REG - Renew Holdings PLC - Half-year Report
14/05/2024 07:00
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RNS Number : 2401O Renew Holdings PLC 14 May 2024
14 May 2024
Renew Holdings plc
("Renew" or the "Group" or the "Company")
Half-year Report
Continued momentum and strong organic growth underpins record first half
performance
Renew (AIM: RNWH), the leading Engineering Services Group supporting the
maintenance and renewal of critical UK infrastructure, announces its interim
results for the six months ended 31 March 2024 ("the period").
Financial Highlights
Six months ended 31 March 2024 HY24 HY23 Change
Group revenue £552.8m £471.8m +17.2%
Adjusted operating profit £33.1m £28.3m +17.0%
Operating profit £30.5m £26.9m +13.3%
Adjusted operating margin 6.0% 6.0% -
Profit before tax £30.3m £26.3m +15.2%
Adjusted earnings per share 31.3p 27.4p +14.2%
Interim dividend 6.33p 6.00p +5.5%
( )
· Group order book development to £898m (HY23: £890m)
· Strong organic revenue growth of 16.9% driven by the differentiated nature of
our high-quality, low-risk business model, alongside the continued strong
demand in our end markets
· Equally strong operating profit growth demonstrates robustness of our
operating model and quality of earnings
· Robust net cash (pre-IFRS16) position of £42.5m (HY23: £17.0m)
· Increased interim dividend reflects strong trading performance, cash
generation and forward order book visibility
Operational Highlights
· Successfully completed the bolt-on acquisitions of TIS Ltd and post period
end, Route One Infrastructure, with the integration of both businesses
progressing well, and both continue to trade in-line with expectations
· Already secured and extended a number of new and existing CP7 frameworks with
Network Rail with further tender opportunities expected later this year
· Investment made in tendering AMP8 frameworks coming to fruition with
extensions to major AMP8 frameworks with South East Water, Thames Water and
Welsh Water; a number of new frameworks already confirmed; and several live
tenders ongoing
· Delivered further operational and strategic progress in Highways as we
continued to execute on workbanks that are a part of five framework lots worth
more than £147m
· Ongoing preparations for the start of the Road Investment Strategy RIS3, due
to commence in April 2025. Preparatory consultations have indicated a notable
shift away from enhancements to maintenance work on structures, renewals and
road restraints, meaning we are uniquely positioned to take further market
share
Current Trading & Outlook
· The strong momentum seen in the first six months has carried through to the
start of the second half, underpinning the Board's confidence in the full year
outturn
· Continue to focus on increasing collaboration between our businesses which,
with their complementary skillsets, positions us well to leverage our
expertise to tender for larger frameworks going forward
· Commence CP7 in a stronger position including a larger number of frameworks
across a greater geographical area than in CP6
· From 1 April 2024 - 31 March 2029, Network Rail has committed to spending
£31.9bn on renewals and maintenance, perfectly aligning with our core
strengths as the network's largest provider of multidisciplinary maintenance
and renewal engineering services
· Significant opportunity available as we transition into AMP8, with investment
expected to be larger than AMP7, and considerable scope to leverage the
combined expertise across our four water brands
· The mission-critical nature of our work and the highly visible, reliable,
committed regulatory spending periods give us confidence that any short-term
political ambiguity from a general election will not impact the Group's
opportunities now or in the future
Paul Scott, CEO of Renew, commented:
"I am very pleased to report we have delivered another record trading
performance in the period. Our success in delivering sustainable growth is
testament to the hard work of our dedicated colleagues and the resilient and
differentiated nature of our high-quality, low-risk business model as well as
the mission-critical nature of our work.
"We are delighted with our early success in extending and securing frameworks
across the new funding periods in Water and Rail. These successes, together
with the core characteristics which underpin the markets in which we operate,
provide highly visible revenue streams and reinforce our significant
confidence in delivering against our growth targets in the medium to long
term.
"The recent acquisitions of TIS and Route One have further strengthened our
unique offering as we broaden our expertise in our target markets and we
continue to look forward to executing on the significant growth opportunities,
both organic and inorganic, in line with our strategy."
For further information, please contact:
Renew Holdings plc www.renewholdings.com
Paul Scott, Chief Executive Officer via FTI Consulting
Sean Wyndham-Quin, Chief Financial Officer 020 3727 1000
Numis Securities Limited (Nominated Adviser and Joint Broker) 020 7260 1000
Stuart Skinner / Kevin Cruickshank / William Wickham
Peel Hunt LLP (Joint Broker) 020 7418 8900
Ed Allsopp / Pete Mackie / Charlotte Sutcliffe
FTI Consulting (Financial PR) 020 3727 1000
Alex Beagley / Tom Hufton / Amy Goldup / Matthew Young Renew@fticonsulting.com (mailto:Renew@fticonsulting.com)
Renew HY24 Results
Chief Executive Officer's Review
Continued momentum and strong market dynamics underpin record first half
performance
The Group delivered another record trading performance for the first six
months of the financial year, continuing the strong momentum seen in FY23.
This excellent performance, which was achieved despite a number of
macroeconomic headwinds facing the wider market, serves to demonstrate the
continued resilience and differentiated nature of our high-quality, low-risk
business model, alongside the continued strong demand in our end markets.
We have established a track record of delivering consistent, sustainable
growth across all our financial metrics which we are able to achieve as a
result of a number of key characteristics of the Group. The critical nature of
our work across non-discretionary maintenance and renewals tasks and the
visibility of the highly committed and long-term spending cycles within our
markets give us confidence in our continued strong growth trajectory.
It was pleasing to see the Government's 2024 Spring Budget re-affirm its
commitment to invest in the UK's infrastructure, with over £600 billion 1
(#_ftn1) of public sector investment planned over the next five years to meet
the target of net zero carbon emissions by 2050. The Government has committed
to advancing the UK's net zero efforts with nuclear and green energy with an
£800m1 allocation to scale up affordable, clean, homegrown power. This will
be achieved through focusing on the decarbonisation of the UK's grid, the
purchase of two nuclear sites and further investment in the Green Industries
Growth Accelerator (Giga), all of which offer significant opportunities for
the Group. Further, with pressure on public expenditure as a result of the
difficult macroeconomic environment, we are seeing increased funding being
directed towards the maintenance and renewal of existing assets and away from
major infrastructure enhancement projects which bodes well for our business.
Regardless of the outcome of the upcoming UK general election and wider
economic pressures, we believe the mission-critical nature of our work and the
highly visible, reliable, committed regulatory spending periods which underpin
our markets give us confidence that such challenges will not impact the
Group's opportunities now or in the future.
Of particular note during the period has been the Group's strong double digit
organic growth which has been driven by ongoing demand across our markets for
our non-discretionary services as well as the impact of multiple weather
events over the winter that have required a reactive response to ensure that
the networks continue to operate safely. This strong organic growth
performance, alongside our robust balance sheet and cash generative model
provides us with the strength and agility to invest further in organic
opportunities and value-accretive M&A to fully capitalise on the
opportunities available to us.
In October 2023, we successfully completed the bolt-on acquisition of TIS,
which is now fully integrated into the Group and is starting to deliver the
planned strategic benefits. Post period end, in April, we acquired Route One
Infrastructure and we are pleased to say that the integration plan is
progressing well. Both businesses are trading in line with expectations and
represent an excellent strategic fit for the Group, expanding our service
offering and provide both internal synergies and new development
opportunities. We continue to consider a number of acquisition opportunities
that meet our strict criteria and that would complement the Group's existing
capabilities or extend our footprint into our target markets.
Another record trading period in the first six months of FY24 continues to
demonstrate the consistent and resilient nature of our business model. We
enter the second half of the year with good momentum and a strong forward
order book which underpins our confidence in our full year outturn. We are
seeing continued demand for our services across all our markets and that is
largely due to the outstanding work of our directly employed colleagues who
continue to go above and beyond for our clients. On behalf of the Board, I
would like to take this opportunity to thank all our dedicated colleagues for
their valuable work and continued commitment to providing our clients with
mission critical, highly responsive services at all times.
Renew's strengths
Renew has a number of core strengths which provide distinct competitive
advantages in our chosen markets and leave us well placed to build on our
strong track record of long-term value creation:
· We remain committed to ensuring the health, safety, and wellbeing of our team
and those impacted by our operations. In this regard, we have a robust set of
safety standards across all of our operations which are reviewed on a regular
basis to ensure standards remain at the highest level.
· Our business model is robust, diverse, and low risk. We focus on essential
asset maintenance and renewal services, that are not dependent on large,
high-risk, capital-intensive contract awards.
· Our flexible model allows us to engage with clients as individual companies,
as a larger group or as a collaboration of brands to meet their ever-changing
operational requirements.
· With our directly employed workforce, we deliver valuable, efficient and
responsive solutions to our clients, minimising the impact of sub-contractor
pricing fluctuations.
· We ensure that we remain agile in our ability to proactively and efficiently
manage cost inflation through commercial terms within our frameworks.
· Our businesses work in complex, challenging and highly regulated markets with
significant barriers to entry, which demand a highly skilled and experienced
workforce and a proven track record of safe delivery.
· Our markets offer steady, long-term growth and predictable cash flows due to
committed regulatory spending. We have shown a consistent track record of
value creation, reliable revenue growth and strong returns on capital which
has been achieved through our highly cash generative earnings model.
· We remain committed to achieving growth both organically and through selective
acquisitions while maintaining a disciplined approach to capital allocation
and risk underpinned by a strong balance sheet.
· We continue to hold strong relationships with all stakeholders including our
workforce, customers, suppliers, communities and shareholders.
· Our high-quality model of compounding earnings through the redeployment of
internally generated cashflows enables us to execute on our strategy of
delivering reliable growth for all our stakeholders.
Compelling market drivers
Our business is well positioned to benefit from attractive, long-term,
non-discretionary structural growth drivers. Increasing demand for the
maintenance and renewal of existing UK infrastructure is driven by a number of
factors including:
· a renewed commitment by the Government to level up the economy by investing
over £600 billion in an infrastructure-led recovery. Two-thirds of this will
be injected in the transport and energy sectors, with fiscal stimulus measures
likely to flow through to lower cost infrastructure maintenance programmes
ahead of larger, more capital-intensive enhancement schemes;
· a greater focus on sustainability and climate change as part of the UK's
target of reaching net-zero carbon emissions by 2050, together with flood risk
prevention measures and investment in nuclear projects, renewables and rail
electrification programmes;
· sustained population growth is continuing to increase pressure on
transportation, energy, water and demand for natural resources;
· technological innovation driving a shift towards digital roads, smart cities
and the transformation of transport and telecommunications networks; and
· increased Government regulation to improve safety, efficiency and resilience
of key infrastructure assets leading to more demanding maintenance, renewal
and upgrading requirements.
Results overview
During the period, Group revenue increased 17.2% to £552.8m (HY23: £471.8m)
which included organic growth of 16.9%. The adjusted operating profit
increased by 17.0% to £33.1m (HY23: £28.3m) with adjusted operating margin
maintained at 6.0% (HY23: 6.0%).
As at 31 March 2024, the Group had pre-IFRS16 net cash of £42.5m (31 March
2023: £17.0m). The Group's order book at 31 March 2024 had strengthened to
£898m (HY23: £890m) underpinned by long-term framework positions.
Dividend
The Group's resilient trading performance, cash position and strong forward
order book have consistently allowed the Group to pursue its progressive
dividend policy. It has declared an interim dividend of 6.33p (HY23: 6.00p)
per share. This represents a 5.5 per cent increase on the last interim
dividend paid. This will be paid on 10 July 2024 to shareholders on the
register as at 7 June 2024, with an ex-dividend date of 6 June 2024.
Engineering Services
Our Engineering Services activities delivered a 16.0% increase in revenue to
£505.4m (HY23: £435.8m) with an 18.2% increase in adjusted operating profit
to £35.1m (HY23: £29.7m), resulting in an operating margin of 6.9% (HY23:
6.8%). Our Engineering Services organic growth rate in the period was 15.6%.
As at 31 March 2024, the Engineering Services order book was £831m (HY23:
£780m). This strong performance was achieved through the continued momentum
within our Rail, Infrastructure and Environmental sectors which see increasing
demand for our mission-critical offering.
Rail
We welcome the ongoing planning and legislative processes aimed at reforming
our national rail network, including the formation of Great British Railways.
We also continue to closely follow the reaction to the recent announcement by
the opposition government regarding their own rail reform proposals. The Group
fully supports reform of the rail network and is confident that at the heart
of these plans is an imperative to improve the efficiency, reliability and
safe operation of the entire network. Crucially, in order to satisfy these
requirements, any government, and its chosen delivery body, will need to
accelerate its commitment to the renewal and maintenance of the rail
infrastructure across the UK. It is in these areas that we have established a
market leading position as we continue to deliver long-term national
frameworks and remain deeply embedded in establishing leading renewal and
maintenance programmes in all of the national rail regions.
The Government's increased focus on this critical national infrastructure
priority bodes very well for our specialisms and we are pleased to report, in
line with expectations, the demand for our industry-leading services remained
strong across the sector during the period. As such, our three rail brands
entered the new Control Period in a healthy position. At the beginning of
April, Network Rail, a significant strategic customer for the Group, announced
the start of its five-year rail improvement plan, worth £45.4 billion 2
(#_ftn2) , aimed at providing the highest level of rail performance whilst
simultaneously ensuring the network is resilient to the worsening extremes of
climate change. Over the course of CP7, which runs from 1 April 2024 through
to 31 March 2029, Network Rail will spend approximately
£31.9 billion on renewals and maintenance2 (#_ftn3) , perfectly aligning with
our core strengths as we continue to be the largest provider of
multidisciplinary maintenance and renewal engineering services to the network.
Set out in the April announcement by Network Rail2 (#_ftn4) , in a change
from CP6, enhancements will be funded separately on a case-by-case basis by
central government, evidencing Network Rail's greater focus on reliability
through increased funding of renewals and maintenance programmes.
The Group continues to assist Network Rail's day-to-day operations through our
mission-critical renewals and maintenance services supporting assets including
bridges, embankments, tunnels, drainage systems, signalling, electrification,
devegetation, fencing and plant, all of which are essential as we work
together with the network to help it effectively respond to the challenges of
managing ageing critical infrastructure while improving climate resilience.
The mix of work across this sector included a significant number of emergency
call outs due to the impact of winter storms and prolonged periods of
rainfall.
Importantly, our early successes in securing Network Rail CP7 frameworks has
been maintained and we are delighted to report in Scotland that we have won
the Buildings & Civils Framework as well as the Geotechnical Framework. In
Eastern, we have won the Buildings and Civils Framework and in the North West
and Central region we have been awarded a range of civils & buildings
renewals frameworks as well a number of civils and building asset management
frameworks. In addition to these appointments, there are a number of live
tenders that are the subject of an ongoing procurement process. Overall, we
commence CP7 in a stronger position than at the start of CP6. In addition to
the above noted appointments, numerous frameworks have been extended into this
period and we are now appointed to a larger number of frameworks.
Other significant UK rail market growth opportunities that we are targeting
include the ongoing Transpennine Route Upgrade, the Midland Rail Hub, Project
Reach (rail telecommunications upgrade) and the Southern Integrated Delivery
Framework.
We have also continued to prioritise inter-group collaboration which goes hand
in hand with our focus on expanding our credentials in rail innovation, a key
illustration of this being the specialised drill rigs that have been fitted to
the Mega Reach, the largest Road Rail Vehicle lorry loading crane working on
the UK rail network, first deployed at the Severn Estuary followed by an
emergency scheme at Braybrook Embankment.
We continue to drive recruitment and mobilise additional resources to deliver
the Overhead Line Equipment work bank, which is a part of the existing Wales
& Western framework, awarded to us as ARQ, a collaboration between the
Group's three rail businesses, and provides us access to the Paddington to
Bristol Great Western Mainline upgrade.
Our commitment to the training and development of our rail colleagues is
unwavering and a great deal of our work continues to be recognised externally.
During the period, we were awarded a Training Excellence Award for the
innovative Controller Of Site Safety ("COSS") Academy Programme which has
revolutionised delivery and lineside safety both internally and throughout our
supply chain. The Group's Rail Skills Academy is recognised as a leader in the
delivery of vocational training and is aimed at increasing the available skill
sets to support the growth ahead of us.
Infrastructure
Highways
The Group delivered further operational and strategic progress in the period
as we continued executing on work banks that are a part of the current
National Highways Scheme Delivery Framework (SDF) that runs to 2027 and
includes five framework lots covering civil engineering, road restraint
systems and drainage disciplines, worth more than £147m over the six-year
period.
The current SDF also involves preparing for the start of Road Investment
Strategy 3 ("RIS3"), which is scheduled to start in April 2025. Preparatory
consultations have indicated RIS3 will centre its focus on carbon reduction,
with a notable shift away from enhancements to maintenance work that will
involve prioritising funding on structures, renewals and road restraints. This
clearly plays to our strengths as a business and uniquely positions us to
deliver continued growth and to take further market share across the sector.
Moreover, as part of the SDF framework our specialist engineering services
anticipate significant work on the legacy concrete pavements (LCP) programme
and in addition, the AGC collaboration (AmcoGiffen & Carnell), a leading
barrier supplier to National Highways, continues to grow its work bank.
Elsewhere, in April we were very pleased to announce that Carnell Group
Holdings Ltd had acquired Route One Holdings (Wakefield) Ltd for an Enterprise
Value of £5.0m. Based in West Yorkshire, Route One is a multi-disciplinary
specialist engineering business operating in the UK Highways sector providing
end-to-end solutions for bridge deck maintenance and protection. Route One has
a number of long-term frameworks on the SDF across England, as such the
acquisition represented an excellent strategic fit for the Group. Route One
has expanded our offering by adding new capabilities to the Group's highways
business, with particular expertise in bridge and structures maintenance and
repairs. The integration of Route One continues to progress well and are well
positioned to increase the number of framework appointments and renewals as a
larger Group uniquely positioned to capitalise on the distinctive capabilities
within each business.
Aviation
Our capabilities involve delivering airside operational support and asset care
at a number of UK airports. In the period we were awarded an Airside
Maintenance Framework at Leeds Bradford, another significant achievement for
the Group that we are well placed to replicate at additional locations.
Aviation continues to be an area of focus for the Group and we are pleased to
have organically moved into this sector, which has significant barriers to
entry. We look forward to continuing to seize new opportunities as we develop
our credentials in this area.
Wireless Telecoms
Momentum has remained strong off the back of a record performance in FY23. The
nation's connectivity is becoming even more critical in the digital age and,
as a result, demand for our services across the Wireless Telecoms sector
remains strong and we continue to establish ourselves as a trusted partner to
the nation's largest network providers. We have also seen significant
commitment to changes in the market during the period, with substantial
capital spend committed to reversing the historic underinvestment in critical
assets in this sector meaning there are considerable growth opportunities for
us going forward. Our plan to broaden our route to market has progressed well
and we are delighted that we now have frameworks in place with all four major
mobile networks.
During the first half we expanded our position with Virgin Media O2 (VMO2) and
our work now includes several new regions on a larger framework for 4/5G
networks as well as unwind works, demergers and building new mast
infrastructure. Our 3-year framework with VMO2 for design and construction
services is worth up to £50m over the term, successfully securing our
position as a key delivery partner for VMO2 across the UK.
We continue to develop our small cell work banks with BT and some small
private providers. This work, along with our focus on growing our capabilities
in servicing the private 5G market, are just some of the ways we are
continuing to expand our reach across the sector. Our teams are also working
to further develop our non-core routes to market through supporting the UK's
tower providers, including Cornerstone and Cellnex. Through the Shared Rural
Network programme, in March 2024 we were proud to activate the first SRN site
to go live in the UK.
Energy
Nuclear
With more than 75 years' specialist experience in civil nuclear and a large
complement of highly skilled employees, we continued to see strong demand for
our multidisciplinary service offering during the period. Through the
previously announced Sellafield Project Partnership Programme (PPP) frameworks
that were secured in summer 2023, our nuclear businesses have now been awarded
numerous contracts with a combined value of over £50m. Recent awards include
contracts to support Sellafield in their highly complex Post Operational
Cleanout of Facilities to support the decommissioning programme. We are also
tendering for two separate £1 billion lots on the Sellafield Decommissioning
Nuclear Waste Partnership (DNWP), the successor framework to the
Decommissioning Delivery Partnership. We continue to focus on developing our
existing capabilities and are encouraged that there remains further growth
opportunities at Sellafield, including additional new long-term frameworks.
Elsewhere, we continue to secure opportunities outside of Sellafield, steadily
growing our presence in the civil nuclear market at Springfields, Capenhurst
and AWE. We also remain excited about the new growth opportunities that will
be generated as part of the long-term frameworks for Nuclear Restoration
Services (formerly Magnox) and nuclear newbuild. Here the Government's focus
on the decarbonisation of our energy supply as a key means of achieving carbon
neutrality necessitates that the UK will need to deliver a radical shift in
the running of our energy system towards cleaner, more affordable energy
sources, of which new nuclear is an essential component. This demand
underpinned the creation of Great British Nuclear and the Government's target
to commence construction of up to three new nuclear plants in the next 10
years3 (#_ftn5) . This commitment ensures long-term and sustainable demand for
our specialist manufacturing capabilities in high-grade nuclear components.
As we announced in October 2023, Shepley acquired TIS, a nuclear manufacturing
specialist, doubling our nuclear manufacturing capacity to better support our
reach into additional nuclear opportunities across the UK. We are pleased to
confirm the integration of TIS is now complete and is providing further growth
opportunities in this sector.
Electric Vehicle Charging
The transition to electric vehicles ("EV") continues to play a key role in
supporting the UK's ambition of achieving net zero emissions by 2050 and we
are strategically positioned to play a significant role in helping drive the
creation of the UK's EV charging infrastructure landscape. Through our
collaborations with major charge point operators, we have already established
a strong foundation in this sector and our success in securing new framework
agreements demonstrates our commitment to growth and fostering long-term
partnerships in this relatively new market.
During the period we were delighted that as part of BT Group's commitment to
utilise its existing infrastructure to support the roll out of EV charging, we
completed the first installation of an EV charger from its green streetside
cabinets. This milestone marked the start of a significant rollout programme.
Environmental
Water
In Water, we have continued to benefit from the UK Government's committed £51
billion investment in AMP7, which extends through to March 2025. Throughout
the period this has seen continued expenditure on capital maintenance, asset
optimisation and supply resilience including dam safety and infrastructure
refurbishment schemes.
As we move into AMP8 (2025-2030), we see a significant opportunity to leverage
the combined expertise across our four water brands to secure new frameworks,
with AMP8 investment expected to be significantly larger than AMP7. Ofwat is
expected to publish its draft determinations in June 2024 and proposed plans
would see £96 billion invested in clean and wastewater infrastructure between
2025 and 20304 (#_ftn6) . This significant growth creates an excellent
opportunity for Renew to expand its water activities.
We have made a significant investment in tendering AMP8 frameworks with good
progress having been made in securing key framework appointments with leading
clients. The following new regional frameworks have been confirmed: major
civils, electrical and mechanical frameworks for Dŵr Cymru Welsh Water
("Welsh Water"); infrastructure and treatment frameworks for Northumbrian
Water Group; an infrastructure framework for South West Water; and a
non-infrastructure framework for Thames Water.
Extensions to major frameworks into AMP8 include with South East Water, Thames
Water and Welsh Water.
In addition to these major appointments and extensions, there are a number of
live tenders that are the subject of an ongoing procurement process. Overall,
we will commence AMP8 with additional clients and a stronger position
including a larger number of frameworks across a greater geographical area.
News of Thames Water's current financial position has been widely reported in
the media and whilst this brings understandable concern for many in the
sector, we are pleased to note that all Thames Water operations remain
unaffected by internal issues and our maintenance and renewal frameworks will
remain intact regardless of any ownership changes. This serves to highlight
the mission critical nature of our work, the funding underpin that it
generally sees and the sustained necessity for maintenance to UK
infrastructure that we provide.
Our Water client base has continued to grow and the Group is now working with
10 of the 12 combined waste or water companies in the UK as well as selected
water only companies including Affinity Water, Bristol Water and South East
Water.
Flood and Coastal
Increasingly volatile weather conditions have served to highlight the urgent
need for additional investment in flood defences in the UK and as a combined
Group, we are well positioned to benefit from increasing investment in this
sector. As such, during the period we were appointed to positions across four
geographical regions on the Environment Agency's new asset operation,
maintenance and response framework through to 2028.5 (#_ftn7)
These framework appointments further consolidate our position as a leading
engineering provider in this sector.
Land Remediation and Specialist Restoration
In Land Remediation, we continue to pursue long-term demand as part of the
green infrastructure agenda for these services. In Specialist Restoration, our
work at Edinburgh Botanical Gardens to develop the Glass Houses is progressing
well and we recently secured a programme of work associated with the
restoration of a listed cast iron gasholder in Bethnal Green.
Specialist Building
Our Specialist Building business focuses on the High Quality Residential,
Landmark and Science markets in London and the Home Counties.
The High Quality Residential sector remains resilient and, in Science, work
continues on the Medical Research Council Framework at Harwell and on our
existing Defra frameworks.
The Specialist Building business delivered revenues of £47.4m (HY23:
£36.0m), with operating profit of £0.8m (HY23: £0.5m) and operating margin
of 1.7% (HY23: 1.4%). As at 31 March 2024, the order book was £67m (31 March
2023: £110m), reflecting our diligent approach to contract selectivity.
ESG
The UK Government's investment in low carbon infrastructure will be essential
to delivering on its net zero emissions targets by 2050 and Renew is well
positioned to play an integral role in these efforts.
We are pleased to have retained our LSE Green Economy Mark, recognising
London-listed companies and funds that derive more than 50% of their revenues
from products and services that are contributing to the environmental
objectives such as climate change mitigation and adaptation, waste and
pollution reduction, and the circular economy.
We continue to focus our energy on, and are making progress against, our four
key areas: climate action; operating responsibly; empowering our people; and
building social value.
We have established quantitative sustainability targets to embed our ESG
strategy across the business and it is the Board's ambition that the Group
will achieve net zero by no later than 2040. A more detailed update on
progress against these targets will be included in our Final Results in
November 2024.
Ensuring the health and safety of our staff and those potentially impacted by
our activities is at the heart of everything we do. We are proud to note that
our SHEQ performance in the first half was strong and ahead of the targets we
set ourselves.
Directorate changes
As announced on 2 April 2024, Andries Liebenberg will leave the senior
management team on 31 January 2025, having served over eight years as
Executive Director of Rail. He will leave the Board at the same time. Simon
Ellison joined the Group's senior management team in April 2024 as Rail Sector
Director, ensuring a smooth transition period. Simon brings a wealth of
experience gained over 25 years at Costain in senior leadership roles across
Rail and Transportation.
The Board would like to take this opportunity to thank Andries for the
significant contribution he has made to the Group since his appointment and to
wish him well in his retirement.
Outlook
Following a record trading performance in the first six months of FY24, we
enter the second half with strong momentum and confidence in the full year
outturn as we continue to capitalise on the broad range of opportunities
available to us across our markets. We have seen notable success across all of
our businesses and, following an intensive period of tendering, we have a
strong pipeline of new and extended frameworks, particularly in Water and Rail
as we move towards new investment cycles. The strong foundations we have built
across our markets present excellent organic growth potential.
The UK government's commitment to invest £600 billion in infrastructure
provides attractive long-term growth drivers within our wider market and, with
an expanded offering providing greater cross selling capabilities, the Group
is in a strong position to leverage growth opportunities from increased
investment across our markets.
The resilient nature of our business model, alongside the highly visible,
reliable and committed regulatory spending periods that underpin our markets,
position us well to continue on our positive growth trajectory no matter the
outcome of the upcoming general election.
Further to the two recent complementary acquisitions, we continue to see a
healthy M&A pipeline of opportunities in existing and target markets.
CONDENSED CONSOLIDATED INCOME STATEMENT
for the six months ended 31 March 2024
Before exceptional items and amortisation of intangible assets Exceptional items and amortisation of intangible assets Before exceptional items and amortisation of intangible assets Year ended
(see Note 3) Six months ended 30 September
31 March Exceptional items and amortisation of intangible assets
(see Note 3)
2024 2024 2024 2023* 2023 2023 2023
Note Audited Audited Audited
Unaudited Unaudited Unaudited Unaudited
£000 £000 £000
£000 £000 £000 £000
Revenue: Group including share of joint ventures 2 - 552,798 471,823 960,937 - 960,937
552,798
Less share of joint ventures' revenue - (25,022) (18,138) (39,383) - (39,383)
(25,022)
Group revenue from continuing activities 2 - 527,776 453,685 921,554 - 921,554
527,776
Cost of sales (456,680) - (456,680) (387,229) (786,503) - (786,503)
Gross profit 71,096 - 71,096 66,456 135,051 - 135,051
Administrative expenses (40,209) (2,497) (42,706) (41,088) (75,384) (4,413) (79,797)
Other operating income 2,250 - 2,250 1,695 3,865 - 3,865
Share of post-tax result of joint ventures (134) (125) (127) 77 (231) (154)
9
Operating profit 2 33,146 (2,631) 30,515 26,936 63,609 (4,644) 58,965
Finance income 388 - 388 52 360 - 360
Finance costs (623) - (623) (666) (1,285) - (1,285)
Other finance income - defined benefit pension schemes - - - 66 - 66
-
Profit before income tax 2 32,911 (2,631) 30,280 26,322 62,750 (4,644) 58,106
Income tax expense 5 (8,190) 620 (7,570) (5,439) (12,600) 1,554 (11,046)
Profit for the period from continuing activities (2,011) 22,710 20,883 50,150 (3,090) 47,060
24,721
Loss for the period from discontinued operations 4 (1,803) (920) (3,676)
Profit for the period attributable to equity holders of the parent company 20,907 19,963 43,384
Basic earnings per share from continuing operations 6 (2.55)p 28.74p 26.47p 63.47p (3.91)p 59.56p
31.29p
Diluted earnings per share from continuing operations 6 (2.54)p 28.68p 26.39p 63.28p (3.90)p 59.38p
31.22p
Basic earnings per share 6 31.29p (4.83)p 26.46p 25.31p 63.47p (8.56)p 54.91p
Diluted earnings per share 6 31.22p (4.82)p 26.40p 25.23p 63.28p (8.54)p 54.74p
Proposed dividend 7 6.33p 6.00p 18.00p
*Operating profit for the six months ended 31 March 2023 is stated after
charging £2,999,000 of amortisation cost, £554,000 acquisition cost and a
credit of £2,154,000 goodwill measurement (see Note 3).
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
for the six months ended 31 March 2024
Six months ended Year ended
31 March 30 September
2024 2023 2023
Unaudited Unaudited Audited
£000 £000 £000
Profit for the period attributable to equity holders of the parent company 20,907 19,963 43,384
Items that will not be reclassified to profit or loss:
Movement in actuarial valuation of the defined benefit pension schemes - - 387
Movement on deferred tax relating to the defined benefit pension schemes - -
(106)
Total items that will not be reclassified to profit or loss - - 281
Items that are or may be reclassified subsequently to profit or loss:
Exchange movement in reserves - - -
Total items that are or may be reclassified subsequently to profit or loss - - -
Total comprehensive income for the period attributable to equity holders of 20,907 19,963 43,665
the parent company
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the six months ended 31 March 2024
Share Capital Share based Total
Share premium redemption payments Retained equity
capital account reserve reserve earnings Unaudited
£000 £000 £000 £000 £000 £000
At 1 October 2022 7,886 66,378 3,896 1,375 69,143 148,678
Transfer from income statement for the period 19,963 19,963
Dividends paid (8,936) (8,936)
New shares issued 27 41 68
Recognition of share based payments 336 336
Vested share option transfer (777) 777 -
At 31 March 2023 7,913 66,419 3,896 934 80,947 160,109
Transfer from income statement for the period 23,421 23,421
Dividends paid (4,747) (4,747)
Recognition of share based payments 333 333
Actuarial movement recognised in the pension schemes 387 387
Movement on deferred tax relating to the pension schemes
(106) (106)
At 30 September 2023 7,913 66,419 3,896 1,267 99,902 179,397
Transfer from income statement for the period 20,907 20,907
Dividends paid (9,497) (9,497)
New shares issued 1 1
Recognition of share based payments 356 356
Vested share option transfer (602) (253) (855)
At 31 March 2024 7,914 66,419 3,896 1,021 111,059 190,309
CONDENSED CONSOLIDATED BALANCE SHEET
at 31 March 2024
31 March 31 March 30 September
2024 2023 2023
Unaudited Unaudited Audited
£000 £000 £000
Non-current assets
Intangible assets - goodwill 149,517 148,805 148,805
- other 26,350 30,849 27,869
Property, plant and equipment 22,347 18,291 19,400
Right of use assets 21,609 17,414 19,174
Investment in joint ventures 3,852 4,009 3,979
Retirement benefit assets 2,456 2,230 2,456
Deferred tax assets - 3,095 -
226,131 224,693 221,683
Current assets
Inventories 4,002 3,566 4,169
Trade and other receivables 193,725 168,267 187,311
Current tax assets 3,184 1,266 814
Cash and cash equivalents 42,503 17,012 35,657
243,414 190,111 227,951
Total assets 469,545 414,804 449,634
Non-current liabilities
Lease liabilities (12,161) (9,554) (10,733)
Retirement benefit obligation (822) (1,049) (822)
Deferred tax liabilities (8,515) (11,360) (7,363)
Provisions (338) (338) (338)
(21,836) (22,301) (19,256)
Current liabilities
Trade and other payables (233,032) (217,788) (228,677)
Lease liabilities (7,660) (6,521) (6,945)
Provisions (16,708) (8,085) (15,359)
(257,400) (232,394) (250,981)
Total liabilities (279,236) (254,695) (270,237)
Net assets 190,309 160,109 179,397
Share capital 7,914 7,913 7,913
Share premium account 66,419 66,419 66,419
Capital redemption reserve 3,896 3,896 3,896
Share based payments reserve 1,021 934 1,267
Retained earnings 111,059 80,947 99,902
Total equity 190,309 160,109 179,397
CONDENSED CONSOLIDATED CASHFLOW STATEMENT
for the six months ended 31 March 2024
Six months ended Year ended
31 March 30 September
2024 2023 2023
Unaudited Unaudited Audited
£000 £000 £000
Profit for the period from continuing operating activities 22,710 20,883 47,060
Share of post-tax trading result of joint ventures 125 127 154
Amortisation of intangible assets and goodwill remeasurement 2,346 712 6,014
Gain on remeasurement of existing equity interest - - (2,164)
Research and development expenditure credit (1,556) (725) (1,249)
Depreciation 5,974 5,129 10,688
Profit on sale of property, plant and equipment (181) (302) (822)
Decrease/(increase) in inventories 179 505 (1,348)
(Increase)/decrease in receivables (6,024) 3,734 (14,060)
Increase/(decrease) in payables 3,005 (4,940) 11,247
(Credit)/charge in respect of share options (499) 336 669
Finance income (388) (52) (360)
Finance expense 623 666 1,219
Interest paid (623) (666) (1,285)
Income taxes paid (7,462) (6,136) (11,767)
Income tax expense 7,570 5,439 11,046
Net cash inflow from continuing operating activities 25,799 24,710 55,042
Net cash outflow from discontinued operating activities (454) (611) (1,265)
Net cash inflow from operating activities 25,345 24,099 53,777
Investing activities
Interest received 388 52 360
Proceeds on disposal of property, plant and equipment 369 422 1,251
Purchases of property, plant and equipment (1,115) (1,979) (5,509)
Acquisition of subsidiaries net of cash acquired (4,208) (13,334) (13,324)
Net cash outflow from investing activities (4,566) (14,839) (17,222)
Financing activities
Dividends paid (9,497) (8,936) (13,683)
Issue of Ordinary Shares 1 68 68
New loan 20,000 23,000 23,000
Loan repayments (20,000) (23,000) (23,000)
Repayment of obligations under finance leases (4,437) (3,598) (7,501)
Net cash outflow from financing activities (13,933) (12,466) (21,116)
Net increase/(decrease) in continuing cash and cash equivalents 7,300 (2,595) 16,704
Net decrease in discontinued cash and cash equivalents (454) (611) (1,265)
Net increase/(decrease) in cash and cash equivalents 6,846 (3,206) 15,439
Cash and cash equivalents at the beginning of the period 35,657 20,218 20,218
Cash and cash equivalents at the end of the period 42,503 17,012 35,657
Bank balances and cash 42,503 17,012 35,657
Bank overdraft - - -
Cash and cash equivalents at end of period 42,503 17,012 35,657
NOTES TO THE CONDENSED CONSOLIDATED ACCOUNTS
1 Basis of preparation
a) The condensed consolidated interim financial report for the six months
ended 31 March 2024 and the equivalent period in 2023 has not been audited or
reviewed by the Group's auditor. It does not comprise statutory accounts
within the meaning of Section 435 of the Companies Act 2006. It has been
prepared under the historical cost convention and on a going concern basis in
accordance with applicable law and international accounting standards in
conformity with the requirements of the Companies Act 2006 ("Adopted IFRSs").
The report does not comply with IAS 34 "Interim Financial Reporting" which is
not currently required to be applied for AIM companies and it was approved by
the Directors on 13 May 2024.
b) The accounts for the year ended 30 September 2023 were prepared under
UK-adopted International Accounting Standards and have been delivered to the
Registrar of Companies. The report of the auditor on those accounts was
unqualified, did not contain an emphasis of matter paragraph and did not
contain any statement under Section 498 (2) or (3) of the Companies Act 2006.
In this report, the comparative figures for the year ended 30 September 2023
have been audited. The comparative figures for the period ended 31 March 2023
are unaudited.
c) The accounting policies applied in preparing the condensed
consolidated interim financial information are the same as those applied in
the preparation of the annual financial statements for the year ended 30
September 2023 as described in those financial
statements.
d) The principal risks and uncertainties affecting the Group are
unchanged from those set out in the Group's Accounts for the year ended 30
September 2023. The Directors have reviewed financial forecasts and are
satisfied that the Group has adequate resources to continue in operational
existence for the foreseeable future. Accordingly, the Group continues to
adopt the going concern basis in preparing the condensed consolidated interim
financial report.
This condensed consolidated interim financial report is being sent to all
shareholders and is also available upon request from the Company Secretary,
Renew Holdings plc, 3175 Century Way, Thorpe Park, Leeds, LS15 8ZB, or via the
website, www.renewholdings.com (http://www.renewholdings.com) .
2 Segmental analysis
Operating segments have been identified based on the internal reporting
information provided to the Group's Chief Operating Decision Maker. From such
information, Engineering Services and Specialist Building have been determined
to represent operating segments.
Group including share of joint ventures Group revenue from continuing activities Group including share of joint ventures Group revenue from continuing activities
Less share of joint ventures Six months ended Year ended
2024 31 March 2023 Less share of joint ventures 30 September
Unaudited 2024 Audited
Unaudited 2023 2023
Audited Audited
2024 2023
Unaudited Unaudited
£000 £000 £000 £000 £000 £000 £000
Analysis of revenue
Engineering Services 505,382 (25,022) 480,360 417,690 887,541 (39,383) 848,158
Specialist Building 47,416 - 47,416 35,995 73,375 - 73,375
Segment revenue 552,798 (25,022) 527,776 453,685 960,916 (39,383) 921,533
Central activities - - - - 21 - 21
Group revenue from continuing operations 552,798 527,776 453,685 921,554
(25,022) 960,937 (39,383)
Before exceptional items and amortisation of intangible assets Exceptional items and Six months ended Before exceptional Exceptional items and Year ended
2024 amortisation of intangible assets 31 March items and amortisation of intangible amortisation of intangible assets 30 September
Unaudited 2024 assets 2023 2023
Unaudited 2023 Audited Audited
Audited
2024 2023*
Unaudited Unaudited
£000 £000 £000 £000 £000 £000 £000
Analysis of operating profit
Engineering Services 35,059 (2,631) 32,428 28,852 64,275 (4,084) 60,191
Specialist Building 807 - 807 517 1,269 - 1,269
Segment operating profit 35,866 33,235 29,369 61,460
(2,631) 65,544 (4,084)
Central activities (2,720) - (2,720) (2,433) (1,935) (560) (2,495)
Operating profit 33,146 (2,631) 30,515 26,936 63,609 (4,644) 58,965
Net financing expense (235) (235) (614) (859)
- (859) -
Profit before income tax 32,911 30,280 26,322 58,106
(2,631) 62,750 (4,644)
*Operating profit for the six months ended 31 March 2023 is stated after
charging £2,999,000 of amortisation cost, £554,000 acquisition cost and a
credit of £2,154,000 goodwill remeasurement (see Note 3).
3 Exceptional items and amortisation of intangible assets
Six months ended Year ended
31 March 30 September
2024 2023 2023
Unaudited Unaudited Audited
£000 £000 £000
Acquisition costs 151 554 560
Total losses arising from exceptional items 151 554 560
Amortisation of intangible assets 2,480 2,999 6,245
Goodwill remeasurement - (2,154) (2,161)
Total exceptional items and amortisation charge before income tax 2,631 1,399 4,644
Taxation credit on exceptional items and amortisation (620) (657) (1,554)
Total exceptional items and amortisation charge 2,011 742 3,090
During the period the Company incurred £151,000 of costs
acquiring TIS (Cumbria) Limited.
4 Loss for the period from discontinued operations
Six months ended Year ended
31 March 30 September
2024 2023 2023
Unaudited Unaudited Audited
£000 £000 £000
Expenses (1,803) (920) (3,676)
Loss before income tax (1,803) (920) (3,676)
Income tax charge - - -
Loss for the period from discontinued operations (1,803) (920) (3,676)
The Group has increased provisions as a result of an internal reassessment of
the likely costs required to settle Allenbuild Ltd's other known contractual
claims.
5 Income tax expense
Six months ended Year ended
31 March 30 September
2024 2023 2023
Unaudited Unaudited Audited
£000 £000 £000
Current tax:
UK corporation tax on profit for the period (6,672) (4,676) (12,447)
Adjustments in respect of previous periods - - 1,164
Total current tax (6,672) (4,676) (11,283)
Deferred tax (898) (763) 237
Income tax expense (7,570) (5,439) (11,046)
6 Earnings per
share
Year ended 30 September
Six months ended 31 March
2024 2023
2023
Unaudited Unaudited Audited
Earnings EPS DEPS Earnings EPS DEPS Earnings EPS DEPS
£000 Pence Pence £000 Pence Pence £000 Pence Pence
Earnings before exceptional items and amortisation 31.29 31.22 27.41 27.33 50,150 63.47 63.28
24,721 21,625
Exceptional items and amortisation (2.55) (2.54) (0.94) (0.94) (3,090) (3.91) (3.90)
(2,011) (742)
Basic earnings per share - continuing activities 28.74 28.68 26.47 26.39 47,060 59.56 59.38
22,710 20,883
Loss for the period from discontinued activities (2.28) (2.28) (1.16) (1.16) (3,676) (4.65) (4.64)
(1,803) (920)
Basic earnings per share 26.46 26.40 25.31 25.23 43,384 54.91 54.74
20,907 19,963
Weighted average number of shares 79,011 79,178 78,888 79,130 79,011 79,253
The dilutive effect of share options is to increase the number of shares by
167,350 (March 2023: 242,160; September 2023: 242,000) and reduce the basic
earnings per share by 0.06p (March 2023: 0.08p; September 2023: 0.17p).
7 Dividends
The proposed interim dividend is 6.33p (2023: 6.00p) per share. This will be
paid out of the Company's available distributable reserves to shareholders on
the register on 7 June 2024, payable on 10 July 2024. The ex-dividend date
will be 6 June 2024. In accordance with IAS 1 "Presentation of Financial
Statements", dividends are recorded only when paid and are shown as a movement
in equity rather than as a charge in the income statement.
8 Acquisition of subsidiary undertaking - TIS (Cumbria) Limited
On 26 October 2023 West Cumberland Engineering Ltd, a wholly-owned subsidiary
of Renew Holdings Plc, acquired the whole of the issued share capital of TIS
Cumbria Ltd ("TIS") for a gross cash consideration of £4.2m less a net
working capital adjustment of £1.3m. The net £2.9m acquisition cost was
funded from the Group's cash reserves. There is no deferred consideration
payable.
Based in Cumbria, TIS is a leading nuclear manufacturing and fabrication
specialist. This acquisition will allow the Group to continue to support its
existing clients and take advantage of increasing demand across the
decommissioning and new nuclear build programmes. The added manufacturing
capacity will allow Renew to better support its existing clients, as well as
strengthening its broader market position. TIS represents an excellent
strategic fit with the Group's existing multidisciplinary nuclear capability,
which offers attractive long term structural growth opportunities underpinned
by highly visible committed regulatory spend in a sector where the Group has
extensive experience.
The provisional fair value of the assets and liabilities of TIS at the date of
acquisition were:
Fair value
£000
Non-current assets
Intangible assets 827
Property, plant and equipment 3,894
Right of use assets 26
Inventories 12
Trade and other receivables 390
Current tax asset 24
Total assets 5,173
Liabilities
Borrowings (1,290)
Lease liabilities (69)
Trade and other payables (1,353)
Deferred tax liabilities (254)
Total liabilities (2,966)
Total identifiable net assets at fair value 2,207
Goodwill arising on acquisition 711
Purchase consideration transferred 2,918
Goodwill of £711,000 arose on acquisition and is attributed to the expertise
and workforce of the acquired business. Other intangible assets valued at
£827,000, which represent customer relationships and contractual rights, were
also acquired and will be amortised over their useful economic lives in
accordance with IAS 38 and as defined within accounting policy Note 1.v
Intangible assets. Amortisation of this intangible asset commenced from
November 2023. Deferred tax has been provided on this amount.
Right of use assets and obligations under finance leases
The Group measured the acquired lease liabilities using the present value of
the remaining lease payments at the date of acquisition. The right of use
assets were measured at an amount equal to the lease liabilities.
Fair value adjustments arising from the acquisition
In accordance with IFRS 3, the Board will review the fair value of assets and
liabilities using information available during the 12 months after the date of
acquisition. Fair value has been calculated using Level 3 inputs as defined by
IFRS 13.
The fair value of trade and other receivables was £0.4m. The gross amount
of trade and other receivables was £0.4m and it is expected that the full
contractual amounts will be collected.
Transaction costs of £0.2m were expensed and are included in exceptional
items (please see Note 3).
Note 9 Post balance sheet event
On 9 April 2024, Carnell Group Holdings Ltd, a wholly-owned subsidiary of
Renew Holdings Plc, acquired the whole of the issued share capital of Route
One Holdings (Wakefield) Ltd ("Route One") for an Enterprise value of
£5.0m. The cash consideration will be funded from the Group's existing cash
resources and there is no deferred or contingent consideration payable.
Based in West Yorkshire, Route One is a multi-disciplinary specialist
engineering business operating in the UK Highways sector providing end-to-end
solutions for bridge deck maintenance and protection. Route One has a number
of long-term frameworks on the National Highways Scheme Delivery Frameworks
across England.
The acquisition represents an excellent strategic fit for the Group. Route
One will expand Carnell's offering by adding new capabilities to the Group's
highway business, with particular expertise in bridge and structures
maintenance and repairs. The UK Government's planned investment in the next
Road Investment Strategy (RIS 3) from 2025 to 2030 will provide good growth
opportunities, where the structures renewal programme has been identified as a
key priority.
The acquisition will be reported in more detail in the final results for the
year ending 30 September 2024.
1 (#_ftnref1)
https://www.gov.uk/government/publications/spring-budget-2024/spring-budget-2024-html
2 (#_ftnref2)
https://www.networkrailmediacentre.co.uk/news/gbp-45bn-rail-improvement-plan-puts-climate-change-firmly-in-its-sights
(#_ftnref3)
(#_ftnref4)
3 (#_ftnref5)
www.gov.uk/government/news/shapps-sets-out-plans-to-drive-multi-billion-pound-investment-in-energy-revolution
4 (#_ftnref6)
https://www.water.org.uk/news-views-publications/news/water-companies-propose-largest-ever-investment
5 (#_ftnref7)
https://www.theconstructionindex.co.uk/news/view/contractors-named-for-366-environment-agency-framework
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