24 July 2024
BREEDON GROUP
PLC
Interim results
2024
Strategic progress delivers
a resilient performance
BMC trading ahead of plan;
integration progressing well
Management expectations for
the full year unchanged
Breedon Group plc (Breedon or the
Group), a leading vertically-integrated construction materials
group in Great Britain, Ireland and the United States, announces
unaudited results for the six months ended 30 June 2024.
|
Statutory
highlights
|
|
Underlying1
highlights
|
|
£m
except where stated
|
H1 2024
|
H1 2023
|
% change
|
|
H1 2024
|
H1 2023
|
% change
|
%
LFL2
|
|
Revenue
|
764.6
|
742.7
|
3%
|
|
764.6
|
742.7
|
3%
|
(6)%
|
|
EBITDA3
|
103.4
|
103.9
|
-
|
|
118.1
|
112.3
|
5%
|
(5)%
|
|
EBITDA3
margin
|
13.5%
|
14.0%
|
(50)bps
|
|
15.4%
|
15.1%
|
30bps
|
|
|
EBIT4
|
56.9
|
62.1
|
(8)%
|
|
71.6
|
70.5
|
2%
|
(9)%
|
|
EBIT4 margin
|
7.4%
|
8.4%
|
(100)bps
|
|
9.4%
|
9.5%
|
(10)bps
|
|
|
Profit Before Tax
|
46.5
|
56.5
|
(18)%
|
|
61.2
|
64.9
|
(6)%
|
|
|
Basic EPS5
|
10.0p
|
13.0p
|
(23)%
|
|
13.9p
|
15.3p
|
(9)%
|
|
|
Dividend per share
|
|
|
|
|
4.5p
|
4.0p
|
13%
|
|
|
Net Debt6
|
|
|
|
|
472.3
|
220.4
|
114%
|
|
Covenant
Leverage7
|
|
|
|
|
1.6x
|
0.7x
|
0.9x
|
|
ROIC8
|
|
|
|
|
8.8%
|
10.0%
|
(120)bps
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
FINANCIAL
HIGHLIGHTS
Third platform launch and
resilient pricing offset weather impact and market
headwinds
· Revenue increased 3% supported by our entry into the
US
· Pricing contributed 2ppt, offset by 8ppt volume reduction
which principally reflects wet weather conditions across the Group
and challenging markets in GB
· Underlying EBIT increased 2% backed by disciplined
operational efficiency and cost recovery
Financial position retains
strategic flexibility
· Covenant Leverage increased to 1.6x; remains comfortably
within our target range of 1x to 2x
· RCF
refinanced; securing access to longer-term finance and greater
liquidity with incremental reduction in ongoing debt service
costs
· Seasonal working capital outflow as expected
· Post-tax ROIC 8.8%; reflecting short-term dilution from the
BMC acquisition and impact of increased corporate tax
rates
Interim dividend increased
to 4.5p; demonstrating confidence in the long-term growth
outlook
OPERATING
HIGHLIGHTS
Operational performance
benefitted from flexible local model and agile
execution
· GB
revenue decreased 5%; robust surfacing performance and modest price
progression, partially offset by volume declines related to the
more challenging market. Underlying EBIT down 17%, impacted by
operational gearing
· Strong performance in Ireland where Underlying EBIT improved
by 37%; successful tendering season and healthy order book with
growing activity levels following resumption of the governing
Assembly at Stormont
· BMC
trading ahead of prior year and plan; contributing nearly four
months of revenue and earnings with healthy markets and a robust
order book
· Cement Underlying EBIT margin improved to 15.2%; soft volumes
offset by resilient pricing, lower energy costs and increased
provision of lower clinker content cement
STRATEGIC
HIGHLIGHTS
Active M&A pipeline in
all geographies
· Launched a scalable third platform in the fragmented and
growing US construction materials market through the acquisition of
BMC
· M&A pipeline across the three platforms remains well
populated and active, completing two bolt-on transactions in
GB
Sustainability agenda
succeeding
· Reinvigorated our health, safety and wellbeing strategy,
promoting a proactive safety culture with clearer and firmer rules
focused on risk elimination
· First
CDP ratings awarded (Climate Change: B, Water Security: C) and
targets submitted to SBTi for formal validation
· Continue to decarbonise the cement business; increased use of
alternative fuels, solar farm construction commenced at Kinnegad,
increased sales of CEM II, and further progress on Peak
Cluster
Strategic initiatives and
investment drive operational excellence
· Quarry operational improvement programme being implemented
from 'face to gate', delivering efficiencies and process
improvements
· BMC
integration progressing well; investment made in health and safety,
quarry optimisation, technology and sustainability
CURRENT TRADING AND
OUTLOOK
Growth expected in all our
markets from 2025 as economic and political landscape
stabilises
· The
new UK Government's growth agenda appears supportive of the
construction market, in particular housebuilding and
infrastructure. Alongside the resumption of a governing Assembly at
Stormont, these are encouraging developments
· In
RoI, where we have secured positions on high-profile road projects,
recent reports reinforce the long-term structural need for housing
and infrastructure investment
· In
the US, market fundamentals and long-term growth prospects are
underpinned by significant infrastructure and housing deficits
alongside robust stimulus funding and healthy state
budgets
· All
our markets are expected to benefit from falling interest rates in
the months ahead
· Our
healthy balance sheet provides us with the strategic flexibility to
invest for growth, maintain our progressive dividend policy and
execute bolt-on acquisitions across each platform
· Management expectations for the full year remain unchanged
with Underlying EBIT slightly more weighted towards the second half
than is typical
Rob
Wood, Chief Executive Officer, commented:
"For
the team to deliver such a resilient performance given the
challenging GB market conditions we have faced is an incredible
achievement.
"We
achieved a major strategic objective in March, entering the US and
establishing our third platform with the transformative acquisition
of BMC, creating the foundation from which we will build out our US
business. We expanded our routes to market, delivering two bolt-on
transactions in GB, and growing organically through our downstream
businesses, pulling through more of our own material. We
moved our sustainable growth strategy forward on all fronts in the
first half of 2024 and were pleased to see this recognised by CDP
with our first ratings placing us at the forefront of our sector
for Climate Change and Water Security.
"During this time the quality and flexibility of the Breedon
team, of whom I am incredibly proud, have kept us close to our
customers, accelerated our drive for efficiencies, and strengthened
our operations. As the economic and political clouds clear in GB,
our markets will return to growth in time and we will be well
placed to grow and succeed.
Notes:
1. Underlying results are stated
before acquisition-related expenses, property gains and losses,
amortisation of acquisition intangibles and related tax items.
References to an Underlying profit measure throughout this
announcement are defined on this basis.
2. Like-for-like reflects reported
values adjusted for the impact of acquisitions and
disposals.
3. Earnings before interest, tax,
depreciation and amortisation.
4. Earnings before interest and tax,
which equates to profit from operations.
5. EPS in the Underlying Highlights
is adjusted Underlying Basic EPS, which is Underlying Basic EPS
adjusted to exclude the impact of changes in the deferred tax
rate.
6. Net Debt including IFRS 16 lease
liabilities.
7. Covenant Leverage is defined as
the ratio of Underlying EBITDA to Net Debt, with both Underlying
EBITDA and Net Debt amended to reflect the material items which are
adjusted by the Group and its lenders in determining leverage for
the purpose of assessing covenant compliance. The only material
adjusting items being the impact of IFRS 16 and a pro-forma
adjustment to include pre-acquisition EBITDA from businesses owned
for less than twelve months.
8. ROIC: post-tax return on average
invested capital.
9. Information for investors,
including analyst consensus estimates, can be found on the Group's
website at
www.breedongroup.com/investors
RESULTS PRESENTATION
Breedon will host a results
presentation for analysts and investors at 08:30am today at the
offices of Deutsche Numis, 45 Gresham Street, London EC2V 7BF, or
online via
www.breedongroup.com/investors.
The presentation will be followed by Q&A, where it will be
possible to participate through the following dial-in
details:
Event Title:
|
Breedon Interim Results
2024
|
Start Time/Date:
|
08:30 Wednesday, 24 July 2024 -
please join the event 5-10 minutes prior to scheduled start time.
When prompted, provide the event title
|
Confirmation Code:
|
Breedon Half Year
Results
|
United Kingdom,
Toll-free:
|
0808 109 0700
|
United Kingdom, Local:
|
+44 (0) 33 0551 0200
|
CAPITAL MARKETS EVENT
We will host a capital markets
event for institutional investors and analysts on the morning of 21
November in London. The event will include presentations from
Breedon's senior leadership team covering topics including capital
allocation and our US market strategy. Further details will be
published in due course.
ENQUIRIES
|
|
Breedon Group plc
|
+44 (0) 1332 694010
|
Rob Wood, Chief Executive
Officer
James Brotherton, Chief Financial
Officer
|
|
Louise Turner-Smith, Head of
Investor Relations
|
+44 (0) 7860 911909
|
MHP (Public relations adviser)
|
+44 (0) 7595 461231
|
Reg Hoare, Rachel Farrington,
Charles Hirst
|
breedon@mhpgroup.com
|
Breedon Group plc, a leading
vertically-integrated construction materials group in Great
Britain, Ireland and the United States delivers essential products
to the construction sector. Breedon holds c.1.4bn tonnes of mineral
reserves and resources with long reserve life, supplying
value-added products and services, including specialty materials,
surfacing and highway maintenance operations, to a broad range of
customers through its extensive local network of quarries,
ready-mixed concrete and asphalt plants.
The Group's two well-invested
cement plants are actively engaged in a number of carbon reduction
practices, which include utilising alternative raw materials and
lower carbon fuels. Breedon's 4,450 colleagues embody our
commitment to 'Make a Material Difference' as the Group continues
to execute its strategy to create sustainable value for all
stakeholders, delivering growth through organic improvement and
acquisition in the heavyside construction materials market. Breedon
shares (BREE) are traded on the Main Market of the London Stock
Exchange and are a constituent of the FTSE 250 index.
This information is provided by
RNS, the news service of the London Stock Exchange. RNS is approved
by the Financial Conduct Authority to act as a Primary Information
Provider in the United Kingdom. Terms and conditions relating to
the use and distribution of this information may apply. For further
information, please contact rns@lseg.com or visit
www.rns.com.
LEI:
213800DQGNQE3X76WS92
STRATEGIC PROGRESS UNDERPINS RESILIENT
PERFORMANCE
Our strategy has always focused on
managing those factors within our control and maximising the
Group's competitive position. In recent years we have invested in
our teams, technology and equipment, accelerating self-help and
driving operational efficiencies, while striving to improve our
health, safety and wellbeing outcomes. We have remained active in
M&A, developing our pipeline across each of our
geographies.
Those disciplined actions have
enabled us to deliver a resilient performance in the
period.
The macroeconomic and political
landscape in GB continued to present significant headwinds,
exacerbated by the challenging operating conditions created by the
wet weather. While inflation has returned to more normal levels,
interest rates have remained elevated and UK government policy is
yet to be established. In contrast, the Ireland and US markets
remained positive in the period and we expect conditions in these
geographies will remain supportive across the balance of the
year.
Our patient search in the US has
culminated in the acquisition of BMC Enterprises Inc. for an
enterprise value of US$300m. BMC is a supplier of ready-mixed
concrete, aggregates and building products, headquartered in St
Louis, Missouri, with a strong track record of organic and
transactional growth. BMC's culture is closely aligned to Breedon's
local, entrepreneurial model and the management team have extensive
industry knowledge and M&A experience. The integration is
progressing well and the early results from our new third platform
are promising.
Revenue for the Group grew 3% to
£764.6m (H1 2023: £742.7m) supported by our entry into the US and
an element of price growth, partially offset by reduced
volumes.
Underlying EBIT increased by 2% to
£71.6m (H1 2023: £70.5m) benefiting from a promising maiden
contribution from BMC, which is trading ahead of prior year and
plan and has been reported as a new 'United States' operating
segment. We delivered strong earnings growth in Ireland and
improved the margin in Cement, which helped to mitigate the drop
through from reduced volumes in GB, such that we broadly maintained
our Underlying EBIT margin at 9.4% (H1 2023: 9.5%).
On a like-for-like basis,
excluding the impact of acquisitions, revenue in the period
decreased by 6% with pricing up 2ppt and volumes down 8ppt with
Underlying EBIT decreasing by 9%.
The Group's free cash flow in the
period was an outflow of £9.6m (H1 2023: inflow of £20.8m)
reflecting the usual seasonal working capital expansion, inclusive
of BMC, and a step up in the level of capital investment,
principally due to the ARM project at Hope.
Post-tax ROIC of 8.8% at the half
year (H1 2023: 10.0%) reflects short term dilution from the BMC
acquisition combined with the impact of increased corporate tax
rates.
Net Debt increased following the
acquisition of BMC to £472.3m (2023: £169.9m). Covenant Leverage at
the half year of 1.6x remains within our target range of 1x to 2x,
providing the strategic flexibility to deploy capital in-line with
our financial framework.
In 2023 we achieved one of our
medium-term financial objectives, reaching a 40% dividend payout
ratio. In recognition of our confidence in the long-term growth
outlook across our three platforms, our strong market positions and
flexible balance sheet, the Board has approved an increased interim
dividend of 4.5p (H1 2023: 4.0p).
STRATEGY REVIEW
Sustain
Keeping our people safe and well
is our highest priority. We carry out frequent Visible Felt
Leadership visits and regular training to reinforce the systems,
processes and tools already in place. To ensure our practices are
industry-leading, this year we have evolved our safety commitments
with clearer and firmer rules, promoting a proactive culture of
safety and risk elimination.
As an industry, the construction
materials business has an ageing and shrinking workforce so it is
essential we are a great place to work. We awarded a 4% pay rise
and increased our emphasis on early stage careers, recruiting 32
apprentices and industrial placement students.
Having set out our ambition to
achieve net zero by 2050, in 2023 we submitted our targets and
methodology for validation and rating to industry bodies. This year
we have been awarded our first CDP ratings of B for Climate Change
and C for Water Security, placing us at the forefront of our
sector, and we continue to engage with SBTi as we await formal
validation of our group-wide targets.
Decarbonisation of the cement
business is a priority of our strategic planning and we are
progressing a number of projects in parallel to meet our net zero
targets. We trialled different alternative fuels in the clinker
production process, enabling both sites to increase the replacement
of fossil fuels, with Kinnegad achieving 80% during the period. To
further offset the energy consumption of our cement plants,
Kinnegad commenced the construction of a 17MW solar farm which is
on track to be commissioned in the first half of 2025. Customers
are increasingly adopting CEM II following our development of a
product with an enhanced strength factor. In the first half 33% of
our cement sales were CEM II (H1 2023: 28%).
As a partner in the landmark Peak
Cluster carbon capture and storage project, our focus is now
turning to FEED (front-end engineering design) but this cannot
progress without government support. Following the conclusion of
the UK general election we, together with our partners, are
engaging with the new Government.
Optimise
To maximise the efficiency and
profitability of our quarries we implemented an improvement
programme from 'face to gate' to deliver efficiencies and process
improvements. Examples include process reengineering at our Leaton
and Cloud Hill quarries in GB which resulted in targeted capital
investment to negate the need for contract crushing and at Dowlow
quarry, also in GB, where we improved productivity by increasing
the wash plant utilisation following a review as part of our
Running Equipment Efficiency Improvement Programme.
Expand
We have a well populated and
active M&A pipeline across all three platforms.
In January we completed the
acquisition of Eco-Asphalt Supplies, a Merseyside asphalt supplier
strategically located within the region where we service the
National Highways Pavement framework. In April we acquired Phoenix
Surfacing, enhancing our presence in the Midlands and reinforcing
our regional surfacing, airfields and recycled asphalt
capabilities.
In March, we established our third
platform in the US through the transformative acquisition of BMC,
creating the foundation from which we will build out our business
in the Mid-West. BMC provides us with an opportunity to extend the
vertically-integrated model in the US, broaden our end-market reach
and extend our product set. Having successfully grown the business
through a blend of organic and acquisitive growth over the past
decade, the BMC team have considerable M&A experience and an
active pipeline. Since completion, the pipeline of opportunities in
Missouri and the surrounding states has continued to
grow.
Our land and minerals pipeline
underpins the long-term sustainability and organic growth potential
of our operations. During the first half we successfully secured
planning approval for an additional 37 million tonnes of mineral
reserves in GB and Ireland. In addition, we have more than 120
million tonnes of mineral in various stages of the planning
process, equivalent to roughly five years of aggregates production
at the current rate.
OUTLOOK
Growth expected in all our markets from 2025 as the economic
and political landscape stabilises
Following the conclusion of the UK
general election, construction will be a key aspect of the new
Government's growth agenda where early indications appear to
support housebuilding and infrastructure in particular. However, it
remains to be seen how policy evolves in practice. Alongside the
resumption of a governing Assembly at Stormont, these are
encouraging developments that are starting to be recognised in
confidence indicators. While the macroeconomic and geopolitical
landscape is stabilising, the outlook for the remainder of 2024 in
GB remains finely balanced.
In RoI, recently published housing
policy reports identify a significant deficit of up to a quarter of
a million homes with an annual building requirement far in excess
of the current rate of c.33,000 units. This underpins the
structural need for housing and infrastructure investment,
supporting the long-term growth opportunity, where we have
secured positions on a number of high-profile infrastructure
projects that commence in the second half on the high-speed road
network.
Market fundamentals in the US are
supported by significant housing and infrastructure deficits.
Healthy state budgets alongside robust Federal stimulus programmes
underpin the long-term growth prospects for infrastructure spending
and receive cross-party political support while population growth
continues to exceed housing starts creating a greater need for
housebuilding.
All our markets are expected to
benefit from falling interest rates in the months ahead.
The long-term track record of
pricing in the construction materials market is underpinned by
strong industry fundamentals and pent-up demand. Therefore, pricing
is expected to continue to increase modestly in future periods,
offsetting input cost inflation.
Our business remains highly cash
generative, enabling us to reduce debt rapidly as with previous
transformational acquisitions. Our healthy balance sheet provides
us with the strategic flexibility to invest for growth, maintain
our progressive dividend policy, and execute bolt-on acquisitions
across each of our three platforms where we have well populated and
active M&A pipelines.
In 2024, Underlying EBIT will be
slightly more weighted towards the second half than is typical due
to a combination of factors. The wet start to 2024 was disruptive
to construction activities, affecting ready-mixed concrete and
cement in particular, and the second half will incorporate a full
six months contribution from BMC. Management expectations for the
full year remain unchanged.
OPERATIONAL REVIEW
Product volumes
million tonnes except where
stated
|
H1 2024
|
H1 2023
|
Change %
|
LFL %
|
Aggregates
|
13.5
|
13.0
|
3%
|
(4)%
|
Asphalt
|
1.8
|
1.8
|
(3)%
|
(4)%
|
Cement
|
1.0
|
1.1
|
(12)%
|
(12)%
|
Ready-mixed concrete
(m3)
|
1.5m
|
1.5m
|
(2)%
|
(18)%
|
Note: Reported percentage
movements are based on non-rounded data.
|
|
|
|
|
Great Britain
£m except where stated
|
H1 2024
|
H1 2023
|
Change %
|
LFL %
|
Revenue
|
492.4
|
519.6
|
(5)%
|
(7)%
|
Underlying EBIT
|
35.6
|
42.8
|
(17)%
|
(18)%
|
Underlying EBIT margin
|
7.2%
|
8.2%
|
(100)bps
|
|
Market conditions in the first
half of 2024 weakened further in GB as expected and construction
activity was impacted by the wet conditions. Furthermore, while the
macroeconomic landscape stabilised during the period and we
received a good level of enquiries, political and monetary
uncertainty presented a headwind to client decision-making, leading
to near-term caution across most end-markets.
Volumes reduced materially in
ready-mixed concrete and were lower in aggregates, reflecting the
impact on housebuilding activity from the soft market backdrop,
poor weather conditions and elevated comparatives following the
change to housebuilding regulations in June 2023. Asphalt volumes
were broadly flat year-on-year, benefitting from the continued
success of our surfacing business. Pricing remained resilient and
we were able to fully recover input cost increases.
Underlying EBIT declined 17%,
resulting in 100bps of margin compression due to operating
leverage. Against this backdrop we maintained our disciplined focus
on operational excellence and carefully tailored procurement,
encouraging the quarry teams to revisit the whole process from
quarry face to customer delivery to maximise the efficiency of
production and quality of customer service.
Our surfacing business integrated
Phoenix Surfacing into our regional delivery model and successfully
completed high-profile airfield projects for the Defence
Infrastructure Organisation. We have built strong relationships,
creating a significant competitive advantage in this space, leading
to a multi-year pipeline of work with further high-profile
frameworks in tender.
Ireland
£m except where stated
|
H1 2024
|
H1 2023
|
Change %
|
LFL %
|
Revenue
|
111.2
|
109.1
|
2%
|
-
|
Underlying EBIT
|
13.7
|
10.0
|
37%
|
33%
|
Underlying EBIT margin
|
12.3%
|
9.2%
|
310bps
|
|
Ireland delivered a strong
performance in the period, increasing revenue, Underlying EBIT and
margins. The business benefitted from a strong tendering season in
the first half of 2024. In Northern Ireland the resumption of a
governing Assembly at Stormont was an encouraging development and,
as the business of Government slowly regained momentum,
construction materials enquiries and activity levels picked up. In
RoI, where the market is underpinned by net inward migration and
foreign direct investment, creating a structural shortage of
housing and infrastructure, economic growth maintained a steady
pace.
Against this encouraging backdrop,
asphalt volumes stabilised after a slow start in the first quarter
as the effects of the unseasonably wet weather restricted
construction activity. Aggregates volumes increased significantly,
benefiting from the acquisition of Robinsons Quarry Masters last
year, a transaction that has reinforced our position in the North
Belfast market where we have a number of local authority framework
contracts.
Pricing was robust and enabled the
full recovery of input costs. As a result revenue was stable,
growing 2% and Underlying EBIT increased 37%, driven by key project
wins, excellent cost management, operating leverage and
contribution from acquisitions, leading to a significant expansion
in margin.
Extending our mineral reserves and
resources has been a strategic priority, increasing the asset
backing of our vertically-integrated model in Ireland. During the
period we secured planning consents at three quarries and acquired
a basalt quarry in County Derry, securing c.10m tonnes of mineral
reserve. We have applications for a further 32m tonnes of mineral
in the pipeline and at various stages in the planning
system.
United States
£m except where stated
|
H1 2024
|
H1 2023
|
Change %
|
Revenue
|
53.0
|
-
|
-
|
Underlying EBIT
|
6.6
|
-
|
-
|
Underlying EBIT margin
|
12.5%
|
-
|
-
|
In the 16 weeks since the
transaction completed, BMC has contributed a strong result, ahead
of prior year and plan, and we are encouraged by the performance at
this early stage. Volumes in both aggregates and ready-mixed
concrete have continued to grow in 2024.
While Missouri has been impacted
by volatile weather conditions during the first half, construction
activity remains robust and backlogs are healthy. Pricing is well
underpinned by the market backdrop; population growth exceeds
increases in housing completions and Federal stimulus programmes
combined with healthy state budgets support an active
infrastructure end-market.
Integration is progressing well
and our engagement with the whole team has been well received,
confirming our expectation that the culture of BMC is closely
aligned to Breedon's core values. The BMC team is entrepreneurial
and agile and has extensive local market knowledge.
To underline Breedon's commitment
to the health, safety and wellbeing of all our employees, on
acquisition we undertook an immediate safety review; implementing a
series of modifications including hiring a new dedicated safety
manager, updating safety guidelines and increasing the regularity
of safety meetings. We are already seeing the benefit of these
actions with lost time incidents significantly reduced when
compared to the same period in the prior year.
The Breedon vertically-integrated
model is asset-backed and BMC, with c.400 million tonnes of
high-quality mineral reserves and resources, is aligned to this
model. We are exploring more routes to market for our minerals,
investing in plant and equipment during the period to meet
additional aggregates demand.
Cement
£m except where stated
|
H1 2024
|
H1 2023
|
Change %
|
Revenue
|
156.9
|
176.8
|
(11)%
|
Underlying EBIT
|
23.9
|
25.9
|
(8)%
|
Underlying EBIT margin
|
15.2%
|
14.6%
|
60bps
|
The cement market in the first
half of 2024 was challenging, primarily due to the fall in
housebuilding activity in GB, exacerbated by the wet conditions
which disrupted progress on construction sites. Consequently,
volumes during the period reduced 12%.
Pricing was supported by atailwind
from the prior year; although carbon surcharges reduced in the
period, reflecting the lower cost of carbon credits. Overall
margins in the period strengthened by 60bps, principally due to
lower energy costs compared with the first half of 2023.
Our cement plants operate at
exceptionally high levels of reliability which were sustained in
the first half. We undertook two planned kiln maintenance shutdowns
in January. These complex engineering undertakings completed within
budget and on schedule.
The teams have continued to
progress a number of major capital investment projects. At Hope the
primary crusher will be replaced in the autumn and to ensure a
smooth transition the team has carried out extensive preparatory
work. The ARM project, which will facilitate the transport of
secondary material to site via rail, continues to make good
progress and is on schedule to be commissioned in the new year as
planned. At Kinnegad, as well as progress on the new solar plant,
we are constructing a new bagging plant which will be operational
early next year.
FINANCE REVIEW
The Group delivered a resilient
trading performance in the first half of 2024.
Revenue for the Group grew 3% to
£764.6m (H1 2023: £742.7m) supported by our entry into the US and
an element of price growth; partially offset by reduced
volumes.
Underlying EBIT increased by 2% to
£71.6m (H1 2023: £70.5m) benefiting from a promising maiden
contribution from BMC, which is trading ahead of plan and has been
reported as a new 'United States' operating segment. We delivered
strong earnings growth in Ireland and improved the margin in
Cement, which helped to mitigate the drop through from reduced
volumes in GB, such that we broadly maintained our Underlying EBIT
margin at 9.4% (H1 2023: 9.5%).
On a like-for-like basis,
excluding the impact of acquisitions, revenue in the period
decreased by 6% with pricing up 2ppt and volumes down 8ppt and with
Underlying EBIT decreasing by 9%.
Non-underlying items
The Group recorded £14.7m
(H1 2023: £8.4m) of non-underlying items during the period
comprising £9.0m of acquisition-related expenses, primarily
incurred in connection with the BMC acquisition, and £5.7m
amortisation of acquired intangibles.
Interest
Net interest costs in the period
were £10.4m (H1 2023 £5.6m) with the increase primarily due to
interest payable on the debt drawn to finance the BMC acquisition.
The Group continues to benefit from longer-term fixed rates of
borrowing at a blended rate of c.2% from the £250m of US Private
Placement notes issued in 2021, with repayment dates between 2028
and 2036.
Taxation
The underlying tax charge in the
period has been based on the estimated effective weighted average
rate applicable for existing operations for the full year. This
represents a combined underlying effective rate of 22.4%, with the
increase in the effective rate (FY 2023: 20.4%) a result of the
increased UK corporation tax rate and the impact of our new US
operations where the statutory tax rate is higher than the Group
average at around 25%.
Earnings per share
Adjusted Underlying Basic EPS for
the period fell to 13.9p (H1 2023: 15.3p) reflecting increased
interest and corporation tax rates as well as a higher number of
shares in issue. Statutory Basic EPS was 10.0p (H1 2023:
13.0p).
Statement of financial position
and post-tax ROIC
Net assets at 30 June 2024 were
£1,120.7m (FY 2023: £1,110.7m).
We have completed an initial
exercise as required by IFRS 3 - Business Combinations to assess
the provisional fair value of assets acquired and liabilities
assumed through the three acquisitions completed in the first half
of 2024. Goodwill of £55.0m has been recognised which equates to
30% of the equity value of the acquired businesses.
Post-tax ROIC of 8.8% (H1 2023:
10.0%) reflects short term dilution from the BMC acquisition
combined with the impact of increased corporate tax
rates.
Free cash flow
£m
|
H1 2024
|
H1 2023
|
Change
|
Underlying EBITDA
|
118.1
|
112.3
|
5.8
|
Working capital
|
(63.7)
|
(40.9)
|
(22.8)
|
Net interest
|
(8.5)
|
(3.5)
|
(5.0)
|
Income taxes paid
|
(15.2)
|
(15.9)
|
0.7
|
Net capex
|
(40.9)
|
(31.9)
|
(9.0)
|
Other
|
0.6
|
0.7
|
(0.1)
|
Free cash flow
|
(9.6)
|
20.8
|
(30.4)
|
Acquisitions
|
(248.7)
|
(11.1)
|
(237.6)
|
Dividends paid
|
(32.6)
|
(23.7)
|
(8.9)
|
Non-underlying items
|
(9.0)
|
(5.4)
|
(3.6)
|
Other
|
(2.5)
|
(3.3)
|
0.8
|
Increase in Net Debt
|
(302.4)
|
(22.7)
|
(279.7)
|
The Group's free cash flow in the
period was an outflow of £9.6m (H1 2023: inflow of £20.8m)
reflecting the usual seasonal working capital expansion, inclusive
of BMC, and a step up in the level of capital investment
principally due to the ARM project at Hope.
The primary driver for the
increase in Net Debt is the incremental borrowings taken on by the
Group to fund the acquisition of BMC.
Net Debt
Closing Net Debt at 30 June 2024
was £472.3m (H1 2023: £220.4m) and Covenant Leverage was 1.6x (H1
2023: 0.7x), comfortably within our target range of 1x to
2x.
Refinancing of borrowing
facilities
The Group completed the
refinancing of its RCF subsequent to the period end, increasing the
facility size from £350m to £400m and retaining the option of a
further £100m accordion. The amended facility secures access to
longer-term finance, running for an initial four-year period to at
least July 2028, and offers an incremental reduction in ongoing
debt service costs.
Fees and expenses incurred in
connection with the refinancing amounted to approximately £2.0m and
will be amortised over the amended life of the facility.
The remaining facilities available
to the Group comprise the £250m USPP, the terms of which are
unchanged from those disclosed in the 2023 Annual
Report.
Dividend
We have announced our intention to
pay an increased interim dividend of 4.5p per share (H1 2023: 4.0p
per share) reflecting our confidence in the prospects of the Group
and in keeping with our dividend policy. The dividend will be paid
on 1 November 2024 to shareholders who are on the Register of
Members at the close of business on 27 September 2024. The
ex-dividend date is 26 September 2024. The latest date for
registering for the Company's DRIP is 11 October 2024 and further
details of how to join the DRIP are available on the Company's
website.
2024 technical guidance
Management expectations for the
full year remain unchanged, with Underlying EBIT slightly more
weighted to the second half in 2024.
Net interest expense for the full
year will be c.£25m, following the refinancing of the
RCF.
We expect an effective tax rate
for the full year of c.22% (2023: 20.4%) which will impact our
post-tax performance measures (including ROIC), with cash taxes
materially in line with the effective rate.
Total capital expenditure for the
full year will be c.£130m.
The cash cost of the interim
dividend paid in the second half will be £16m, resulting in a total
cash cost of dividends paid during 2024 of £48m.
We continue to expect a modest
inflationary increase in working capital over the full year cycle
of c.£30m, with Covenant Leverage reducing over the balance of the
year.
RISK
The Group's principal risks that
might adversely impact the Group in the remaining six months of the
current financial year are:
Strategic
|
Operational
|
· Acquisitions and material projects
|
· Competition
|
· Climate change
|
· Failure of a critical asset
|
· Land
and mineral management
|
· Health and safety
|
· Markets
|
· IT
and cyber security
|
· People
|
· Legal and regulatory
|
Financial
|
· Supply chain and input costs
|
· Treasury
|
|
Further details of the principal
risks facing the Group are set out on pages 54-70 of the Group's
Annual Report for the year ended 31 December 2023.
The Board has undertaken a risk
review in the period to 30 June 2024, which included specific
consideration of any changes to the Group's risk profile arising
from the acquisition of BMC Enterprises and from the challenging
market conditions experienced in GB during the first half of
2024.
The nature of the Group's
principal risks as described in the 2023 Annual Report and the
associated risk ratings have not changed as a result of this
assessment. The Board continues to manage these risks and to
mitigate their expected impact.
STATEMENT OF DIRECTORS' RESPONSIBILITIES
The Directors confirm that, to the
best of their knowledge:
· the
condensed consolidated half-year financial statements have been
prepared in accordance with IAS 34 Interim Financial Reporting as
adopted by the UK
· the
interim management report includes a fair review of the information
required by:
(a) DTR 4.2.7R of the Disclosure
and Transparency Rules, being an indication of important events
that have occurred during the first six months of the financial
year and their impact on the condensed consolidated half-year
financial statements; and a description of the principal risks and
uncertainties for the remaining six months of the year;
and
(b) DTR 4.2.8R of the Disclosure
and Transparency Rules, being related party transactions that have
taken place in the first six months of the current financial year
and that have materially affected the financial position or
performance of the entity during that period; and any changes in
the related party transactions described in the last Annual Report
that could do so.
The Directors of Breedon Group plc
are listed in the Group's 2023 Annual Report on pages
112-113.
Since the publication of the 2023
Annual Report, there have been no changes to the composition of the
Board.
Rob Wood
|
James Brotherton
|
Chief Executive Officer
|
Chief Financial Officer
|
24 July 2024
|
|
Condensed Consolidated Income
Statement
for the six months ended 30 June
2024
|
Six months ended 30 June
2024
|
Six
months ended 30 June 2023
|
Year
ended 31 December 2023
|
|
Underlying
|
Non-underlying*
(note
5)
|
Total
|
Underlying
|
Non-
underlying*
(note 5)
|
Total
|
Underlying
|
Non-
underlying*
(note 5)
|
Total
|
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
764.6
|
-
|
764.6
|
742.7
|
-
|
742.7
|
1,487.5
|
-
|
1,487.5
|
Operating expenses
|
(694.5)
|
(14.7)
|
(709.2)
|
(673.8)
|
(8.4)
|
(682.2)
|
(1,333.9)
|
(10.5)
|
(1,344.4)
|
Group operating profit
|
70.1
|
(14.7)
|
55.4
|
68.9
|
(8.4)
|
60.5
|
153.6
|
(10.5)
|
143.1
|
|
|
|
|
|
|
|
|
|
|
Share of profit of associate and
joint ventures
|
1.5
|
-
|
1.5
|
1.6
|
-
|
1.6
|
2.6
|
-
|
2.6
|
Profit from operations
|
71.6
|
(14.7)
|
56.9
|
70.5
|
(8.4)
|
62.1
|
156.2
|
(10.5)
|
145.7
|
|
|
|
|
|
|
|
|
|
|
Financial income
|
1.0
|
-
|
1.0
|
0.7
|
-
|
0.7
|
2.6
|
-
|
2.6
|
Financial expense
|
(11.4)
|
-
|
(11.4)
|
(6.3)
|
-
|
(6.3)
|
(13.9)
|
-
|
(13.9)
|
Profit before taxation
|
61.2
|
(14.7)
|
46.5
|
64.9
|
(8.4)
|
56.5
|
144.9
|
(10.5)
|
134.4
|
|
|
|
|
|
|
|
|
|
|
Taxation
|
(13.7)
|
1.3
|
(12.4)
|
(13.3)
|
0.7
|
(12.6)
|
(30.2)
|
1.4
|
(28.8)
|
Profit for the period
|
47.5
|
(13.4)
|
34.1
|
51.6
|
(7.7)
|
43.9
|
114.7
|
(9.1)
|
105.6
|
|
|
|
|
|
|
|
|
|
|
Attributable to:
|
|
|
|
|
|
|
|
|
|
Breedon Group
shareholders
|
47.5
|
(13.4)
|
34.1
|
51.6
|
(7.7)
|
43.9
|
114.6
|
(9.1)
|
105.5
|
Non-controlling
interests
|
-
|
-
|
-
|
-
|
-
|
-
|
0.1
|
-
|
0.1
|
Profit for the period
|
47.5
|
(13.4)
|
34.1
|
51.6
|
(7.7)
|
43.9
|
114.7
|
(9.1)
|
105.6
|
* Non-underlying items represent
acquisition-related expenses, property gains or losses,
amortisation of acquisition intangibles, AIM to Main Market costs
(2023 only) and related tax items.
|
|
|
|
|
|
|
|
|
|
|
Earnings per share
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
10.0p
|
|
|
13.0p
|
|
|
31.1p
|
Diluted
|
|
|
10.0p
|
|
|
12.9p
|
|
|
31.0p
|
Underlying earnings per share are
shown in note 9.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends in respect of the
period
|
|
|
|
|
|
|
|
|
Dividend per share
|
|
|
4.5p
|
|
|
4.0p
|
|
|
13.5p
|
Condensed Consolidated Statement of
Comprehensive Income
for the six months ended 30 June
2024
|
Six months
ended
30 June
2024
|
Six
months ended
30
June
2023
|
Year
ended
31
December
2023
|
|
£m
|
£m
|
£m
|
|
|
|
|
Profit for the period
|
34.1
|
43.9
|
105.6
|
|
|
|
|
Other comprehensive
expense
Items which may be reclassified subsequently to profit and
loss:
|
|
|
|
Foreign exchange differences on
translation of foreign operations, net of hedging
|
(5.7)
|
(5.6)
|
(4.1)
|
Effective portion of changes in
fair value of cash flow hedges
|
(0.5)
|
(0.1)
|
(0.7)
|
Taxation on items taken directly to
other comprehensive income
|
-
|
-
|
0.1
|
|
|
|
|
Other comprehensive expense for the
period
|
(6.2)
|
(5.7)
|
(4.7)
|
|
|
|
|
Total comprehensive income for the
period
|
27.9
|
38.2
|
100.9
|
|
|
|
|
|
|
|
|
Total comprehensive income for the
period is attributable to:
|
|
|
|
Breedon Group
shareholders
|
27.9
|
38.2
|
100.8
|
Non-controlling
interests
|
-
|
-
|
0.1
|
|
27.9
|
38.2
|
100.9
|
|
|
|
|
Condensed Consolidated Statement of
Financial Position
at 30 June 2024
|
30 June
|
30
June
|
31
December
|
|
2024
|
2023
|
2023
|
|
£m
|
£m
|
£m
|
|
|
|
|
Non-current assets
|
|
|
|
Property, plant and
equipment
|
896.8
|
790.5
|
817.2
|
Right-of-use assets
|
47.2
|
47.3
|
45.1
|
Intangible assets
|
681.9
|
519.4
|
520.2
|
Investment in associate and joint
ventures
|
15.6
|
15.3
|
14.5
|
Trade and other
receivables
|
1.1
|
1.8
|
0.9
|
Total non-current assets
|
1,642.6
|
1,374.3
|
1,397.9
|
Current assets
|
|
|
|
Inventories
|
126.7
|
87.1
|
120.1
|
Trade and other
receivables
|
344.5
|
322.6
|
227.9
|
Cash and cash
equivalents
|
30.3
|
76.9
|
126.9
|
Total current assets
|
501.5
|
486.6
|
474.9
|
Total assets
|
2,144.1
|
1,860.9
|
1,872.8
|
Current liabilities
|
|
|
|
Interest-bearing loans and
borrowings
|
(8.4)
|
(7.8)
|
(8.1)
|
Trade and other
payables
|
(330.3)
|
(323.8)
|
(278.6)
|
Current tax payable
|
(0.4)
|
(1.9)
|
(0.1)
|
Provisions
|
(10.1)
|
(9.4)
|
(8.8)
|
Total current
liabilities
|
(349.2)
|
(342.9)
|
(295.6)
|
Non-current liabilities
|
|
|
|
Interest-bearing loans and
borrowings
|
(494.2)
|
(289.5)
|
(288.7)
|
Provisions
|
(89.6)
|
(78.0)
|
(85.8)
|
Deferred tax
liabilities
|
(90.4)
|
(90.4)
|
(92.0)
|
Total non-current
liabilities
|
(674.2)
|
(457.9)
|
(466.5)
|
Total liabilities
|
(1,023.4)
|
(800.8)
|
(762.1)
|
Net assets
|
1,120.7
|
1,060.1
|
1,110.7
|
|
|
|
|
Equity attributable to Breedon
Group shareholders
|
|
|
|
Share capital
|
3.4
|
3.4
|
3.4
|
Share premium
|
13.8
|
-
|
0.7
|
Hedging reserve
|
(1.0)
|
-
|
(0.5)
|
Translation reserve
|
(9.4)
|
(5.2)
|
(3.7)
|
Merger reserve
|
80.5
|
80.5
|
80.5
|
Retained earnings
|
1,033.1
|
981.1
|
1,030.0
|
Total equity attributable to
Breedon Group shareholders
|
1,120.4
|
1,059.8
|
1,110.4
|
Non-controlling
interests
|
0.3
|
0.3
|
0.3
|
Total equity
|
1,120.7
|
1,060.1
|
1,110.7
|
Condensed Consolidated Statement
of Changes in Equity
for the six months ended 30 June
2024
For /the six months ended 30 June 2024
|
|
Share
capital
|
Share
premium
|
Hedging
reserve
|
Translation
reserve
|
Merger
reserve
|
Retained
earnings
|
Attributable to
Breedon Group shareholders
|
Non-controlling
interests
|
Total
equity
|
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
|
|
|
|
|
|
|
|
|
|
Balance at 31
December
2023
|
3.4
|
0.7
|
(0.5)
|
(3.7)
|
80.5
|
1,030.0
|
1,110.4
|
0.3
|
1,110.7
|
Shares issued
|
-
|
13.1
|
-
|
-
|
-
|
-
|
13.1
|
-
|
13.1
|
Dividends paid
|
-
|
-
|
-
|
-
|
-
|
(32.6)
|
(32.6)
|
-
|
(32.6)
|
Total comprehensive income for the
period
|
-
|
-
|
(0.5)
|
(5.7)
|
-
|
34.1
|
27.9
|
-
|
27.9
|
Share-based
payments1
|
-
|
-
|
-
|
-
|
-
|
1.6
|
1.6
|
-
|
1.6
|
|
|
|
|
|
|
|
|
|
|
Balance at 30 June 2024
|
3.4
|
13.8
|
(1.0)
|
(9.4)
|
80.5
|
1,033.1
|
1,120.4
|
0.3
|
1,120.7
|
For the six months ended 30 June
2023
|
|
|
|
|
Share
capital
|
Stated
capital
|
Hedging
reserve
|
Translation reserve
|
Merger
reserve
|
Retained
earnings
|
Attributable
to
Breedon Group shareholders
|
Non-controlling interests
|
Total
equity
|
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
|
|
|
|
|
|
|
|
|
|
Balance at 31
December
2022
|
-
|
555.0
|
0.1
|
0.4
|
-
|
488.0
|
1,043.5
|
0.3
|
1,043.8
|
Corporate
reorganisation
|
474.5
|
(555.0)
|
-
|
-
|
80.5
|
-
|
-
|
-
|
-
|
Capital
reduction2
|
(471.1)
|
-
|
-
|
-
|
-
|
471.1
|
-
|
-
|
-
|
Dividends paid
|
-
|
-
|
-
|
-
|
-
|
(23.7)
|
(23.7)
|
-
|
(23.7)
|
Total comprehensive income for the
period
|
-
|
-
|
(0.1)
|
(5.6)
|
-
|
43.9
|
38.2
|
-
|
38.2
|
Share-based
payments1
|
-
|
-
|
-
|
-
|
-
|
1.8
|
1.8
|
-
|
1.8
|
|
|
|
|
|
|
|
|
|
|
Balance at 30 June 2023
|
3.4
|
-
|
-
|
(5.2)
|
80.5
|
981.1
|
1,059.8
|
0.3
|
1,060.1
|
|
|
|
|
|
|
|
|
|
|
|
| |
Condensed Consolidated Statement
of Changes in Equity (Continued)
for the six months ended 30 June
2024
For the year ended 31 December
2023
|
|
Share
capital
|
Share
premium
|
Stated
capital
|
Hedging
reserve
|
Translation reserve
|
Merger
reserve
|
Retained
earnings
|
Attributable to Breedon Group shareholders
|
Non-controlling interests
|
Total
equity
|
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 31
December
2022
|
-
|
-
|
555.0
|
0.1
|
0.4
|
-
|
488.0
|
1,043.5
|
0.3
|
1,043.8
|
Shares issued
|
-
|
0.7
|
-
|
-
|
-
|
-
|
-
|
0.7
|
-
|
0.7
|
Corporate
reorganisation
|
474.5
|
-
|
(555.0)
|
-
|
-
|
80.5
|
-
|
-
|
-
|
-
|
Capital
reduction2
|
(471.1)
|
-
|
-
|
-
|
-
|
-
|
471.1
|
-
|
-
|
-
|
Transfer to
non-controlling
interest
|
-
|
-
|
-
|
-
|
-
|
-
|
(0.2)
|
(0.2)
|
0.2
|
-
|
Dividends paid
|
-
|
-
|
-
|
-
|
-
|
-
|
(37.3)
|
(37.3)
|
(0.3)
|
(37.6)
|
Total comprehensive income for the
period
|
-
|
-
|
-
|
(0.6)
|
(4.1)
|
-
|
105.5
|
100.8
|
0.1
|
100.9
|
Share-based
payments1
|
-
|
-
|
-
|
-
|
-
|
-
|
2.9
|
2.9
|
-
|
2.9
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 31 December
2023
|
3.4
|
0.7
|
-
|
(0.5)
|
(3.7)
|
80.5
|
1,030.0
|
1,110.4
|
0.3
|
1,110.7
|
1 Share-based payments are
shown inclusive of deferred tax recognised in equity.
2 On 9 June 2023, Breedon Group
plc undertook a capital reduction to convert £471.1m of share
capital to distributable reserves, with share capital remaining at
338.9 million shares but with a nominal value of £0.01 per
share.
Condensed Consolidated Statement of
Cash Flows
for the six months ended 30 June 2024
|
Six months
ended
30 June
2024
|
Six
months
ended
30
June
2023
|
Year
ended
31
December
2023
|
|
£m
|
£m
|
£m
|
Cash flows from operating
activities
|
|
|
|
Profit for the period
|
34.1
|
43.9
|
105.6
|
Adjustments for:
|
|
|
|
Depreciation and mineral depletion
|
48.0
|
43.4
|
88.7
|
Amortisation
|
5.7
|
3.0
|
6.0
|
Financial income
|
(1.0)
|
(0.7)
|
(2.6)
|
Financial expense
|
11.4
|
6.3
|
13.9
|
Share of profit of associate
and joint ventures
|
(1.5)
|
(1.6)
|
(2.6)
|
Net gain on sale of
property, plant and equipment
|
(1.3)
|
(1.0)
|
(1.4)
|
Share-based
payments
|
1.6
|
1.8
|
3.0
|
Taxation
|
12.4
|
12.6
|
28.8
|
Operating cash flow before changes
in working capital and provisions
|
109.4
|
107.7
|
239.4
|
Decrease/(increase) in
inventories
|
1.0
|
7.8
|
(24.6)
|
Increase in trade and other
receivables
|
(74.2)
|
(99.7)
|
(1.0)
|
Increase in trade and other
payables
|
9.0
|
51.3
|
8.8
|
Increase/(decrease) in
provisions
|
0.5
|
(0.3)
|
8.3
|
Cash generated from operating
activities
|
45.7
|
66.8
|
230.9
|
Interest paid
|
(8.1)
|
(3.0)
|
(6.8)
|
Interest element of lease
payments
|
(1.4)
|
(1.2)
|
(2.3)
|
Interest received
|
1.0
|
0.7
|
2.6
|
Income taxes paid
|
(15.2)
|
(15.9)
|
(32.5)
|
Net cash from operating
activities
|
22.0
|
47.4
|
191.9
|
Cash flows used in investing
activities
|
|
|
|
Acquisition of
businesses
|
(160.9)
|
(11.1)
|
(18.8)
|
Dividends from associate and joint
ventures
|
0.3
|
-
|
1.8
|
Purchase of property, plant and
equipment
|
(44.1)
|
(33.8)
|
(106.8)
|
Proceeds from sale of property,
plant and equipment
|
3.2
|
1.9
|
3.4
|
Net cash used in investing
activities
|
(201.5)
|
(43.0)
|
(120.4)
|
Cash flows from/(used in) financing
activities
|
|
|
|
Dividends paid
|
(32.6)
|
(23.7)
|
(37.6)
|
Proceeds from the issue of shares
(net of costs)
|
1.0
|
-
|
0.7
|
Proceeds from interest-bearing
loans
|
205.8
|
-
|
-
|
Repayment of interest-bearing
loans
|
(86.7)
|
-
|
(0.9)
|
Revolving Credit Facility
extension costs
|
-
|
(0.7)
|
(0.7)
|
Repayment of lease
obligations
|
(4.7)
|
(4.7)
|
(8.1)
|
Net cash from/(used in) financing
activities
|
82.8
|
(29.1)
|
(46.6)
|
Net (decrease)/increase in cash and
cash equivalents
|
(96.7)
|
(24.7)
|
24.9
|
Cash and cash equivalents at
beginning of period
|
126.9
|
101.7
|
101.7
|
Foreign exchange
differences
|
0.1
|
(0.1)
|
0.3
|
Cash and cash equivalents at end of
period
|
30.3
|
76.9
|
126.9
|
|
|
|
|
Notes to the Condensed Consolidated
Interim Financial Statements
1
Basis of preparation
Breedon Group plc (the "Company")
is a company domiciled in England. These Condensed Consolidated
Interim Financial Statements (the "Interim Financial Statements")
consolidate the results of the Company and its subsidiary
undertakings (collectively the "Group").
These Interim Financial Statements
have been prepared in accordance with IAS 34 - Interim Financial Reporting, as
adopted by the UK. The Interim Financial Statements have been
prepared under the historical cost convention except where the
measurement of balances at fair value is required. The Interim
Financial Statements have been prepared applying the accounting
policies and presentation that were applied in the Consolidated
Financial Statements for the year ended 31 December
2023.
These Interim Financial Statements
have not been audited or reviewed by auditors pursuant to the
Auditing Practices Board's guidance on the review of interim
financial information. These statements do not include all of the
information required for full annual financial statements and
should be read in conjunction with the full Annual Report for the
year ended 31 December 2023.
The comparative figures for the
financial year ended 31 December 2023 have been extracted from the
statutory accounts for that financial year. Those accounts have
been reported on by the Company's auditor. The report of the
auditor (i) was unqualified and (ii) did not include a reference to
any matters to which the auditor drew attention by way of emphasis
without qualifying their report.
New IFRS Standards and
Interpretations
The Group has adopted the
following standards from 1 January 2024:
- Amendments to IAS 1 - Presentation of financial
statements - Non-current liabilities
with covenants
- Amendments to IFRS 16 - Leases
- Lease
liability in a sale and leaseback
- Amendments to IAS 7 and IFRS 7 - Statement of cash flows and disclosures -
Supplier finance arrangements
The adoption of these standards
has not had a material impact on the Interim Financial
Statements.
Exchange rates
The following exchange rates have
been used in the preparation of the Interim Financial
Statements:
|
Six months
ended
30 June
2024
|
Six
months ended
30
June
2023
|
Year
ended
31
December
2023
|
Currency
|
Period end
|
Average
|
Period
end
|
Average
|
Period
end
|
Average
|
EUR
|
1.18
|
1.17
|
1.16
|
1.14
|
1.15
|
1.15
|
USD
|
1.26
|
1.26
|
-
|
-
|
-
|
-
|
2
Going concern
These Interim Financial Statements
are prepared on a going concern basis which the directors consider
to be appropriate for the following reasons:
The Group meets day-to-day working
capital and other funding requirements through banking facilities,
which include an overdraft facility. Longer term debt financing is
accessed through the Group's USPP loan note programme.
The facilities at 30 June 2024
comprised a £350m multi-currency RCF to June 2026 and £250m of USPP
loan notes with maturities between 2028 and 2036. Further details
of these facilities are provided in note 8 to these Interim
Financial Statements. Subsequent to the period end, the Group
completed a refinancing of the RCF, increasing the facility to
£400m. The amended facility runs for an initial four year period to
at least July 2028.
2
Going concern (continued)
The Group comfortably met all
covenants and other terms of its borrowing agreements in the
period, and maintained its track record of profitability, with an
overall profit before taxation for the period of £46.5m. The Group
has prepared cash flow forecasts for a period of more than 12
months from the date of signing these Interim Financial Statements,
which show a sustained trend of profitability and cash generation.
At 30 June 2024, the Group had cash of £30.3m and undrawn banking
facilities of £144.6m which it is expected will provide sufficient
liquidity for the Group to discharge its liabilities as they fall
due and retain covenant headroom, even under a 'severe but
plausible' downside scenario of forecast cash flows.
Consequently, the directors are
confident that the Group will have sufficient funds to continue to
meet its liabilities as they fall due for at least 12 months from
the date of approval of these financial statements and therefore
have prepared the Interim Financial Statements on a going concern
basis.
3
Accounting estimates and judgements
In preparing these Interim
Financial Statements, management have been required to make
assumptions, estimates and judgements that affect the application
of accounting policies and the reported amounts of assets and
liabilities and income and expense. Actual results may differ from
estimates.
Note 11 contains information
relating to the acquisition of BMC Enterprises Inc. where
significant estimates have been applied in determining the fair
value of the customer intangible acquired. The Group has utilised a
third party expert to calculate the value of the asset to mitigate
estimation risk.
There have been no further
material judgements or key sources of estimation uncertainty
compared to those applicable to the Consolidated Financial
Statements for the year ended 31 December 2023 as set out in note
26 of the Annual Report for that year.
4
Segmental analysis
The principal activities of the
Group are the quarrying of aggregates and manufacture and sale of
construction materials and building products, including cement,
asphalt and ready-mixed concrete, together with related activities
in Great Britain, Ireland and the United States.
The Group's activities comprise
the following reportable segments:
Great Britain:
our construction materials and surfacing
businesses in Great Britain.
Ireland:
our construction materials and surfacing
businesses on the Island of Ireland.
United States:
our construction materials business in the United
States, being the acquired BMC business (note 11).
Cement:
our cementitious operations in Great Britain and
Ireland.
4
Segmental analysis (continued)
|
Six months
ended
30 June
2024
|
Six
months ended
30
June
2023
|
Year
ended
31
December
2023
|
|
Revenue
|
Underlying
EBITDA*
|
Revenue
|
Underlying EBITDA*
|
Revenue
|
Underlying
EBITDA*
|
Income statement
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
|
|
|
|
|
|
|
Great Britain
|
492.4
|
61.6
|
519.6
|
69.0
|
1,033.8
|
138.6
|
Ireland
|
111.2
|
17.5
|
109.1
|
13.2
|
235.5
|
35.9
|
United States
|
53.0
|
10.2
|
-
|
-
|
-
|
-
|
Cement
|
156.9
|
38.4
|
176.8
|
39.8
|
331.2
|
84.5
|
Central administration
|
-
|
(9.6)
|
-
|
(9.7)
|
-
|
(16.7)
|
Eliminations
|
(48.9)
|
-
|
(62.8)
|
-
|
(113.0)
|
-
|
Group
|
764.6
|
118.1
|
742.7
|
112.3
|
1,487.5
|
242.3
|
|
|
|
|
|
|
|
|
Reconciliation to statutory
profit
|
|
|
|
|
|
Underlying EBITDA as above
|
118.1
|
|
112.3
|
|
242.3
|
Depreciation and mineral
depletion
|
(48.0)
|
|
(43.4)
|
|
(88.7)
|
Underlying Group operating profit
|
70.1
|
|
68.9
|
|
153.6
|
|
|
|
|
|
|
|
Great Britain
|
|
35.6
|
|
42.8
|
|
86.4
|
Ireland
|
|
13.7
|
|
10.0
|
|
29.0
|
United States
|
|
6.6
|
|
-
|
|
-
|
Cement
|
|
23.9
|
|
25.9
|
|
55.2
|
Central administration
|
|
(9.7)
|
|
(9.8)
|
|
(17.0)
|
Underlying Group operating profit
|
70.1
|
|
68.9
|
|
153.6
|
Share of profit of associate and
joint ventures
|
|
1.5
|
|
1.6
|
|
2.6
|
Underlying profit from operations
(EBIT)
|
|
71.6
|
|
70.5
|
|
156.2
|
Non-underlying items (note
5)
|
|
(14.7)
|
|
(8.4)
|
|
(10.5)
|
Profit from operations
|
|
56.9
|
|
62.1
|
|
145.7
|
|
|
|
|
|
|
|
|
|
| |
*Underlying EBITDA is earnings
before interest, tax, depreciation and mineral depletion,
amortisation, non-underlying items (note 5) and before our share of
profit from associate and joint ventures.
Analysis of revenue by major products and service lines by
segment
|
Six months
ended
30 June
2024
|
Six
months ended
30
June
2023
|
Year
ended
31
December
2023
|
|
£m
|
£m
|
£m
|
Sale of
goods
|
|
|
|
Great Britain
|
397.6
|
441.1
|
855.8
|
Ireland
|
51.5
|
48.0
|
96.5
|
United States
|
53.0
|
-
|
-
|
Cement
|
156.9
|
176.8
|
331.2
|
Eliminations
|
(48.9)
|
(62.8)
|
(113.0)
|
|
610.1
|
603.1
|
1,170.5
|
|
|
|
|
Surfacing
|
|
|
|
Great Britain
|
94.8
|
78.5
|
178.0
|
Ireland
|
59.7
|
61.1
|
139.0
|
|
154.5
|
139.6
|
317.0
|
|
|
|
|
Total
|
764.6
|
742.7
|
1,487.5
|
|
|
|
|
4
Segmental analysis (continued)
Timing of revenue recognition
Sale of goods revenue relates to
products for which revenue is recognised at a point in time as the
product is transferred to the customer. Surfacing revenues are
accounted for as products and services for which revenue is
recognised over time.
Statement of financial position
|
30 June
2024
|
30 June
2023
|
31
December
2023
|
|
|
|
|
|
Total
assets
£m
|
Total
liabilities
£m
|
Total
assets
£m
|
Total
liabilities
£m
|
Total
assets
£m
|
Total
liabilities
£m
|
Great Britain
|
981.6
|
(255.8)
|
950.6
|
(251.8)
|
920.6
|
(238.3)
|
Ireland
|
298.2
|
(44.1)
|
296.6
|
(55.9)
|
282.8
|
(40.6)
|
United States
|
286.4
|
(32.5)
|
-
|
-
|
-
|
-
|
Cement
|
542.8
|
(66.2)
|
531.9
|
(77.4)
|
539.2
|
(73.8)
|
Central administration
|
4.8
|
(31.4)
|
4.9
|
(26.1)
|
3.3
|
(20.5)
|
Total operations
|
2,113.8
|
(430.0)
|
1,784.0
|
(411.2)
|
1,745.9
|
(373.2)
|
Current tax
|
-
|
(0.4)
|
-
|
(1.9)
|
-
|
(0.1)
|
Deferred tax
|
-
|
(90.4)
|
-
|
(90.4)
|
-
|
(92.0)
|
Net Debt
|
30.3
|
(502.6)
|
76.9
|
(297.3)
|
126.9
|
(296.8)
|
Total Group
|
2,144.1
|
(1,023.4)
|
1,860.9
|
(800.8)
|
1,872.8
|
(762.1)
|
5
Non-underlying items
Non-underlying items are those
which, because of their nature, size or incidence, are either
unlikely to recur in future periods or which distort the underlying
trading performance of the business, including non-cash items. For
an item to be classified as non-underlying, it must meet defined
criteria which are applied consistently by the Group.
The directors monitor the
performance of the Group using alternative performance measures
which are calculated on an underlying basis. In the opinion of the
directors, this presentation aids understanding of the underlying
business performance and any references to underlying earnings
measures throughout this report are made on this basis.
Underlying measures are calculated
and presented on a consistent basis over time to assist in the
comparison of performance.
|
Six months
ended
30 June
2024
|
Six
months ended
30
June
2023
|
Year
ended
31
December
2023
|
|
£m
|
£m
|
£m
|
Included in operating
expenses:
|
|
|
|
Acquisition-related
expenses
|
9.0
|
0.4
|
0.9
|
Amortisation of acquired
intangible assets
|
5.7
|
3.0
|
6.0
|
AIM to Main Market
costs
|
-
|
5.0
|
3.6
|
Total non-underlying items (before tax)
|
14.7
|
8.4
|
10.5
|
Non-underlying taxation
|
(1.3)
|
(0.7)
|
(1.4)
|
Total non-underlying items (after tax)
|
13.4
|
7.7
|
9.1
|
6
Operating expenses
|
Six months
ended
30 June
2024
|
Six
months ended
30
June
2023
|
Year
ended
31
December
2023
|
|
£m
|
£m
|
£m
|
|
|
|
|
Costs of raw materials
purchased
|
152.4
|
140.2
|
263.1
|
Employee costs
|
119.8
|
102.1
|
208.3
|
Depreciation and mineral
depletion
|
48.0
|
43.4
|
88.7
|
Gain on sale of plant and
equipment
|
(1.3)
|
(1.0)
|
(1.4)
|
Other operating
expenses
|
375.6
|
389.1
|
775.2
|
Underlying operating expenses
|
694.5
|
673.8
|
1,333.9
|
Non-underlying operating
expenses
|
14.7
|
8.4
|
10.5
|
Operating expenses
|
709.2
|
682.2
|
1,344.4
|
7
Taxation
The tax charge at the effective
rate for the six months ended 30 June 2024 is based on the
estimated effective weighted average rate applicable for existing
operations for the full year. This results in a combined underlying
effective rate of 22.4%.
8
Interest-bearing loans and borrowings
Net Debt
|
30 June
2024
|
30
June
2023
|
31
December
2023
|
|
£m
|
£m
|
£m
|
|
|
|
|
Cash and cash
equivalents
|
30.3
|
76.9
|
126.9
|
Current
borrowings
|
(8.4)
|
(7.8)
|
(8.1)
|
Non-current
borrowings
|
(494.2)
|
(289.5)
|
(288.7)
|
Net Debt (including IFRS 16 lease
liabilities)
|
(472.3)
|
(220.4)
|
(169.9)
|
IFRS 16 lease
liabilities
|
49.8
|
49.5
|
48.0
|
Net Debt (excluding IFRS 16 lease
liabilities)
|
(422.5)
|
(170.9)
|
(121.9)
|
Analysis of borrowings between current and
non-current
|
30 June
2024
|
30
June
2023
|
31
December
2023
|
|
£m
|
£m
|
£m
|
|
|
|
|
IFRS 16 lease
liabilities
|
8.4
|
7.8
|
8.1
|
Current borrowings
|
8.4
|
7.8
|
8.1
|
|
|
|
|
|
|
|
|
Bank and USPP debt
|
452.8
|
247.8
|
248.8
|
IFRS 16 lease
liabilities
|
41.4
|
41.7
|
39.9
|
Non-current borrowings
|
494.2
|
289.5
|
288.7
|
Facilities
The Group's borrowing facilities
at 30 June 2024 comprised a £350m multi-currency RCF and a £250m
USPP. Interest on the RCF was calculated as a margin referenced to
the Group's Covenant Leverage plus SONIA, SOFR or EURIBOR according
to the currency of borrowing. Interest on the RCF was charged in
the period at margins of between 1.8% and 1.9%.
Subsequent to the period end, the
Group completed a refinancing of the RCF, increasing the facility
to £400m. The amended facility runs for an initial four year period
to at least July 2028. Interest is calculated on the new facility
as a margin to the base rate of the currency of drawing, which
varies in line with the Group's Covenant Leverage. The opening
margin payable was approximately 1.8%.
8
Interest-bearing loans and borrowings (continued)
The USPP was issued in 2021 with
an average fixed coupon of approximately 2% and comprises £170m
sterling and £80m drawn in euro, with a maturity profile between
2028 and 2036.
Borrowing facilities are subject
to leverage and interest cover covenants which are tested
half-yearly. The Group remained fully compliant with all covenants
during the period.
9
Earnings per share
|
30 June
2024
|
30
June
2023
|
31
December
2023
|
|
pence
|
pence
|
pence
|
|
|
|
|
Adjusted Underlying Basic EPS
|
13.9
|
15.3
|
34.0
|
Statutory Basic EPS
|
10.0
|
13.0
|
31.1
|
|
|
|
|
Adjusted Underlying Diluted EPS
|
13.9
|
15.3
|
33.9
|
Statutory Diluted EPS
|
10.0
|
12.9
|
31.0
|
Adjusted Underlying Basic EPS is calculated based on Underlying profit for the period
attributable to Breedon Group shareholders adjusted to exclude the
impact of changes in the deferred tax rate being £47.5m
(30 June 2023: £51.7m, 31 December 2023:
£115.3m). The weighted average number of ordinary shares in issue
during the period was 341,879,135 (30 June 2023: 338,882,282, 31
December 2023: 339,148,164).
Statutory Basic EPS is based
on the profit for the period attributable to Breedon Group
shareholders of £34.1m (30 June 2023: £43.9m, 31 December 2023:
£105.5m) and on the weighted average number of ordinary shares in
issue during the period as above.
Diluted earnings per ordinary share
is based on 342,248,972 shares (30 June 2023: 339,548,658, 31
December 2023: 339,848,700) and reflects the effect of all dilutive
potential ordinary shares.
10
Related party transactions
The Group has continued to supply
services and materials to, and purchased services and materials
from, its associate and joint ventures on an arms length basis. The
nature of these related party transactions is consistent with those
disclosed in the Annual Report for the year ended 31 December
2023.
11
Acquisitions
The Group completed three
acquisitions in the period, being BMC Enterprises Inc., Eco-Asphalt
Supplies Limited and Phoenix Surfacing Limited.
BMC Enterprises Inc. ("BMC")
The Group completed the acquisition
of BMC, a supplier of ready-mixed concrete, aggregates and building
products on 6 March 2024, acquiring 100% of the share
capital.
The provisional fair values in
respect of the identifiable assets acquired and liabilities assumed
are set out below:
|
|
|
Provisional fair value on
acquisition
|
|
|
|
£m
|
Intangible assets
|
|
|
109.9
|
Property, plant and
equipment
|
|
|
80.8
|
Right-of-use assets
|
|
|
1.2
|
Inventories
|
|
|
7.9
|
Trade and other
receivables
|
|
|
38.6
|
Cash and cash equivalents
|
|
|
5.5
|
Trade and other payables
|
|
|
(30.3)
|
Provisions
|
|
|
(3.4)
|
Borrowings
|
|
|
(85.9)
|
Total acquired net assets
|
|
|
124.3
|
|
|
|
|
Cash consideration on
completion
|
|
|
155.2
|
Post-completion payment
|
|
|
0.5
|
Equity consideration
|
|
|
12.2
|
Total consideration payable
|
|
|
167.9
|
|
|
|
|
Goodwill arising
|
|
|
43.6
|
Consideration
The post-completion payment is an
estimate of the amount expected to be paid in the second half of
2024 following agreement of final completion accounts. Equity
consideration comprises 3,199,915 ordinary shares issued to the
vendor, valued based on the market price of those shares at the
date of acquisition.
Fair value adjustments
The provisional fair values stated
are inclusive of adjustments to:
- recognise intangible assets, including the value of acquired
customer relationships and non-compete agreements. The value of
these assets were assessed with the support of a third party
corporate finance specialist;
- revalue certain items of property, plant and equipment,
including mineral reserves and resources, to reflect the fair value
at date of acquisition;
- working capital accounts to reflect fair value;
and
- restoration provisions to reflect costs to comply with
environmental and other legislation.
The goodwill arising represents
the strategic geographic location of assets acquired, the potential
for future growth and the skills of the existing workforce and
management team.
11
Acquisitions (continued)
Other current year acquisitions
The directors consider the
remaining acquisitions completed in the period, being 100% of the
share capital Eco Asphalt Supplies Limited
(31 January 2024) and 80% of the share capital of Phoenix Surfacing
Limited (1 April 2024), to be individually immaterial, but material in aggregate.
The combined provisional fair
values in respect of the identifiable assets acquired liabilities
assumed are set out below:
|
|
|
Provisional fair value on
acquisition
|
|
|
|
£m
|
Intangible assets
|
|
|
5.5
|
Property, plant and
equipment
|
|
|
3.3
|
Inventories
|
|
|
0.2
|
Trade and other
receivable
|
|
|
5.0
|
Cash and cash equivalents
|
|
|
1.8
|
Trade and other payables
|
|
|
(5.6)
|
Borrowings
|
|
|
(1.9)
|
Deferred tax liabilities
|
|
|
(1.8)
|
Total acquired net assets
|
|
|
6.5
|
|
|
|
|
Cash consideration on
completion
|
|
|
13.0
|
Post-completion payment
|
|
|
1.5
|
Deferred consideration
|
|
|
3.4
|
Total consideration payable
|
|
|
17.9
|
|
|
|
|
Goodwill arising
|
|
|
11.4
|
Consideration
Deferred consideration includes
£2.6m relating to a put liability and has been accounted for using
the assumed acquisition method.
The post-completion payment is an
estimate of the amounts expected to be paid in the second half of
2024 subject to agreement of final completion accounts.
Fair value adjustments
The fair value adjustments
primarily comprised:
- intangible assets, including the value of acquired customer
relationships;
- impairment of property, plant and equipment; and
- deferred tax balances.
The goodwill arising represents
expected synergies, the potential for future growth, and the skills
of the existing workforce. Goodwill is not deductible for tax
purposes.
11
Acquisitions (continued)
Impact of current year acquisitions
Income statement
During the period, the combined
acquisitions contributed revenues of £60.7m, Underlying EBIT of
£6.9m and profit before tax of £6.9m to the Group. If these
acquisitions had occurred on 1 January 2024, the results of the
Group for the six months ended 30 June 2024 would have shown
revenue of £795.4m, Underlying EBIT of £72.4m and Profit before tax
of £47.3m.
Acquisition costs
The Group incurred
acquisition-related costs of £9.0m in the period, primarily
relating to external professional fees. These have been presented
as non-underlying operating expenses (note 5).
Cash flow
The cash flow impact of
acquisitions in the year can be summarised as follows:
|
£m
|
Consideration - cash
|
168.2
|
Cash and cash equivalents
acquired
|
(7.3)
|
Net
cash consideration shown in the condensed consolidated statement of
cash flows
|
160.9
|
12
Share capital
|
|
|
millions
|
Issued ordinary
shares
|
|
|
|
31 December 2022
|
1,694.4
|
5 : 1 share consolidation as
part of Corporate Reorganisation
|
(1,355.5)
|
|
|
30 June 2023
|
338.9
|
Exercise of savings-related
share options
|
0.2
|
Vesting of Performance Share
Plan awards
|
0.6
|
|
|
31 December 2023
|
339.7
|
Exercise of
savings-related share options
|
0.4
|
Vesting of Performance
Share Plan awards
|
0.3
|
Issued on acquisition of BMC
(note 11)
|
3.2
|
30 June 2024
|
343.6
|
13
Reconciliation to non-GAAP measures
A number of non-GAAP performance
measures are used throughout this Interim Report and these Interim
Financial Statements. This note provides a reconciliation from
these alternative performance measures to the most directly related
statutory measures.
Reconciliation of earnings based alternative performance
measures
Six months ended
30 June 2024
|
Great
Britain
£m
|
Ireland
£m
|
United
States
£m
|
Cement
£m
|
Central
administration
and
eliminations
£m
|
Share of
profit
of associate and joint
ventures
£m
|
Total
£m
|
Revenue
|
492.4
|
111.2
|
53.0
|
156.9
|
(48.9)
|
-
|
764.6
|
|
|
|
|
|
|
|
|
Profit from operations
|
|
|
|
|
|
|
56.9
|
Non-underlying items (note
5)
|
|
|
|
|
|
|
14.7
|
Underlying EBIT
|
35.6
|
13.7
|
6.6
|
23.9
|
(9.7)
|
1.5
|
71.6
|
Underlying EBIT margin
|
7.2%
|
12.3%
|
12.5%
|
15.2%
|
|
|
9.4%
|
Underlying EBIT
|
35.6
|
13.7
|
6.6
|
23.9
|
(9.7)
|
1.5
|
71.6
|
Share of profit of
associate
and joint ventures
|
-
|
-
|
-
|
-
|
-
|
(1.5)
|
(1.5)
|
Depreciation and mineral
depletion
|
26.0
|
3.8
|
3.6
|
14.5
|
0.1
|
-
|
48.0
|
Underlying EBITDA
|
61.6
|
17.5
|
10.2
|
38.4
|
(9.6)
|
-
|
118.1
|
Six months ended
30 June 2023
|
Great Britain
£m
|
Ireland
£m
|
Cement
£m
|
Central administration
and
eliminations
£m
|
Share of profit
of
associate
and joint
ventures
£m
|
Total
£m
|
Revenue
|
519.6
|
109.1
|
176.8
|
(62.8)
|
-
|
742.7
|
|
|
|
|
|
|
|
Profit from operations
|
|
|
|
|
|
62.1
|
Non-underlying items (note
5)
|
|
|
|
|
|
8.4
|
Underlying EBIT
|
42.8
|
10.0
|
25.9
|
(9.8)
|
1.6
|
70.5
|
Underlying EBIT margin
|
8.2%
|
9.2%
|
14.6%
|
|
|
9.5%
|
Underlying EBIT
|
42.8
|
10.0
|
25.9
|
(9.8)
|
1.6
|
70.5
|
Share of loss of
associate
and joint ventures
|
-
|
-
|
-
|
-
|
(1.6)
|
(1.6)
|
Depreciation and mineral
depletion
|
26.2
|
3.2
|
13.9
|
0.1
|
-
|
43.4
|
Underlying EBITDA
|
69.0
|
13.2
|
39.8
|
(9.7)
|
-
|
112.3
|
13
Reconciliation to non-GAAP measures (continued)
Reconciliation of earnings based alternative performance
measures (continued)
Year ended
31 December 2023
|
Great
Britain
£m
|
Ireland
£m
|
Cement
£m
|
Central administration
and
eliminations
£m
|
Share
of profit of
associate
and joint
ventures
£m
|
Total
£m
|
Revenue
|
1,033.8
|
235.5
|
331.2
|
(113.0)
|
-
|
1,487.5
|
|
|
|
|
|
|
|
Profit from operations
|
|
|
|
|
|
145.7
|
Non-underlying items (note
5)
|
|
|
|
|
|
10.5
|
Underlying EBIT
|
86.4
|
29.0
|
55.2
|
(17.0)
|
2.6
|
156.2
|
Underlying EBIT margin
|
8.4%
|
12.3%
|
16.7%
|
|
|
10.5%
|
Underlying EBIT
|
86.4
|
29.0
|
55.2
|
(17.0)
|
2.6
|
156.2
|
Share of profit of
associate
and joint ventures
|
-
|
-
|
-
|
-
|
(2.6)
|
(2.6)
|
Depreciation and mineral
depletion
|
52.2
|
6.9
|
29.3
|
0.3
|
-
|
88.7
|
Underlying EBITDA
|
138.6
|
35.9
|
84.5
|
(16.7)
|
-
|
242.3
|
Free cash flow
|
Six months
ended
30 June
2024
|
Six
months ended
30
June
2023
|
Year
ended
31
December
2023
|
|
£m
|
£m
|
£m
|
Net
cash from operating activities
|
22.0
|
47.4
|
191.9
|
Net cash used in investing
activities
|
(201.5)
|
(43.0)
|
(120.4)
|
Acquisition of businesses
|
160.9
|
11.1
|
18.8
|
Cash impact of non-underlying
items
|
9.0
|
5.3
|
4.5
|
Free cash flow
|
(9.6)
|
20.8
|
94.8
|
Return on invested capital
|
Twelve months
ended
30 June
2024
£m
|
Twelve
months ended
30
June
2023
£m
|
Year
ended
31
December
2023
£m
|
H2 2022 Underlying EBIT
|
-
|
88.1
|
-
|
H1 2023 Underlying EBIT
|
-
|
70.5
|
70.5
|
H2 2023 Underlying EBIT
|
85.7
|
-
|
85.7
|
H1 2024 Underlying EBIT
|
71.6
|
-
|
-
|
LTM
Underlying EBIT
|
157.3
|
158.6
|
156.2
|
Underlying effective tax
rate
|
22.4%
|
20.3%
|
20.4%
|
Taxation at the Group's underlying
effective rate
|
(35.2)
|
(32.2)
|
(31.9)
|
Underlying earnings before interest
|
122.1
|
126.4
|
124.3
|
|
|
|
|
Net assets
|
1,120.7
|
1,060.1
|
1,110.7
|
Net Debt (note 8)
|
472.3
|
220.4
|
169.9
|
Invested capital
|
1,593.0
|
1,280.5
|
1,280.6
|
Average invested capital1
|
1,436.8
|
1,262.4
|
1,261.1
|
Adjustment for timing of significant
acquisition2
|
(41.7)
|
-
|
-
|
Adjusted average invested capital
|
1,395.1
|
1,262.4
|
1,261.1
|
|
|
|
|
Return on invested capital3
|
8.8%
|
10.0%
|
9.9%
|
1 Average invested
capital is calculated by taking the average of the opening invested
capital at the start of the period and the closing invested capital
at the reporting date. Opening invested capital at 30 June 2022 was
£1,244.2m and at 1 January 2023 was £1,241.5m.
2 This adjustment is made to
the average of opening and closing invested capital to more
accurately reflect the impact of the timing of the acquisition of
BMC Enterprises which completed on 6 March 2024. See note
11.
3 Return on invested capital
is calculated as underlying earnings before interest for the
previous twelve months, divided by Adjusted average invested
capital for the period.
13
Reconciliation to non-GAAP measures (continued)
Covenant Leverage
|
Twelve
months
ended
30 June
2024
£m
|
Twelve
months
ended
30
June
2023
£m
|
Year
ended
31
December
2023
£m
|
As
reported
|
|
|
|
H2 2022 Underlying EBITDA
|
-
|
128.0
|
-
|
H1 2023 Underlying EBITDA
|
-
|
112.3
|
112.3
|
H2 2023 Underlying EBITDA
|
130.0
|
-
|
130.0
|
H1 2024 Underlying EBITDA
|
118.1
|
-
|
-
|
LTM
Underlying EBITDA
|
248.1
|
240.3
|
242.3
|
Impact of IFRS 16
|
(10.8)
|
(11.0)
|
(10.3)
|
Pro-forma adjustments for
acquisitions
|
22.1
|
-
|
-
|
Underlying EBITDA for covenants
|
259.4
|
229.3
|
232.0
|
|
|
|
|
Net
Debt (excluding IFRS 16)
|
(422.5)
|
(170.9)
|
(121.9)
|
|
|
|
|
Covenant Leverage
|
1.6x
|
0.7x
|
0.5x
|
Covenant Leverage is defined as
the ratio of Underlying EBITDA to Net Debt, with both Underlying
EBITDA and Net Debt adjusted to reflect the material items which
are adjusted by the Group and its lenders in determining leverage
for the purpose of assessing covenant compliance and, in the case
of our bank facilities, the margin payable on debt. The only
material adjusting items being the impact of IFRS 16 and a
pro-forma adjustment to include pre-acquisition EBITDA from
businesses owned for less than twelve months.
14
Post balance sheet event
Subsequent to the period end, the
Group completed the refinancing of its RCF. The terms of the
amended facility are further disclosed in note 8.
GLOSSARY
The following definitions apply
throughout this announcement, unless the context requires
otherwise.
Adopted IFRS
|
International Financial Reporting Standards as
adopted by the UK
|
ARM
|
Alternative Raw Material project
|
Bps
|
Basis points
|
BMC
|
BMC Enterprises Inc.
|
Breedon
|
Breedon Group plc
|
CEM II
|
CEM II limestone cement; consists of clinker,
minor additional constituents and up to 20% of limestone which
reduces the product's carbon intensity
|
Covenant Leverage
|
Leverage as defined by the Group's banking
facilities. This excludes the impact of IFRS 16 and includes the
proforma impact of M&A
|
CDP
|
Climate Disclosure Project
|
EBIT
|
Earnings before interest and tax which equates
to profit from operations
|
EPS
|
Earnings per share
|
ETS
|
Emissions Trading Scheme
|
EURIBOR
|
Euro Inter-bank Offered Rate
|
GAAP
|
Generally Accepted Accounting
Principles
|
GB
|
Great Britain
|
Group
|
Breedon and its subsidiary companies
|
IAS
|
International Accounting Standards
|
IFRS
|
International Financial Reporting
Standard
|
Invested capital
|
Net assets plus Net Debt
|
Ireland
|
The Island of Ireland
|
Leverage
|
Net debt expressed as a multiple of Underlying
EBITDA
|
Like-for-like
|
Like-for-like reflects reported values adjusted
for the impact of acquisitions and disposals
|
M&A
|
Mergers & acquisitions
|
NI
|
Northern Ireland
|
Ppt
|
Percentage point
|
RCF
|
Revolving credit facility
|
RoI
|
Republic of Ireland
|
ROIC
|
Post tax Return on Invested Capital for the
previous twelve months
|
SBTi
|
Science Based Targets initiative
|
SONIA
|
Sterling Overnight Index Average
|
UK
|
United Kingdom (GB & NI)
|
Underlying
|
Stated before acquisition related expenses,
property gains and losses, amortisation of acquisition intangibles
and related tax items, AIM to Main market costs (2023
only)
|
Underlying EBITDA
|
Earnings before interest, tax, depreciation and
amortisation non-Underlying items and before our share of profit
from associate and joint ventures
|
US
|
United States
|
USPP
|
US Private Placement
|