25 November 2014

Renew Holdings plc

("Renew" or the "Group" or the "Company")

Preliminary Results

Renew (AIM: RNWH), the Engineering Services Group supporting UK infrastructure, announces record preliminary results for the year ended 30 September 2014.

Financial Highlights

*Adjusted results are shown prior to exceptional items, amortisation and discontinued operations with comparative figures restated to reflect IAS 19 (revised) 

Operational Highlights

·     Group revenue up 64% to £464.5m

·     Group operating profit up 64% to £16.4m

·     Order book up 21% to £439m at 30 September 2014 (2013: £364m)

·     Successful acquisitions of Clarke Telecom Ltd and Forefront Group Ltd

·     Appointed to 7 Network Rail frameworks for Control Period 5 with advertised value of £450m over 5 years.

·     Adjusted EPS up 68% to 20.80p (2013: 12.38p)

·     Dividend increased by 39% to 5.0p (2013: 3.6p)

Post Period End Highlights

·     Successful disposal of Allenbuild Limited for a total consideration of £2.75m payable in cash

R J Harrison OBE, Chairman said: "I am pleased to announce another record set of preliminary results for the Group. Renew enters the 2014/15 financial year in a strong position having made excellent progress in expanding its position as a leading provider of engineering support services with strong organic growth coupled with two acquisitions into new markets. Our record order book of £439m gives the Board confidence for the next financial year. The Board's growth strategy for its Engineering Services business is proven and continues to deliver shareholder value which is reflected in the 39% increase in dividend. The Board has set targets for Group revenue in excess of £500m and a Group operating margin of at least 4.5% within the next three years."

Enquiries:

About Renew Holdings plc

Engineering Services, which accounts for over 80% of Group revenue and 85% of operating profit, focuses on the key markets of Energy (including Nuclear), Environmental and Infrastructure, which are largely governed by regulation and benefit from non-discretionary spend with long-term visibility of committed funding.

Specialist Buildingfocuses on the High Quality Residential market in London and the Home Counties.

For more information please visit the Renew Holdings plc website: www.renewholdings.com

Chairman's Statement

Results

Record results for the year ended 30 September 2014 demonstrate the Group's continued progress as a leading multidisciplinary Engineering Services provider, supporting critical UK infrastructure.

Group revenue and operating profit, prior to exceptional items, amortisation and discontinued operations were both up 64% to £464.5m (2013: £282.7m) and £16.4m (2013: £10.0m) respectively. Group operating margin was maintained at 3.5% (2013: 3.5%).  Earnings per share prior to exceptional items, amortisation and discontinued operations increased by 68% to 20.80p (2013: 12.38p) with basic earnings per share on continuing activities of 16.83p (2013: 16.62p).

The Engineering Services business has seen growth across all its markets of Energy, Environmental and Infrastructure with revenue up 65% to £382.5m (2013: £232.4m). Engineering Services accounts for 82% of Group revenue.

The largest area of growth was in our Rail business which experienced high levels of demand for emergency repair works following last winter's extreme weather conditions alongside a Network Rail "enhanced spend" programme which together added £64.7m of non-recurring revenue. Our position with Network Rail has been recently strengthened following our appointment to seven Control Period 5 Infrastructure Projects frameworks with an advertised value of £450m over the next five years.

Engineering Services operating profit has seen a 54% increase to £16.3m (2013: £10.6m) with an operating margin of 4.3% (2013: 4.6%). Margin reduced slightly as much of the additional non-recurring Rail revenue referred to above was undertaken on a cost reimbursable basis with a lower margin. When the effect of the non-recurring Rail activity and acquisitions is excluded from our results, Engineering Services delivered 18% growth in revenue and 22% growth in operating profit.

Specialist Building is predominantly focused on the High Quality Residential market in London and the Home Counties. Revenue increased by 62% to £82.1m (2013: £50.6m) and operating profit by 69% to £2.2m (2013: £1.3m), delivering an operating margin of 2.6% (2013: 2.5%). These results exclude those of Allenbuild Limited which has been treated as a discontinued business following its sale subsequent to the year end.

Dividend

The Board is proposing a final dividend of 3.50p per share, increasing the full year dividend by 39% to 5.0p (2013: 3.60p). The dividend will be paid on 2 March 2015 to shareholders on the register as at 30 January 2015. The Board continues to grow dividends progressively.

Order Book

The Group's contracted order book at 30 September 2014 stood at £439m (2013: £364m), a 21% increase, with the Engineering Services order book up 20% to £361m (2013: £301m). 

Acquisitions

During the year, the Group made two complementary acquisitions in Clarke Telecom Limited, a market leader in wireless telecoms infrastructure delivery, for £17.1m and Forefront Group Ltd, a leading provider in the gas infrastructure market, for £14.8m. These strategically important acquisitions will be accretive to Renew's Engineering Services operating margin as we progress towards our target of 5% within this business segment, a key objective for the next financial year.

Disposal

Subsequent to the year end, the Group announced the disposal of Allenbuild Limited, the new build affordable housing part of the Group's Specialist Building business, to Places for People Group Limited ("PFP") for a total consideration of £2.75m payable in cash. PFP has acquired 50% of the issued share capital for £1.375m and will assume 100% ownership of Allenbuild after ten outstanding contracts, for which the Group retains the benefit, reach practical completion which is expected to be in about twelve months' time.

Cash

£24m of term loans were taken out to finance the Group's acquisitions. At the year end, net debt was £16.1m (2013: net cash £2.8m), which represents only 0.85 times 2014 EBITDA.

People

The Group prides itself on providing a safe and rewarding working environment for its highly skilled directly employed work force. Our results and ongoing success are a testament to the skills, hard work and commitment of all of the Group's employees and the Board would like to take this opportunity to express its gratitude.

Outlook

The Group enters the 2014/15 financial year in a strong position. In Specialist Building, the Group concentrates on the High Quality Residential market in London and the Home Counties. Our expertise is in the fit out and refurbishment of prestigious private residential projects, specialising in developing engineering solutions for major structural alterations. 

In Engineering Services, the Group has made excellent progress in expanding its position as a leading provider of engineering support services in the UK's Energy, Environmental and Infrastructure markets with strong organic growth coupled with two acquisitions into new markets. We operate in markets mainly governed by regulation that undertake long term programmes of essential non-discretionary spending to maintain critical infrastructure assets.  The Group continues to focus its activities on these programmes which deliver good visibility of future opportunities, margin enhancement potential and sustainable earnings streams.

It remains the Board's strategy to continue to grow its Engineering Services business, both organically and through selective acquisitions.  The Board's ambition is to grow Group revenue to over £500m delivering a Group operating margin of over 4.5% within the next three years.

The excellent organic and acquisitive growth achieved in the year along with its record order book gives the Board every confidence that the Group will continue to deliver on its strategic targets.

R J Harrison OBE

Chairman

25 November 2014

Chief Executive's Review

Renew has continued to enhance its market position as a provider of multidisciplinary Engineering Services, successfully growing its Engineering Services both organically and by acquisition. Delivering long term maintenance and renewal services across the Energy, Environmental and Infrastructure markets, our highly skilled, directly employed workforce operates on the UK's essential infrastructure assets. Our offering is differentiated by the promotion of our independently branded subsidiary businesses which are aligned to the needs of their clients. In Specialist Building, our activity is now primarily focused on the High Quality Residential market in London and the Home Counties, which continues to see strong demand and in which we have many years of experience and an excellent reputation as a leading brand.

Engineering Services

Revenue in Engineering Services increased by 65% to £382.5m (2013: £232.4m) and accounts for 82% of Group revenue (2013: 82%) and 88% of Group operating profit before exceptional items and amortisation prior to central activities (2013: 89%), generating an operating margin of 4.3% (2013: 4.6%). The Engineering Services order book has grown 20% to £361m (2013: £301m).

During the year, the Group acquired two Engineering Services businesses which are leading brands in their respective markets. Clarke Telecom Limited ("Clarke"), a wireless telecoms infrastructure delivery business based in Manchester, which provides specialist services for the cellular market, was acquired in April. Forefront Group Limited ("Forefront"), which is based near London, operates across the gas network replacing strategic low and medium pressure mains, was acquired in August. Clients include National Grid and Southern Gas Networks.

These acquisitions establish the Group's position in additional and complementary engineering markets. Strong organic growth has been achieved through our service responsiveness and development of key relationships.

Energy

The Group operates nationally in the nuclear, traditional, renewable energy and gas infrastructure markets.

In Nuclear, we operate across the Nuclear Decommissioning Authority's estate where we are engaged on 9 sites that command around 80% of the £3bn annual expenditure. Over half of this spend is allocated to Sellafield, where we have operated for over 70 years and remain the largest mechanical, electrical and instrumentation employer on site. Our work concentrates on the support and care of operational plant associated with waste treatment or processing, decommissioning and clean up of redundant facilities.

Safety achievements at Sellafield include over 5 million man hours worked since a Lost Time Event and the award of Sellafield's 2014 Resident Engineers Safety Award for 'Outstanding Safety Performance'.

Work at the site has increased substantially during the year resulting in a 33% increase in our provision of resources at the site. Our operations include work on the Multi Discipline Site Works framework where we are aligned with the largest scope of work at the site, production operations support.

As part of the high hazard risk reduction operations at Sellafield, our service provision has again increased on the Evaporator Delta project which is now expected to provide over £80m of work through to its completion in 2015. A number of frameworks have also seen an increase in scope including the £26m Bulk Sludge Retrievals framework and the Decommissioning framework where we are involved with some of the oldest facilities on site.

The Infrastructure enhancement programme at Sellafield continues with the Site Wide Asset

Care framework where we operate as sole mechanical and electrical partner. We also continue to support the future Major Projects Programme at Sellafield where we have further developed our position as a key strategic partner on the £1.1bn Infrastructure Strategic Alliance framework.

Our work at Sellafield was recognised with the award of a supply chain accreditation for the second year running, demonstrating our ability to deliver to the highest quality standards in the nuclear industry.

Elsewhere, at Springfields where we have operated for 15 years, work has commenced for Westinghouse on a waste processing facility, following the recent successful completion of a large decommissioning and demolition project at the site. We have also been recently appointed to support reactor outage works at the Heysham nuclear power station. We remain committed to developing our position as a specialist contractor, continuing to support proposals within the nuclear new build market where we have initially focused on the manufacture and supply of high integrity fabricated components.

Our service teams deliver long term maintenance and asset renewal services at five of the UK's traditional power stations as well as progressing a number of opportunities in the renewable energy market including hydro schemes for Welsh Water.

The acquisition of Forefront extends our range of services into the specialist gas infrastructure market. Forefront operates for National Grid and Southern Gas Networks on the 30/30 iron mains replacement programme through frameworks and also on the London medium pressure strategic gas mains replacement programme. Forefront also has frameworks for specialist flow stopping, drilling and maintenance. Although Forefront has been part of the Group for only a few months, opportunities for collaborative working with other parts of the Group have already been identified and are being progressed.

Environmental

The Group operates in the water infrastructure, flood alleviation, river and coastal defence and land remediation markets providing operational support and maintenance services.

In Water, we continue to develop our long standing relationships with our largest clients Northumbrian Water, Wessex Water and Welsh Water where we deliver works under the regulated AMP 5 programme. We operate on a number of frameworks for Northumbrian Water including the Major Waste Water, Clean Water, Maintenance and Trunk Mains Cleaning frameworks. We were selected as one of two preferred partners to deliver the accelerated flood alleviation workstreams that have seen substantial investment in the period. We also undertake planned and reactive maintenance, sewer lining and infrastructure upgrades under their Minor Works framework. 

We have maintained 'Best Performing Contractor' status with both Wessex Water and Welsh Water in the period. Wessex Water frameworks include Workstream Partner and Minor Civils frameworks. For Welsh Water we work on the Pressurised Pipelines framework, which has recently been extended for two years, and also the Major Civil Engineering Projects frameworks. 

We have developed our relationship with the Environment Agency with the award of the £10m MEICA framework for the Northern region. This exclusive framework covers over 600 flood control and water management sites throughout the region and will run for 4 years to March 2018.

In Land Remediation our long term relationship with National Grid continues as we undertake work on established remediation frameworks nationally.  We have recently been awarded the Land Quality Services framework with Magnox for the design and construction of land remediation services on decommissioned nuclear power generation sites across the UK. Work is currently underway on the Scotia Gas Networks 8 year framework that will generate opportunities across Scotland and the South East of England until 2021.

Infrastructure

In the Rail sector, Renew provides off-track asset renewal and maintenance services nationally as well as a 24/7 emergency services to the rail network.

During 2014, AMCO Rail has responded to the challenges posed by the effects of last winter's severe weather and additional works provided by the Government's Fiscal Stimulus into the rail network. This has provided almost £65m of non-recurring revenue in the year in addition to underlying organic growth of 17%. AMCO Rail is increasingly recognised by Network Rail for its responsiveness to short term, low cost critical tasks and this is demonstrated by 5,000 individual remits carried out during the year on the Asset Management frameworks across the network. AMCO Rail is now one of the top 10 suppliers to Network Rail.

Our success in responding to and managing this additional workload has been recognised by Network Rail appointing AMCO Rail to seven Infrastructure Projects frameworks for Control Period 5, with an advertised value of £450m over the next five years.

Key projects carried out in the year included the reinstatement of the Dawlish Sea Wall, which was completed ahead of schedule enabling services to resume to Cornwall. Our specialist skills in tunnel and shaft maintenance and refurbishment saw us successfully complete major schemes at Holme Tunnel and Whiteball Tunnel, both of which were on time and within budget.

The acquisition of Clarke takes the Group into a new market.  As a leading provider of wireless telecoms infrastructure services, Clarke's clients include all of the major wireless network operators and original equipment manufacturers. Integration with the Group has progressed well since acquisition and Clarke's order book has grown by over 10% since acquisition.

Specialist Building

Specialist Building results have been restated following the reclassification of Allenbuild Ltd as a discontinued business, details of which are set out below.

An operating profit of £2.2m (2013: £1.3m-) was generated from revenue of £82.1m (2013: £50.6m), giving a margin of 2.6% (2013: 2.5%). Our Specialist Building order book stands at £78.1m (2013: £62.5m). In the High Quality Residential market in London and the Home Counties, we have over fifty years of experience and specialist engineering expertise in carrying out major structural alteration works including extensions below the ground. During the year, we completed projects for private clients at Wimbledon Village and on the Wentworth Estate, Surrey. Work is currently under way to demolish and reconstruct a substantial country home in Burnham Beeches and on a Grade II listed residence in London's Belgravia district. 

Subsequent to the year end, we announced the sale of Allenbuild Ltd, our subsidiary business which focused on the new build affordable housing market, to Places for People Group Limited ("PFP"). PFP has acquired 50% of the issued share capital for £1.375m and will assume 100% ownership of Allenbuild after ten outstanding contracts, for which the Group retains the benefit, reach practical completion which is expected to be in about twelve months' time. PFP will have the benefit of four new contracts and any further work which is now procured. 

People

Our commitment to the safety of our employees and those who work with us remains a priority for everyone at Renew. The changing nature of our operations into smaller, high volume tasks has seen an increase in behavioural safety training, alongside a wide range of safety initiatives, undertaken over the year. We are pleased to report a cumulative reduction in our Accident Incidence Rate of more than 90% over the last 9 years.

Summary

Our Specialist Building business has demonstrated its ability to deliver consistent profits and is well positioned with a strong order book.

In Engineering Services, our range of capabilities and responsiveness to our clients' needs sees us operate on some of the largest programmes of work to maintain key infrastructure assets in the UK.

We are strongly positioned in sustainable markets which are mainly regulated and which benefit from long term spending programmes. This will continue to provide opportunities for further profitable growth.

Brian May

Chief Executive

25 November 2014

Group income statement

For the year ended 30 September 2014

Group balance sheet                                              

Group cash flow statement

For the year ended 30 September

*The prior year cash flow statement has been restated following the reclassification of a discontinued business  

(see Note 3), and the impact of IAS 19 (revised) on administrative expenses and other finance income (see Note 2).

Notes

1 International Financial Reporting Standards

The consolidated financial statements for the year ended 30 September 2014 have been prepared in accordance with International Financial Reporting Standards ("IFRS"). These preliminary results are extracted from those financial statements.

2 Segmental analysis

The Group is organised into two operating business segments plus central activities which form the basis of the segment information reported below. These segments are:

Engineering Services, which comprises the Group's engineering activities which are characterised by the use of the Group's skilled engineering workforce, supplemented by specialist subcontractors where appropriate, in a range of civil, mechanical and electrical engineering applications and:

Specialist Building, which comprises the Group's building activities which are characterised by the use of a supply chain of subcontractors to carry out building works under the control of the Group as principal contractor and;

Central activities, which include the sale of land for development, the leasing and sub-leasing of some UK properties and the provision of central services to the operating subsidiaries.

Subsequent to the year end the Group has entered into a contract to dispose of part of its Specialist Building segment.  The results of that business are shown as a discontinued operation.  Comparative figures have been restated accordingly.

Prior year costs for central activities have been increased by £400,000 as a result of the impact of IAS 19 (revised).  These costs were formerly dealt with in the statement of comprehensive income.

Segment operating profit for the year ended 30 September 2013 is stated after charging exceptional items and amortisation charges totalling £772,000. Central activities is stated after crediting £4,075,000 of exceptional items.

3 Exceptional items and amortisation of intangible assets

The Board has determined that certain charges to the income statement should be separately identified for better understanding of the Group's results.

During the year, the Company acquired Forefront Group Ltd and Clarke Telecom Ltd and incurred £824,000 of costs associated with the acquisitions.  In 2013 £196,000 of costs were incurred on the acquisition of Lewis Civil Engineering Ltd.

In 2013 the Group incurred £272,000 of exceptional redundancy and restructuring costs in respect of a regional non-specialist Building office.

On 21 August 2013 the Company sold 71 acres of land near Rugby for a gross sum of £14,384,000 resulting in a profit of £9,190,000.

In 2013, as a result of changes to detailed planning and zoning agreements in respect of land owned by the Group in the USA, the Board wrote down the carrying value of these assets by £4,919,000.

The Board has also separately identified the charge of £2,231,000 (2013: £500,000) for the amortisation of the fair value ascribed to certain intangible assets other than goodwill arising from the acquisitions of Amco Group Holdings Ltd, Lewis Civil Engineering Ltd, Clarke Telecom Ltd and Forefront Group Ltd.

Discontinued operations analysis

On 31 October 2014, Places for People Group Ltd ("PfP") acquired 50% of the ordinary share capital of Allenbuild Ltd, a Specialist Building subsidiary.  Following the practical completion of a number of partly completed contracts, the benefit of which will accrue to the Group, PfP will acquire the remaining 50%.  This is expected to be in approximately 12 months' time.  The trading result for this business has therefore been included within the loss for the year from discontinued operations and the comparative figures have been reclassified accordingly.

Discontinued expenses include the following exceptional items:

The provision of £2,528,000 relates to settling final accounts and contractual issues on old contracts.

A further £1,500,000 of costs has been recognised following the exceptional storm damage experienced in 2013.

4 Income tax expense

Dividends are recorded only when authorised and are shown as a movement in equity rather than as a charge in the income statement.  The Directors are proposing that a final dividend of 3.50p per Ordinary Share be paid in respect of the year ended 30 September 2014.  This will be accounted for in the 2014/15 financial year.

6 Earnings per share

The dilutive effect of share options is to increase the number of shares by 882,000 (2013: 626,000) and reduce basic earnings per share by 0.12p (2013: 0.14p).

7 Preliminary financial information

The financial information set out above does not constitute the company's statutory accounts for the years ended 30 September 2014 or 2013. Statutory accounts for 2013 have been delivered to the registrar of companies, and those for 2014 will be delivered in due course. The auditor has reported on those accounts; their reports were (i) unqualified, (ii) did not include a reference to any matters to which the auditor drew attention by way of emphasis without qualifying their report and (iii) did not contain a statement under section 498 (2) or (3) of the Companies Act 2006.

The statutory accounts for 2014 will be finalised on the basis of the financial information presented by the Directors in this preliminary announcement and will be delivered to the Registrar of Companies in due course.

8 Posting of Report & Accounts

The Group confirms that the annual report and accounts for the year ended 30 September 2014 will be posted to shareholders as soon as practicable and a copy will be made available on the Group's website: www.renewholdings.com