.
2. Financial information
The financial information on pages 4 to 11 was formally approved by the Board of Directors on 29 July 2015. The financial information set out in this document does not constitute statutory accounts within the meaning of section 434 of the Companies Act 2006.
Statutory accounts prepared under IFRSs for the year ended 31 December 2014 for Robert Walters plc have been delivered to the Registrar of Companies. The auditor's report on these accounts was not qualified, did not draw attention to any matters by way of emphasis and did not contain statements under section 498(2) or (3) of the Companies Act 2006.
The financial information in respect of the period ended 30 June 2015 is unaudited but has been reviewed by the Company's auditor. Their report is included on page 12. The financial information in respect of the period ended 30 June 2014 is also unaudited.
3. Currency conversion
The reporting currency of the Group is Pounds Sterling and the condensed set of financial statements has been prepared on this basis.
The condensed consolidated income statement for the period ended 30 June 2015 has been prepared using, among other currencies, the average exchange rate of €1.3643 to the Pound (period ended 30 June 2014: €1.2125; year ended 31 December 2014: €1.2407); ¥183.2010 to the Pound (30 June 2014: ¥171.0413; 31 December 2014: ¥174.1942) and AU\$1.9475 to the Pound (30 June 2014: AU\$1.8304; 31 December 2014: AU\$1.8274).
The condensed consolidated balance sheet as at 30 June 2015 has been prepared using the exchange rates on that day of €1.4165 to the Pound (30 June 2014: €1.2492; 31 December 2014: €1.2780); ¥192.8900 to the Pound (30 June 2014: ¥172.8960; 31 December 2014: ¥186.3180) and AU\$2.0525 to the Pound (30 June 2014: AU\$1.8099; 31 December 2014: AU\$1.9046).
| 4. Segmental Information |
2015 6 months to 30 June Unaudited £'000 |
2014 6 months to 30 June Unaudited £'000 |
2014 12 months to 31 December Audited £'000 |
|---|---|---|---|
| i) Revenue: Asia Pacific UK Europe Other International |
133,211 184,325 54,195 5,877 |
113,266 140,268 51,902 4,552 |
251,363 311,941 106,351 9,949 |
| 377,608 | 309,988 | 679,604 | |
| ii) Gross profit: Asia Pacific UK Europe Other International |
47,039 38,660 22,313 5,929 |
43,273 32,225 21,900 4,527 |
90,536 71,100 43,798 9,884 |
| 113,941 | 101,925 | 215,318 | |
| iii) Profit before taxation: Asia Pacific UK Europe Other International |
4,717 2,825 1,026 419 |
3,431 1,348 533 36 |
10,502 5,248 2,173 297 |
| Operating profit Net finance costs |
8,987 (325) |
5,348 (371) |
18,220 (61) |
| Profit before taxation | 8,662 | 4,977 | 18,159 |
| iv) Total assets: Asia Pacific UK Europe Other International Unallocated corporate assets* |
49,910 108,254 24,175 5,240 35,640 223,219 |
50,079 96,970 26,235 4,563 25,184 203,031 |
53,265 102,471 24,496 5,741 46,538 232,511 |
| v) Total liabilities: Asia Pacific UK Europe Other International Unallocated corporate liabilities* |
(23,931) (85,979) (16,126) (3,432) (15,101) (144,569) |
(22,545) (83,425) (15,781) (2,792) (3,067) (127,610) |
(24,947) (80,224) (17,503) (4,877) (27,586) (155,137) |
| vi) Revenue by business grouping: | |||
| Robert Walters Resource Solutions |
238,817 138,791 |
215,560 94,428 |
463,685 215,919 |
| 377,608 | 309,988 | 679,604 |
* For the purpose of segmental analysis, unallocated corporate assets and liabilities include cash, bank loans, corporation and deferred tax balances.
NOTES TO THE CONDENSED SET OF FINANCIAL STATEMENTS CONTINUED
| Total tax charge for the period | 2,685 | 1,667 | 6,904 |
|---|---|---|---|
| Current tax Deferred tax |
2,384 301 |
1,786 (119) |
6,545 359 |
| 5. Taxation |
2015 6 months to 30 June Unaudited £'000 |
2014 6 months to 30 June Unaudited £'000 |
2014 12 months to 31 December Audited £'000 |
The tax charge is based on the expected annual tax rate of 31.0% (2014: 33.5%) on profit before taxation.
| 6. Dividends |
2015 6 months to 30 June Unaudited £'000 |
2014 6 months to 30 June Unaudited £'000 |
2014 12 months to 31 December Audited £'000 |
|---|---|---|---|
| Amounts recognised as distributions to equity holders in the period: Final dividend for 2014 of 4.35p (2013: 3.86p) 3,237 Interim dividend for 2014 of 1.65p (2013: 1.54p) – |
2,866 – |
3,179 1,267 |
|
| 3,237 | 2,866 | 4,446 | |
| Proposed interim dividend for 2015 of 1.95p (2014: 1.65p) | 1,451 | 1,227 | n/a |
The proposed interim dividend was approved by the Board on 29 July 2015 and has not been included as a liability at 30 June 2015.
7. Earnings per share
The calculation of earnings per ordinary share is based on the profit for the period attributable to equity holders of the parent and the weighted average number of shares of the Company.
| 2015 | 2014 | 2014 | |
|---|---|---|---|
| 6 months to | 6 months to | 12 months to | |
| 30 June | 30 June | 31 December | |
| Unaudited | Unaudited | Audited | |
| £'000 | £'000 | £'000 | |
| Profit for the period attributable to equity holders of the parent | 5,977 | 3,310 | 11,255 |
| Number | Number | Number | |
| of shares | of shares | of shares | |
| Weighted average number of shares: Shares in issue throughout the period Shares issued in the period Treasury and own shares held |
85,970,809 138,014 (11,192,927) |
85,886,614 38,322 (11,879,901) |
85,886,614 59,929 (12,161,441) |
| For basic earnings per share | 74,915,896 | 74,045,035 | 73,785,102 |
| Outstanding share options | 7,922,488 | 8,042,278 | 7,017,561 |
| For diluted earnings per share | 82,838,384 | 82,087,313 | 80,802,663 |
8. Notes to the cash flow statement 2015
| 6 months to 30 June Unaudited £'000 |
2014 6 months to 30 June Unaudited £'000 |
2014 12 months to 31 December Audited £'000 |
|
|---|---|---|---|
| Operating profit for the period Adjustments for: |
8,987 | 5,348 | 18,220 |
| Depreciation and amortisation charges Loss on disposal of property, plant and equipment and |
1,915 | 1,799 | 3,951 |
| computer software | 134 | 125 | 350 |
| Change in respect of share-based payment transactions | 2,100 | 1,744 | 1,708 |
| Operating cash flows before movements in working capital Increase in receivables Increase (decrease) in payables |
13,136 (7,080) 5,069 |
9,016 (6,519) (170) |
24,229 (16,097) 3,138 |
| Cash generated from operating activities | 11,125 | 2,327 | 11,270 |
9. Bank loans
In January 2014, the Group renewed and extended its three-year committed financing facility to £35m, which expires in November 2016. At 30 June 2015, £10.9m was drawn down under this facility.
The Group has a short-term facility of Renminbi 15m (£1.6m) of which Renminbi 10m (£1.0m) was drawn down as at 30 June 2015. The loan is secured against cash deposits in Hong Kong.
10.Related party transactions
There have been no related party transactions or changes in the related party relationships, described in the latest Annual Report, that have had a material effect on the financial position or performance of the Group in the first six months of the financial year.
11. Registered office
The Company's registered office is located at 11 Slingsby Place, St Martin's Courtyard, London, WC2E 9AB.
RESPONSIBILITY STATEMENT
We confirm to the best of our knowledge:
- a) the condensed set of financial statements has been prepared in accordance with IAS 34 'Interim Financial Reporting';
- b) the interim management report includes a fair review of the information required by DTR 4.2.7R (indication of important events during the first six months and description of principal risks and uncertainties for the remaining six months of the year); and
- c) the interim management report and note 10 includes a fair review of the information required by DTR 4.2.8R (disclosure of related parties' transactions and changes therein).
By order of the Board,
Alan Bannatyne Chief Financial Officer 29 July 2015
INDEPENDENT REVIEW REPORT TO ROBERT WALTERS PLC
We have been engaged by the Company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2015 which comprises the Condensed Consolidated Income Statement, the Condensed Consolidated Statement of Comprehensive Income and Expense, the Condensed Consolidated Balance Sheet, the Condensed Consolidated Cash Flow Statement, the Condensed Consolidated Statement of Changes in Equity, and related notes 1 to 11. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.
This report is made solely to the Company in accordance with International Standard on Review Engagements (UK and Ireland) 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity' issued by the Auditing Practices Board. Our work has been undertaken so that we might state to the Company those matters we are required to state to it in an independent review report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company, for our review work, for this report, or for the conclusions we have formed.
Directors' responsibilities
The half-yearly financial report is the responsibility of, and has been approved by, the Directors. The Directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.
As disclosed in note 1, the annual financial statements of the Group are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in the half-yearly financial report has been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting,' as adopted by the European Union.
Our responsibility
Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review.
Scope of review
We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity' issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making 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 International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the halfyearly financial report for the six months ended 30 June 2015 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.
Deloitte LLP
Chartered Accountants and Statutory Auditor London, United Kingdom 29 July 2015
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Australia
Adelaide Level 20 25 Grenfell Street Adelaide SA 5000 Australia t: +61 (0) 8 8216 3500
Brisbane Level 27 Waterfront Place 1 Eagle Street Brisbane QLD Australia 4000 t: +61 (0) 7 3032 2222
Chatswood Level 15 67 Albert Avenue Chatswood NSW 2067 Australia t: +61 (0) 2 8423 1000
Melbourne Level 41 385 Bourke Street Melbourne Australia 3000 t: +61 (0) 3 8628 2100
Parramatta Level 6 10 Smith Street Parramatta NSW 2150 Australia t: +61 (0) 2 8836 3600
Perth Level 10 109 St Georges Terrace Perth WA Australia 6001 t: +61 (0) 8 9266 0900
Sydney Level 53 Governor Phillip Tower 1 Farrer Place Sydney NSW Australia 2000 t: +61 (0) 2 8289 3100
Belgium Brussels Avenue Louise 250 B-1050 Brussels Belgium t: +32 (0) 2 511 66 88
Walters People Avenue Louise 250 B-1050 Brussels Belgium t: +32 (0) 2 542 40 40
Brussels North Walters People Bridge Building-6th Floor Av. Charles Quint/ Keizer Karellaan 584 Sint-Agatha-Berchem 1082 Belgium t: +32 (0) 2 609 79 00
Ghent Walters People The Crescent Guldensporenpark 120 9820 Merelbeke Belgium t: +32 (0) 9 210 57 40
Zaventem Walters People Leuvensesteenweg 555 Entrance 3, 1st Floor Belgium t: +32 (0) 2 613 08 00
Brazil
Rio de Janeiro Centro Empresarial Mourisco Praia de Botafogo 501 – Bloco 2 – 2º andar Torre Corcovado 22250-040 Rio de Janeiro – RJ Brazil t: +55 (21) 2586 6165
São Paulo Rua do Rócio 350, 4º andar Vila Olímpia – SP 04552-000, Brazil t: +55 (11) 2655 0888
China Beijing Room 1901, East Tower, Twin Towers B12 Jianguomenwai Da Jie Chaoyang District Beijing 100020 PR China t: +86 10 5282 1888
Nanjing 36th Floor, Suite D/E IFC, 1 Hanzhong Road Qinhuai District Nanjing 210029 PR China t: +86 25 8801 5888
Shanghai 36th Floor, Tower 2, Jing An Kerry Centre No. 1539 West Nanjing Road Shanghai 200040 PR China t: +86 21 5153 5888
Suzhou Suite 2106 Zhongyin Huilong Building No. 8 Suzhou Avenue West Suzhou Industrial Park Jiangsu 215021 PR China t: +86 512 6873 5888
France Lyon 63 quai Charles de Gaulle 69006 Lyon Cedex 06 France t: +33 (0) 4 72 44 04 18
Walters People Ground Floor 94 Quai Charles de Gaulle Lyon 69006 France t: +33 (0) 4 72 69 77 15
Paris 25 rue Balzac Paris 75008 France t: +33 (0) 1 40 67 88 00
Walters People 6th Floor 251, Boulevard Pereire Paris 75017 France
t: +33 (0) 1 40 76 05 05 St Quentin Walters People 41 avenue du centre Montigny-le-Bretonneux
78180 France t: +33 (0) 1 30 48 21 80 Strasbourg 3rd Floor Centre d'Affaire Delta Bleu 5 Place du Corbeau 67000 Strasbourg France t: +33 (0) 3 88 65 58 25
Germany Düsseldorf Benrather Straße 12 40213 Düsseldorf Germany t: +49 (0) 211 30180 000
Frankfurt Taunusanlage 1 60329 Frankfurt am Main Germany t: +49 (0) 69 95798 985
Hong Kong 20/F Nexxus Building 41 Connaught Road Central Central Hong Kong t: +852 2103 5300
Indonesia Jakarta World Trade Centre 1 9th Floor JI. Jend. Sudirman Kav. 29-31 Jakarta 12920 Indonesia t: +62 (21) 2965 1500
Ireland Dublin Level 3 Custom House Plaza 2 IFSC Dublin 1, Ireland t: +353 (0) 1 633 4111
Japan Osaka Pias Tower 15th Floor 3-19-3 Toyosaki Kita-ku, Osaka-shi Osaka 531-0072 Japan t: +81 (0) 6 4560 3100
Tokyo Shibuya Minami Tokyu Building, 14th Floor 3-12-18 Shibuya Shibuya-ku Tokyo 150-0002 Japan t: +81 (0) 3 4570 1500
Luxembourg 5th Floor 26a Boulevard Royal L-2449 Luxembourg t: +352 (0) 2647 8585
Malaysia Kuala Lumpur Level 24, Menara 3 Petronas Persiaran KLCC 50088 Kuala Lumpur t: +603 2380 8700
Netherlands Amsterdam WTC, Tower H Zuidplein 28 1077 XV Amsterdam Netherlands t: +31 (0) 20 644 4655
Walters People WTC, Toren H, 3de Verdieping Zuidplein 28 1077 XV Amsterdam Netherlands t: +31 (0) 20 796 9040
Eindhoven Begijnenhof 4-6 5611 EL Eindhoven Netherlands t: +31 (0) 40 799 9910
Rotterdam Groothandelsgebouw Ingang A, 3de Verdieping Stationsplein 45 3013 AK Rotterdam Netherlands t: +31 (0) 10 7998 090
Walters People Groothandelsgebouw Ingang A, 3de Verdieping Stationsplein 45 3013 AK Rotterdam Netherlands t: +31 (0) 10 7998 090
New Zealand Auckland Level 9 22 Fanshawe Street Auckland
New Zealand t: +64 (0) 9 374 7300 Wellington Level 8
Featherston House 119-123 Featherston Street Wellington New Zealand t: +64 (0) 4 471 9700
Singapore 6 Battery Road 22-01 Singapore 049909 t: +65 6228 0200
South Africa
Johannesburg 19th Floor World Trade Center Johannesburg Cnr West Road South and Lower Road Morningside, Sandton Johannesburg 2196 South Africa t: +27 (0) 11 881 2400
South Korea Seoul 27F, West Center Center 1 Building 26 Euljiro 5 gil Jung-gu Seoul 100-210 Korea
t: +82 (0) 2 6030 8811 Spain Madrid
Paseo de la Castellana nº13 4ª Planta 28046 Madrid Spain t: +34 91 309 79 88
Switzerland Zurich Brandschenkestrasse 6 8001 Zurich Switzerland t: +41 (0) 44 809 35 00
Taiwan Taipei Room F, 10th Floor No. 1 Songzhi Road Xin-yi District Taipei Taiwan t: +886 2 8758 0700
Thailand
Bangkok Q House Lumpini, 12th Floor Unit 1201 1 South Sathorn Road Thungmahamek, Sathorn Bangkok 10120 Thailand t: +66 (0) 2 344 4800
UAE
Dubai Tower 2, Floor 33 Al Fattan Currency House Dubai International Financial Centre/DIFC Dubai PO Box 506851 UAE t: +971 4 8180 100
United Kingdom Birmingham 9th Floor 11 Brindley Place Birmingham B1 2LP
United Kingdom t: +44 (0) 121 281 5000 Guildford Bishops Wharf 1 Walnut Tree Close
Guildford GU1 4RA United Kingdom t: +44 (0) 1483 510 400
London (Head Office) 11 Slingsby Place St Martin's Courtyard London WC2E 9AB United Kingdom t: +44 (0) 20 7379 3333
Manchester 9th Floor 3 Hardman Street Manchester M3 3HF United Kingdom t: +44 (0) 161 214 7400
Milton Keynes Ground Floor Luminous House 300 South Row Milton Keynes MK9 2FR United Kingdom t: +44 (0) 1908 933 975
St Albans Fountain Court 2 Victoria Square St Albans AL1 3TF t: +44 (0) 1727 617 500
United States
New York 7 Times Square Suite 1606 New York NY 10036 USA t: +1 212 704 9900
San Francisco 101 Mission Street Suite 2000 San Francisco CA 94105 USA t: +1 415 549 2000
Vietnam
Ho Chi Minh City #01, 12A F1, Empress Tower 138-142 Hai Ba Trung Street District 1 Ho Chi Minh City Vietnam t: +84 8 3520 7900
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