PRELIMINARY RESULTS

FOR THE YEAR ENDED

30 JUNE 2017

31 August 2017

RECORD LEVEL OF INTERNATIONAL PROFIT AND FIRST SPECIAL DIVIDEND

·      Operating profit up 17% to £211.5m, driven by International profit growth and exchange rate gains

·      Continental Europe & Rest of World: strong, broad-based 12%⁽¹⁾ net fee growth; operating profit up 7%⁽¹⁾

-  Record net fee performance in Germany, up 14%⁽¹⁾; operating profit up 9%⁽¹⁾ to £80.5m

-  Net fees up 11%⁽¹⁾ across the rest of the division. France net fees up 16%⁽¹⁾ driving £10.8m operating profit

·      Asia Pacific: good overall net fee growth of 9%⁽¹⁾; operating profit growth of 10%⁽¹⁾

-  Net fee growth accelerated through the year in Australia, driving strong 18%⁽¹⁾ operating profit growth

-  Asia subdued but stable overall, with flat⁽¹⁾ net fees, as banking markets remained tough  

·      UK & Ireland: net fees down 7%⁽¹⁾; operating profit down 21%⁽¹⁾

-  Markets tough but broadly stable since November 2016. Quick, early action to best defend profit

-  Private sector (74% of net fees) saw a marked step-down after the EU Referendum, but improved sequentially in H2 and exited the year with moderate year-on-year growth. Public sector remained challenging

·      Significant headcount investment, up 10% year-on-year, including Germany up 24%, Australia up 15%

·      Closing net cash of £111.6m, with strong 103% conversion of operating profit into operating cash flow

·      Proposed increase in full-year core dividend of 11% to 3.22p per share and special dividend of £61.6m (4.25p per share), resulting in total dividend pay-out of £108.3m (2016: £41.7m)

Commenting on the results Alistair Cox, Chief Executive, said:

"This has been a milestone year for the Group. Our International businesses delivered record levels of fees and profit which, together with exchange rate gains, drove overall Group operating profit to over £200m for the first time since 2008. As a result of our strong financial and cash performance and a confident outlook, we have proposed the payment of the Group's first special dividend, of £61.6m. This supplements a proposed core dividend which has itself increased by 11% meaning the Group's total dividend pay-out has more than doubled year-on-year.

We delivered strong, broad-based growth in Europe including a record financial performance in Germany, now our largest business in the world. Growth accelerated through the year in Australia across all states. In the UK, after a marked step-down immediately after the EU Referendum, activity levels quickly stabilised and we exited the year with modest private sector growth. Overall, with 20 countries growing by 10%⁽¹⁾ or more, the transformation of Hays into a truly global, diversified business is evident in these results.

As we enter our new year, conditions remain good in the vast majority of our markets and we see many clear opportunities to grow. Our diverse and balanced global business, together with our highly experienced management teams and our strong balance sheet means we are well positioned to capitalise on these growth opportunities while maximising earnings and cash along the way."

(1)  LFL (like-for-like) growth represents organic growth of continuing operations at constant currency.

(2)  Net Fees comprise turnover less remuneration of temporary workers and other recruitment agencies.

(3)  Conversion Rate is the conversion of net fees into operating profit.

(4)  The underlying Temp gross margin is calculated as Temp net fees divided by Temp gross revenue and relates solely to Temp placements in which Hays generates net fees and specifically excludes transactions in which Hays acts as agent on behalf of workers supplied by third party agencies and arrangements where the Company provides major payrolling services.

Enquiries

Results presentation & webcast

The results presentation will take place at the offices of UBS at 5 Broadgate, London, EC2M 2QS at 9:00am on    31 August 2017 and will also be available as a live webcast on our website, www.haysplc.com/investors/ results-centre. A recording of the webcast will be available on our website from 1:00pm on 31 August 2017.

A copy of this press release and presentation materials will also be made available on our website, www.haysplc.com/investors/results-centre.

Reporting calendar

Hays Group Overview

Hays has 10,000 employees in 250 offices in 33 countries. In many of our global markets, the vast majority of professional and skilled recruitment is still done in-house, with minimal outsourcing to recruitment agencies which presents substantial long-term structural growth opportunities. This has been a key driver of the rapid diversification and internationalisation of the Group, with the International business representing 75% of the Group's net fees as at 30 June 2017, compared with 25% in 2005.

Our 6,884 consultants work in a broad range of sectors with no sector specialism representing more than 21% of Group net fees. While Accountancy & Finance, Construction & Property and IT represent 51% of Group net fees, our expertise across 20 professional and skilled recruitment specialisms gives us opportunities to rapidly develop newer markets by replicating these long-established, existing areas of expertise.

In addition to this international and sectoral diversification, the Group's net fees are generated 59% from temporary and 41% permanent placement markets, and this balance gives our business model relative resilience.

This well diversified business model continues to be a key driver of the Group's financial performance.

Introduction & market backdrop

We have delivered a good financial performance for the year, as net fees increased by 6% on a like-for-like basis⁽¹⁾ and 18% on a headline basis. Operating profit was £211.5 million, up 1% on a like-for-like basis⁽¹⁾ and 17% on a headline basis, and we converted 103% of operating profit into operating cash flow. Our industry-leading conversion rate⁽³⁾ was broadly stable at 22.2% (2016: 22.3%). Having eliminated net debt in FY16, our cash performance was again strong and we ended the year with a net cash position of £111.6 million. As a result of the above, the Board proposes to increase the final core dividend by 14% to 2.26p per share, resulting in an increase to the full year core dividend to 3.22p per share, up 11% on prior year and covered 3.0x by earnings. Additionally, the strong cash position delivered and our confidence in outlook, enabled the Board to propose a special dividend of 4.25p per share, in line with our dividend policy.

During the year, overall market conditions remained good, with many clear opportunities to grow, notably in several European countries and Australia, where growth accelerated significantly throughout the year. In the UK, immediately following the EU Referendum, we saw a marked step-down in private sector Perm recruitment activity, but the market stabilised quickly and we saw modest signs of improvement in the second half. UK public sector markets remained tough throughout the year.

Against this backdrop, we continued with our long-established balanced approach, investing quickly to capitalise on growth opportunities, whilst focusing on driving improved consultant productivity and cost control around the Group to maximise the Group's financial performance, profit and cash generation.

Foreign exchange

Currency movements versus Sterling provided a material benefit to our reported performance. Over the course of the year to June 2017, the total impact of exchange movements on net fees and operating profit was £93.7 million positive and £28.9 million positive respectively.

Fluctuations in the rates of the Group's key operating currencies versus Sterling continue to represent a significant sensitivity for the reported performance of our business. By way of illustration, each 1 cent movement in annual exchange rates of the Australian Dollar and Euro impacts net fees by £1.0 million and £3.2 million respectively per annum; and operating profits by £0.4 million and £1.1 million respectively per annum.

The rate of exchange between the Australian Dollar and Sterling over the year ended 30 June 2017 averaged AUD 1.6836 and closed at AUD 1.6952. As at 29 August 2017 the rate stood at AUD 1.6327. The rate of exchange between the Euro and Sterling over the year ended 30 June 2017 averaged €1.1642 and closed at €1.1406. As at 29 August 2017 the rate stood at €1.0764.

The impact of these material movements in foreign exchange rates means that if we retranslate the Group's full-year operating profit of £211.5 million at current exchange rates, the actual reported result would increase by c.£12 million to c.£223 million.

Strong growth in International Temp and Perm, partially offset by UK decline

Net fees in Temp, which incorporates our Contracting business and represented 59% of Group net fees, increased by 7%⁽¹⁾. This comprised a volume increase of 8% and an increase in mix/hours worked of 1%, partially offsetting this, underlying Temp margins⁽⁴⁾ were down 30bps at 16.4% (2016: 16.7%), primarily due to mix and a reduction in Temp margin in our Australia and UK markets. Net fees in Perm increased by 4%⁽¹⁾, all driven by volume, with good, broad-based growth in International businesses, partially offset by declines in the UK.

Movements in consultant headcount

Consultant headcount ended June 2017 at 6,884, up 10% year-on-year. In Asia Pacific, consultant headcount was up 10% year-on-year, within which Australia was up 15% and Asia up 7%. In the UK & Ireland, following the early pre-emptive actions we took in 2016 to reduce our headcount in response to declining market conditions, the division's consultant headcount was down a further 4% in the year, all by natural attrition. In Continental Europe & Rest of World (RoW) we increased consultant headcount by 19% year-on-year, including continued material investments in Germany and France, our two largest businesses in the division, where headcount was up 24% and 12% respectively. Over the last six months, Group consultant headcount was up 4% (versus December 2016).

Office network changes & global specialism roll-out

Our focus through the year remained on building scale and critical mass across our existing platform of 33 countries. We continued to make further good progress in rolling out our IT Contracting business into markets such as Belgium, France and Switzerland. Aside from opening two new offices in Germany (Freiburg and Ingolstadt) in line with our strategic objective of building further material scale in Germany, there were no significant office openings or closures during the year. We also continued to consolidate and upscale certain city locations, including moving into our new flagship office in Paris.

Investing in technology and intellectual property, responding to change and building relationships

We strongly believe that equipping our consultants with an effective range of technology tools improves their productivity by enabling them to find the ideal candidate for their client's roles more quickly and effectively than the competition.

To build these tools, we have invested internally in our own resources, built our own proprietary systems and fostered relationships with important players in the technology world including Google, LinkedIn and SEEK in Australia. These investments are now paying off, allowing us to receive and process over 7 million CVs a year, take our brand to over 500 million professionals globally via the LinkedIn platform and enabling our consultants to perform complex searches of our proprietary OneTouch database in seconds.

In a world where speed of response and the quality of relationships are key to success, these tools, combined with the world-class expertise of our consultants, are generating a real competitive advantage and improving both our financial performance and the growth in our market share and leadership.

Asia Pacific

Acceleration of growth in Australia driven by the Temp & Contracting business; Asia tough but broadly stable

In Asia Pacific, net fees increased by 31% (9% on a like-for-like basis⁽¹⁾) to £230.9 million and operating profit increased 38% (up 10% on a like-for-like basis⁽¹⁾) to £69.3 million, representing a conversion rate⁽³⁾ of 30.0% (2016: 28.5%). The difference between actual and like-for-like growth rates was primarily the result of the significant appreciation in the average rate of exchange between the Australian Dollar and Japanese Yen versus Sterling during the year, which increased net fees in the division by £36.5 million and operating profits by £13.0 million.

In Australia & New Zealand net fees were up 11%⁽¹⁾ and operating profit was up 14%⁽¹⁾. Our Perm business grew by 8%⁽¹⁾ and Temp, which represented 66% of net fees in the year, grew by 13%⁽¹⁾. In Australia net fee growth accelerated to 13%⁽¹⁾, driven by improved activity in the private sector, up 14%⁽¹⁾. Growth was broad-based across all regions and most specialisms. New South Wales and Victoria, which together accounted for 57% of Australia net fees, were up 14%⁽¹⁾ and 16%⁽¹⁾ respectively, and ACT (Canberra) also delivered a strong performance, with net fees up 13%⁽¹⁾, driven by the continued strength in our public sector business, up 11%⁽¹⁾. Elsewhere, we saw Queensland and Western Australia returning to growth, up 15%⁽¹⁾ and 7%⁽¹⁾ respectively, while net fees in South Australia increased by 8%⁽¹⁾. At the specialism level, we delivered strong 13%⁽¹⁾ growth in Construction & Property, our largest specialism in Australia and increased net fees by 23%⁽¹⁾ in IT and by 8%⁽¹⁾ in Accountancy & Finance.  Net fees in New Zealand were down 4%⁽¹⁾.

In Asia, which accounted for 22% of the division's net fees, trading conditions remained tough, although they stabilised in the second half of the year. As a result, net fees were flat⁽¹⁾ and operating profit down 18%⁽¹⁾ to £6.5 million. China, our second largest business in Asia, delivered excellent net fee growth of 15%⁽¹⁾ and Hong Kong also grew 15%⁽¹⁾. Offsetting this, net fees in Japan decreased 7%⁽¹⁾ and Singapore declined by 24%⁽¹⁾, in part due to continuing challenging conditions in the banking markets.

Consultant headcount in the Asia Pacific division increased by 10% year-on-year. Consultant headcount in Australia & New Zealand increased by 12% and in Asia it was up 7%.

Continental Europe & Rest of World

Record performances in Germany and France; strong, broad-based growth in rest of the division

In Continental Europe & RoW, we delivered strong net fee growth of 30% (12% on a like-for-like basis⁽¹⁾) to £470.8 million, driving operating profit growth of 28% (7% on a like-for-like basis⁽¹⁾) to £100.7 million. The difference between actual and like-for-like growth rates was primarily the result of the significant appreciation in the average rate of exchange between the Euro versus Sterling during the year, which increased net fees in the division by £56.1 million and operating profits by £15.4 million. The conversion rate⁽³⁾ of the division stood at 21.4% (2016: 21.7%), marginally down on the prior year as we continued to significantly invest in new consultant headcount, notably across several continental European markets, including Germany and France, as well as in the US.

Germany, which represented 49% of the division's net fees, delivered strong growth of 14%⁽¹⁾ and a record net fee performance in the year. This was underpinned by strong growth across Contracting and Temp, which together grew by 13%⁽¹⁾, while Perm net fees grew by an excellent 27%⁽¹⁾.

Net fees in our market-leading IT & Engineering business, which represented 73% of German net fees, grew by 15%⁽¹⁾. We also saw strong growth in our newer specialisms, particularly Accountancy & Finance, which grew 14%⁽¹⁾, Life Science, up 23%⁽¹⁾ and Sales & Marketing, up 47%⁽¹⁾. As we continue to work towards our strategic objective of building further material scale in Germany, we invested significantly in consultant headcount, which was up 24% year-on-year. Despite this level of investment, and the negative impact of three less working days in the year, our profit performance was good, up 9%⁽¹⁾ to £80.5 million.

Across the rest of the division, net fees were up 11%⁽¹⁾ and operating profit increased to £20.2 million. This was driven by a strong performance across Europe, including France, our second largest business in Europe, which delivered a record performance with net fee growth of 16%⁽¹⁾ and operating profit in excess of £10 million. In addition, we delivered strong growth of over 10%⁽¹⁾ in 10 further European countries, including the Netherlands, up 12%⁽¹⁾, Spain, up 12%⁽¹⁾ and Poland where net fees increased by 20%⁽¹⁾.

In the Americas net fees grew by 7%⁽¹⁾. Within this we delivered good growth in the US, up 7%⁽¹⁾, Canada, up 5%⁽¹⁾ and Brazil, where we grew 10%⁽¹⁾, despite continued challenging market conditions. Elsewhere, Colombia grew 29%⁽¹⁾, while net fees in Mexico were flat⁽¹⁾ among more mixed market conditions.

Consultant headcount in the division increased by 19% year-on-year, including increases of 12% in France and 24% in Germany, where our consultant headcount now exceeds 1,500.

United Kingdom & Ireland

Conditions overall challenging but broadly sequentially stable, with continued signs of modest improvement in the private sector

In the United Kingdom & Ireland net fees decreased 7%⁽¹⁾ to £252.9 million. This reduction in net fees took place primarily in the first half of the financial year, following the outcome of the UK referendum on EU membership. Having already taken early action in the last financial year to adjust the cost base of the business in response to changing market conditions, our consultant headcount as of June 2017 was down a further 4% year-on-year, all by natural attrition. Operating profit was £41.5 million, down 21%⁽¹⁾, representing a conversion rate⁽³⁾ of 16.4% (2016: 19.2%).

Following a marked step-down in Perm activity levels immediately after the EU Referendum, the UK Perm business stabilised and ended the year down 6%⁽¹⁾, as despite modest signs of improvement in the second half, client confidence remained subdued. Net fees in our private sector business, representing 74% of the division, were down 5%⁽¹⁾, but we exited the year with moderate underlying growth. Our Temp business was down 8%⁽¹⁾ primarily as a result of continuing challenging conditions in the public sector, down 13%⁽¹⁾, exacerbated by the uncertainties created by the implementation of the IR35 regulations during the year.

All regions traded broadly in line with the overall UK business, with the exception of London, which was down 10%, and Scotland & Northern Ireland, where net fees were down 1%. Ireland delivered strong net fee growth of 14%⁽¹⁾.

At the specialism level, Accountancy & Finance, our largest business in the division, was down 3%⁽¹⁾, while Construction & Property and Office Support were down 5%⁽¹⁾ and 3%⁽¹⁾ respectively. Net fees in IT and Education decreased 14%⁽¹⁾ and 11%⁽¹⁾, as they both continued to be negatively impacted by the sharp decline in the public sector market.

Current trading

Supportive conditions in the vast majority of our International markets. UK remains stable

We continue to see strong overall net fee growth across our International businesses. We will therefore continue to invest in a targeted way to capitalise on these opportunities. Conditions in the UK are overall broadly stable.

Movements in the rates of exchange of the Group's key currencies, notably the Australian Dollar and the Euro, remain a material sensitivity to our reported financial performance. If we re-translate the Group's full-year operating profit of £211.5 million at current exchange rates, the actual reported result would increase by c.£12 million to c.£223 million.

In FY18 our Germany business will have 3 fewer working days compared to FY17, all of which relate to H1. We estimate that this will have a negative impact on profit of c.£4 million.

Asia Pacific

We continue to see strong activity levels in Australia across all states and most specialisms. Growth in Asia is good.

After significant investment in FY17, we expect headcount to increase between 2%-4% in Q1 FY18.

Continental Europe & RoW

In Continental Europe & RoW, growth remains strong overall, despite tough comparators. In Germany and across the rest of Europe we continue to see strong growth and in the Americas conditions remain mixed. 

Overall we expect headcount to continue to increase across the division in Q1 FY18, particularly in Germany, France and the USA, with additions on a more selective basis elsewhere.

United Kingdom & Ireland

In the UK conditions remain subdued but broadly sequentially stable. We have seen a continuation of the early signs of modest improvement in the private sector market. The public sector market remains tough.

We expect headcount to increase modestly in Q1 FY18, including our normal seasonal graduate intake.

FINANCIAL REVIEW

Summary Income Statement

(1)  LFL (like-for-like) growth represents organic growth of continuing operations at constant currency.

(2)  Net Fees comprise turnover less remuneration of temporary workers and other recruitment agencies.

(3)  Conversion Rate is the conversion of net fees into operating profit.

(4)  The underlying Temp gross margin is calculated as Temp net fees divided by Temp gross revenue and relates solely to Temp placements in which Hays generates net fees and specifically excludes transactions in which Hays acts as agent on behalf of workers supplied by third party agencies and arrangements where the Company provides major payrolling services.

Turnover for the year to 30 June 2017 was up 20% (8% on a like-for-like basis⁽¹⁾) and net fees increased by 18% (6% on a like-for-like basis⁽¹⁾). The difference between the like-for-like growth in turnover and net fees is primarily due to the higher growth in our Temp business versus Perm.

Operating costs were 18% higher than prior year, primarily due to the impact of movements in foreign exchange rates. On a like-for-like basis⁽¹⁾ costs were 7% higher, primarily due to the 10% investment to increase Group consultant headcount and to a rise in commission payments in line with the increase in net fees.

Operating profit increased by 17% (1% on a like-for-like basis⁽¹⁾). Exchange rate movements increased net fees and operating profit by £93.7 million and £28.9 million respectively, as a result of the significant appreciation in the average rate of exchange between the major currencies to which the Group has exposure versus Sterling, most notably the Australian Dollar and the Euro. Currency fluctuations remain significant sensitivities for the Group.

The Group's conversion rate⁽³⁾ was broadly stable at 22.2% (2016: 22.3%) primarily as a result of favourable exchange rates and improvements in our international businesses, offset by a significant reduction in UK operating profit.

Consultant headcount at the end of June 2017 was 6,884, up 10% year-on-year and up 4% versus December 2016, as we invested significantly to ensure we capitalise on stronger markets and clear structural growth opportunities. In our International business we increased consultant headcount by 16% year-on-year, as we invested to capitalise on supportive markets, including year-on-year increases of 24% in Germany and 15% in Australia. In our UK & Ireland business, consultant headcount fell a further 4% year-on-year, as we had already taken early action in 2016 to adjust the cost base of the business and best protect UK financial performance.

Net finance charge

The net finance charge for the year was £6.9 million (2016: £8.0 million). The average interest rate on gross debt during the period was 2.2% (2016: 2.3%), generating net bank interest payable including amortisation of arrangement fees of £2.1 million (2016: £2.9 million). The net interest charge on defined benefit pension scheme obligations was £2.4 million (2016: £3.9 million). The Pension Protection Fund levy was £0.5 million (2016: £0.3 million) and the interest unwind on the deferred acquisition liability related to the Veredus transaction was £1.1 million (2016: £0.9 million). We expect the net finance charge for the year ending 30 June 2018 to be around £5.0 million.

Taxation

Taxation for the year was £65.5 million (2016: £51.9 million), representing an effective tax rate of 32.0% (2016: 30.0%). The effective tax rate reflects the Group's geographical mix of profits, with the increase in the rate due to the significant decrease in profitability in the UK, coupled with increases in profitability in higher-tax jurisdictions such as Germany and Australia. The Group's effective tax rate for the year to June 2018 will be driven by the mix of profits generated during the year. We currently expect the rate to be 31.5%.

Earnings per share

Basic earnings per share increased by 14% to 9.66 pence (2016: 8.48 pence), reflecting the Group's higher operating profit, partially offset by the higher effective tax rate.

Cash flow and balance sheet

Strong underlying cash performance with 103% conversion of operating profit into operating cash flow (2016: 88%). This was a result of good working capital management throughout the year, especially considering the strong growth in our German and European contracting businesses, which are relatively working capital-intensive. Trade debtor days were at 39 days (2016: 37 days).

Net capital expenditure was £21.4 million (2016: £14.9 million), with the increase primarily due to investments in IT capabilities, cyber security and automation of our German back office. We expect capital expenditure to be around £20 million for the year to June 2018. Additionally, in FY18 there will be an $18.5 million payment related to the acquisition of the remaining 20% equity in Veredus Corp.

Dividends paid in the year totalled £42.6 million and pension deficit contributions were £14.8 million. Net interest paid was £1.9 million and the cash tax payment was £68.2 million.

Having eliminated net debt in 2016, we ended the year with a net cash position of £111.6 million.

Retirement benefits

The Group's pension liability under IAS19 at 30 June 2017 of £0.2 million decreased by £14.1 million compared to June 2016 primarily due to an increase in asset values together with company contributions offset by a change in financial assumptions (decrease in discount rate and increase in inflation rate).

During the year the Company contributed £14.8 million of cash to the defined benefit scheme (2016: £14.4 million), in line with the agreed deficit recovery plan. The 2015 triennial valuation quantified the actuarial deficit at c.£95 million and the recovery plan comprises an annual payment of £14.0 million from July 2015 with a fixed 3% uplift per year, over a period of just under 10 years. The scheme was closed to new entrants in 2001 and to future accrual in June 2012.

Capital structure and dividend

The Board's priorities for free cash flow are to fund the Group's investment and development, maintain a strong balance sheet and deliver a sustainable core dividend at a level which is both affordable and appropriate.

We have reached a core dividend cover range of 2.0x to 3.0x full-year earnings and our strategy is to build and maintain cover towards the upper-end of that range. Having reached this level, it is our intention that in future years, increases in core dividend will match increases in full-year earnings. Additionally, as a reminder, our policy regarding the uses of excess free cash flow is as follows. Assuming a positive outlook, it is our intention that any excess free cash flow generated over-and-above £50 million, that is not needed for the priorities outlined above, will then be distributed to shareholders via special dividends, or other appropriate methods, to supplement the core dividend at year end.

With reference to the above, and taking into account the good financial performance of the Group this year, the Board proposes to increase the final core dividend by 14% to 2.26p per share resulting in an increase to the full year dividend to 3.22p per share, up 11% on prior year. As such, the full-year dividend will be covered 3.0x by earnings. Additionally, in line with the above policy on uses of excess cash flow, the Board recommends the payment of a special dividend of £61.6 million, equivalent to 4.25p per share.

The final dividend and the special dividend will be paid, subject to shareholder approval, on 17 November 2017 to shareholders on the register on 6 October 2017.

Treasury management

The Group's operations are financed by retained earnings and bank borrowings. The Group has in place a £210 million revolving credit facility, maturing in April 2020, which provides considerable headroom versus current and future Group funding requirements. The covenants within the facility require the Group's interest cover ratio to be at least 4:1 (ratio as at June 2017: 65:1) and its leverage ratio (net debt to EBITDA) to be no greater than 2.5:1 (as at June 2017 the Group held a net cash position). The interest rate of the facility is on a ratchet mechanism with a margin payable over LIBOR in the range 0.90% to 1.55%.

The Group's UK-based treasury function manages the Group's treasury risks in accordance with policies and procedures set by the Board, and is responsible for day-to-day cash management; the arrangement of external borrowing facilities; the investment of surplus funds; and the management of the Group's interest rate and foreign exchange risks. The Treasury function does not engage in speculative transactions and does not operate as a profit centre, and the Group does not hold or use derivative financial instruments for speculative purposes.

The Group's cash management policy is to minimise interest payments by closely managing Group cash balances and external borrowings. Euro-denominated cash positions are managed centrally using a cash concentration arrangement which provides visibility over participating country bank balances on a daily basis. Any Group surplus balance is used to repay any maturing loans under the Group's revolving credit facility or is invested in overnight money market funds. As the Group holds a Sterling denominated debt facility and generates significant foreign currency cash flows, the Board considers it appropriate in certain cases to use derivative financial instruments as part of its day-to-day cash management. The Group does not use derivatives to hedge balance sheet and income statement translation exposure.

The Group is exposed to interest rate risk on floating rate bank loans and overdrafts. It is the Group's policy to limit its exposure to interest rates by selectively hedging interest rate risk using derivative financial instruments.

Counterparty credit risk arises primarily from the investment of surplus funds. Risks are closely monitored using credit ratings assigned to financial institutions by international credit rating agencies. The Group restricts transactions to banks and money market funds that have an acceptable credit profile and limits its exposure to each institution accordingly.

Board changes

On 12 July 2017, Andrew Martin and Susan Murray joined the Board as independent Non‐Executive Directors, and became members of the Audit, Remuneration and Nomination Committees on appointment. Further information on Andrew and Susan can be found within their biographies on haysplc.com.

Paul Harrison, Senior Independent Director, and Pippa Wicks, Non‐Executive Director, will not be offering themselves for re‐election at the Company's Annual General Meeting in November 2017 after serving on the Board for ten years and six years respectively and will step down from the Board at that time. It is proposed that following the Company's 2017 AGM Andrew Martin will succeed Paul Harrison as Senior Independent Director and Susan Murray will succeed Paul as Chair of the Company's Remuneration Committee.

Principal risks facing the business

Hays plc operates an embedded risk management framework, which is monitored and reviewed by the Board. There are a number of potential risks and uncertainties that could have a material impact on the Group's financial performance and position. These include risks relating to the cyclical nature of our business, business model, talent recruitment and retention, compliance, reliance on technology, cyber security, data protection, contracts and foreign exchange. These risks and our mitigating actions remain as set out in the 2016 Annual Report.

Cautionary statement

This Preliminary Results report (the "Report") has been prepared in accordance with the Disclosure Rules and Transparency Rules of the UK Financial Conduct Authority and is not audited. No representation or warranty, express or implied, is or will be made in relation to the accuracy, fairness or completeness of the information or opinions contained in this Report. Statements in this Report reflect the knowledge and information available at the time of its preparation. Certain statements included or incorporated by reference within this Report may constitute "forward-looking statements" in respect of the Group's operations, performance, prospects and/or financial condition. By their nature, forward-looking statements involve a number of risks, uncertainties and assumptions and actual results or events may differ materially from those expressed or implied by those statements. Accordingly, no assurance can be given that any particular expectation will be met and reliance shall not be placed on any forward-looking statement. Additionally, forward-looking statements regarding past trends or activities shall not be taken as a representation that such trends or activities will continue in the future. The information contained in this Report is subject to change without notice and no responsibility or obligation is accepted to update or revise any forward-looking statement resulting from new information, future events or otherwise. Nothing in this Report shall be construed as a profit forecast. This Report does not constitute or form part of any offer or invitation to sell, or any solicitation of any offer to purchase or subscribe for any shares in the Company, nor shall it or any part of it or the fact of its distribution form the basis of, or be relied on in connection with, any contract or commitment or investment decisions relating thereto, nor does it constitute a recommendation regarding the shares of the Company or any invitation or inducement to engage in investment activity under section 21 of the Financial Services and Markets Act 2000. Past performance cannot be relied upon as a guide to future performance. Liability arising from anything in this Report shall be governed by English Law, and neither the Company nor any of its affiliates, advisors or representatives shall have any liability whatsoever (in negligence or otherwise) for any loss howsoever arising from any use of this Report or its contents or otherwise arising in connection with this Report. Nothing in this Report shall exclude any liability under applicable laws that cannot be excluded in accordance with such laws.

This announcement contains inside information.