REG - Vistry Group PLC - Half year results for the period ended 30 June 24
05/09/2024 07:00
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RNS Number : 9679C Vistry Group PLC 05 September 2024
5 September 2024
Vistry Group PLC
Half year results for the period ended 30 June 2024
Strong half year performance, further £130m share buyback announced
Greg Fitzgerald, Chief Executive commented:
"The Group has delivered a strong half year performance with Vistry's
Partnerships model significantly outperforming the traditional housebuilding
market. The Group's growth strategy and greater delivery of affordable housing
is well aligned to the new Government's ambitions to address the country's
housing crisis, and uniquely positions Vistry to play a key role in delivering
the Government's new housing targets.
"We have traded well over the summer months, and with positive momentum across
the business are on track to deliver more than 18,000 completions in FY24, and
a year-on-year increase in profits.
"We remain confident on delivering our medium-term targets of a 40% ROCE and
£800m of adjusted operating profit. In addition, since the strategy update
12 months ago, I'm pleased that the Group has now announced or returned £285m
of the targeted £1bn capital return to shareholders over three years."
£m unless otherwise stated H1 24 H1 23 Change
Adjusted basis1
Total completions (number) 7,792 7,143 9.1%
Revenue 1,974.5 1,777.1 11.1%
Operating profit 227.3 206.7 10.0%
Operating profit margin 11.5% 11.6% (0.1 ppts)
Profit before tax 186.2 174.0 7.0%
Basic earnings per share 38.8p 38.3p 1.3%
Return on capital employed2 17.8% 17.5% 0.3 ppts
Reported basis
Revenue 1,723.5 1,575.3 9.4%
Operating profit 167.2 121.2 38.0%
Profit before tax 156.7 114.2 37.2%
Basic earnings per share 33.9p 24.1p 40.7%
Net debt (322.0) (328.6) 6.6
1 Adjusted measures are defined and reconciled to the nearest statutory
measure in note 14 of the half year results
2 ROCE calculated on a 6-month only basis, refer to note 14. FY23 ROCE: 21.3%
Highlights
· Total completions increased by 9% in the first half to 7,792 (H1
23: 7,143) units, driven by good demand across our Partner Funded markets
· Adjusted operating profit increased by 10% to £227.3m (H1 23:
£206.7m) in the period, with an adjusted operating margin of 11.5% (H1 23:
11.6%)
· New land development opportunities were secured in-line with the
Group's high growth strategy, with a total of 8,225 (H1 23: 6,866) mixed
tenure plots across 32 developments secured in the first half
· The Group continues to invest in its future capability including
land, people, skilled labour and timber frame manufacturing, as well as drive
build and cost efficiency across the business, maximising the benefits from
its scale and certainty of revenues
· Group net debt position of £322.0m as at 30 June 2024 (30 June
2023: £328.6m), lower than prior year despite the year end 31 December 2023
net debt position being £207m higher than the prior year
Uniquely positioned to play key role in housing delivery
· Addressing the country's acute housing crisis is at the centre of
the new Government's plans, with the re-introduction of housing targets that
would see affordable housing supply more than double
· We are encouraged by the direction of the Government's policy
changes and anticipate that the Autumn Statement will include further
initiatives, particularly around funding
· Vistry's unrivalled capability and track record in partnerships
housing delivery, uniquely positions us to play a key role in delivering the
Government's targets
· The Group has the existing capacity, capability and momentum to
deliver strong growth in mixed tenure housing in the near term
Current trading and outlook
· Encouraging sales performance through typically quieter summer
months
· On track to deliver strong growth in total completions in FY24 to
in excess of 18,000 (FY23: 16,118) units, and full year profits ahead of last
year
· This is underpinned by the Group's strong forward sales position
totalling £5.1bn (2023: £4.3bn), up 19% on the prior year, with the Group
91% forward sold for FY24
· The Group continues to target a year end net cash position as at
31 December 2024
Capital allocation
· The Group remains committed to returning £1bn of capital to
shareholders within three years through a combination of ordinary and special
distributions
· In line with the Group's capital allocation policy of a two times
adjusted earnings distribution cover, the Group announces a further ordinary
distribution via share buyback of £55m in respect of the H1 24 adjusted
earnings
· Reflecting the progress made with our strategy to date and
further progress expected in the remainder of the year, we are additionally
announcing a first special distribution of £75m, also via share buyback
· The combined share buyback of £130m will commence this month and
is expected to be completed by our AGM in May 2025
· Since the strategy update 12 months ago, the Group has returned
or announced distributions totalling £285m of the targeted £1bn capital
return to shareholders
There will be an investor and analyst presentation at 8:30am today at Deutsche
Numis, 45 Gresham St, London EC2V 7BF. There will also be a live webcast of
this event available on our corporate website at www.vistrygroup.co.uk
(http://www.vistrygroup.co.uk) or via the following link
https://brrmedia.news/VTY_HY24 (https://brrmedia.news/VTY_HY24)
A playback facility will be available shortly afterwards.
For further information please contact:
Vistry Group PLC
Tim Lawlor, Chief Financial Officer 01732 494716
Susie Bell, Group Investor Relations Director
FTI Consulting
Richard Mountain / Susanne Yule 020 3727 1340
Certain statements in this press release are, or may be deemed to be, forward
looking statements. Forward looking statements involve evaluating a number
of risks, uncertainties or assumptions, many of which are beyond the Group's
control, that could cause actual results to differ materially from those
expressed or implied by those statements. Forward looking statements
regarding past trends, results or activities should not be taken as
representation that such trends, results or activities will continue in the
future. Undue reliance should not be placed on forward looking statements.
Forward looking statements speak only as at the date of this document and the
Group and its directors and officers expressly disclaim any obligation or
undertaking to release any update of, or revisions to, any forward looking
statement herein.
Chief Executive Review
In the first half of the year, Vistry has consolidated its position as the
country's leading Partnerships business and delivered a strong financial
performance, demonstrating the resilience of the partnerships model. We
would like to thank all our employees and our partners for their hard work and
commitment which has been paramount to the Group's success.
Our Partnerships model
Our purpose as a responsible developer is to work in partnership to deliver
sustainable homes, communities, and social value, leaving a lasting legacy of
places people love.
Our business is built upon a strong track record of delivering mixed tenure
developments and its long-established relationships with partners across the
sector. We work with partners on every site with a minimum of 50% and up to
100% of the units, on every development presold to our partners - our Partner
Funded sales.
Our partners are Registered Providers (RPs), Local Authorities (LAs) and
Private Rented Sector Providers (PRS), and we deliver multiple tenures
including S106 affordable housing as required by planning consent, additional
affordable housing including tenures such as shared ownership and discounted
homes, and PRS units. The Group has a greater weighting towards affordable
housing delivery than traditional housebuilders.
We sell to private buyers on the open market and, across our portfolio of
developments, we are targeting c. 35% of units to be open market sales. We
have three leading consumer facing brands: Bovis Homes, Linden Homes and
Countryside Homes with each having a differentiated target customer and
product range to maximise the open market sales opportunity.
Uniquely positioned to work alongside the Government to deliver housing
targets
Addressing the country's acute housing crisis is at the centre of the new
Government's plans, with the re-introduction of housing targets that would see
a more than doubling of the supply of new affordable housing.
We are excited about the future for housing and are encouraged by the
direction of the Government's policy changes. We anticipate that the Autumn
Statement will include further initiatives, particularly around unlocking the
funding for new affordable housing supply.
As the leader in Partnerships housing, and with Vistry's unrivalled capability
and track record, we are uniquely positioned to play a key role in supporting
the Government to deliver its plans. Operationally, we have the capacity to
step-up output, and as we progress our own growth strategy, we have positive
momentum across the business today to deliver strong growth in mixed tenure
housing in the near term.
Strong demand
The Group's strong growth in total completions in the period, up 9% to c.
7,792 (H1 23: 7,143), demonstrated the resilience of the Partnerships model
and represents a significant outperformance compared to the traditional
housebuilding market. The Group's sales rate in the period averaged 1.213
(H1 23: 0.86) units, with the year on year increase reflecting both stronger
demand and the transition of our business to our 100% Partnerships model.
We saw a good level of demand from our Partners with 76% of total completions
being Partner Funded. In the period we entered into new agreements with 45
different partners. These included agreements with RPs such as Places for
People, LiveWest, BHPA, SNG and Together, and PRS providers such as Sigma and
Citra. As expected, we saw a step up in demand from PRS with PRS sales
representing 22% of total units up from 13% in FY23.
In May, we announced a further agreement with Leaf Living, a leading provider
of PRS housing, for the sale of a portfolio of c. 1,750 homes across 36 Vistry
developments totalling a gross development value of c. £580m. The portfolio
largely consists of plots from our former Housebuilding landbank and the
majority of homes are expected to complete within the next two years.
As previously noted, there have been near-term demand pressures amongst some
traditional RPs as they invest in the maintenance and remediation of existing
housing stock. This has particularly constrained some of the traditional RP
capacity in London. We are maintaining delivery by continuing to work
closely with our partners and ensuring Vistry remains their partner of choice
for their new housing investment. RPs and LAs continued to secure good
levels of additional affordable and S106 affordable housing, with affordable
housing in total representing 54% of our completions, the same percentage as
FY23.
Overall, the open market was relatively constrained in the period, reflecting
macro and political uncertainty and the higher interest rate environment.
Pricing remained relatively flat with the Group using incentives of up to c.
5% of open market price to support open market sales. Open market
completions represented 24% of total completions in H1 24, down from 33% in
FY23.
Over the summer, we have seen some positive momentum in open market demand
reflecting both the Bank of England base rate cut and decreased consumer
inertia following the General Election. The Group continues to use
incentives with a focus on helping affordability. The Home Stepper shared
ownership product continues to be popular, and we have taken c. 350
reservations in the year to date using it.
We expect Partner Funded sales to represent a similar proportion of total
completions in FY24 as in the half year, reflecting the strong relative demand
of our Partner Funded markets this year. As open market demand recovers, we
expect the business to rebalance this mix towards our target c. 65% Partner
Funded over the medium term.
3 Sales rate includes Partner Funded sales (excluding S106 units and 100%
Partner Funded developments) and open market sales, as a proportion of the
number of sales outlets across the Group on an average weekly basis
Securing high quality Partnership opportunities
The Group continues to secure a strong pipeline of attractive Partnership
opportunities that support our growth strategy and meet our requirements for a
minimum of 50% of units to be Partner Funded, a 40% return on capital employed
and over 12% adjusted operating margin, with the Group's scale and cost
efficiency a key competitive advantage. In the first half we secured new
land and development opportunities totalling 8,225 (H1 23: 6,866) mixed tenure
homes across 32 sites.
The Group is well positioned to secure land through both public procurement
and the purchase of private land. In the period, 35% of the land plots
secured were from public land sources and 65% from the private market.
Strategic land is an important source of development opportunities and in the
period the Group added 4,871 plots to its strategic land bank. The Group has
all of the land secured for our FY24 targeted completions, and over 80% of the
land secured for our FY25 targeted completions.
Driving cost efficiency
Vistry's business model and scale give the Group significant opportunity to
improve build and cost efficiency. With a minimum of 50% of our units
presold to our Partners and a targeted average across our portfolio of c. 65%,
we have certainty of revenues on a large proportion of each our
developments. In contrast to the open market and the traditional
housebuilding model, the build out of our Partner Funded sales is not
constrained by an open market sales rate. We will look to develop and
deliver our Partner Funded units as efficiently as possible, with our
partners, in general, prioritising timely delivery when entering into a
development agreement.
Excellent site management is critical and our site management teams at Vistry
are highly valued. Successful delivery of a partnerships site requires a
differentiated expertise to traditional housebuilding and we are focused on
investing in the development of our site management capability as we grow the
business.
In addition to faster speed of build, the high level of visibility on our
forward sales and build programme enables us to work closely with our
materials supply chain and subcontractors to secure beneficial terms. We
secure c. 90% of our materials centrally with a 12 to 24 months contract.
The Group has benefitted from lower year on year building material costs in
the first half reflecting our ongoing engagement with our supply chain and
these cost benefits are expected to continue into the second half.
Vistry Works
Timber frame construction is at the core of Vistry's operational and
sustainability strategy and the Group is targeting in excess of 30% of our
total units in FY25 to use timber frame construction. In addition, Vistry
Works manufactures floor cassettes, roof trusses and joists. Compared to
traditional brick and block construction, timber frame enables a c. 6 weeks
faster build time and is shown to reduce embodied carbon by c. 30% over a
60-year timeframe. The increased use of timber frame will also reduce the
Group's dependency on labour over the medium term.
In line with our overall growth strategy, we are investing in our
manufacturing capacity for the medium term. New product lines are coming
online in our Warrington and East Midlands factories in 2025, which will
increase the Group's total capacity to 12,000 timber frame units for FY26.
In driving standardisation, efficiency and the increased use of timber frame
manufacturing, the Group is streamlining its housing range with a new singular
Vistry Collection to be used across all markets and brands. The collection
will consist of c. 49 house types drawn from our existing housing ranges. It
will be a timber first approach and will address Future Homes Standards.
High quality housing
Vistry is committed to delivering high quality homes and excellent customer
service. The Group was awarded a 5-star HBF Customer Satisfaction rating for
the fifth consecutive year and for the year to date, our HBF 8-week Customer
Satisfaction score is 95.4%. We were pleased to have been awarded a total of
45 quality awards including 38 NHBC Pride in the Job Quality Awards, four
Premier Guarantee Quality Recognition Awards and three LABC Bricks Awards.
The Group's Construction Quality Review score averaged 4.51 (H1 23: 4.50) in
the period with the Average Reportable Items per inspection at 0.2 (H1 23:
0.2).
Our People
The Group's People Strategy is focused on continuing to attract, develop and
retain the best people. We are pleased that for the second year running we
have maintained our Top Employer certification through the Top Employer
Institute and have increased our overall score by 7% to 91.5% (January 2023:
84.5%). In March 2024, we secured 5th place in the Top 50 Inspiring
Workplaces in UK and Ireland and 2nd place in the large business category.
We are delighted to have been recognised for our creative thinking about
outreach and recruitment by being awarded Best for Talent Attraction and
Outreach in 2024 WM Top Employer Awards.
We are pleased to report an increase in the Group's June employee engagement
score to 8.1 (November 2023: 7.6) as measured by the Peakon employee
engagement survey, with the Group's score 0.4 above the Peakon benchmark. We
also saw a positive increase in our overall participation rate to 80%
(November 2023: 69%). We highly value our employees' feedback and, in
addition to the bi-annual Peakon employee survey, we have launched employee
engagement forums to work with our colleagues to improve the overall employee
experience.
Voluntary employee turnover has declined slightly from 16.2% in July 2023 to
15.8% in June 2024 (12 month rolling period). Our stability index (employees
with over 1 year service) has increased from 77.3% in July 2023 to 78.5% in
June 2024.
A skilled labour force is key to delivering growth in line with our
medium-term targets and supporting the Government's plans to address the
country's housing crisis. The Group has invested in its Skills Academies
since 2017 with a focus on upskilling local people through practical and
classroom training based on a live Vistry development. For each house we
build, we allocate a proportion of funding to our Skills Academies and since
2017 have launched 24 Skills Academies with a further 3 to launch by the end
of this year.
The Group has a successful graduate training programme and other trainee
opportunities and plans to significantly increase the numbers recruited to
these programmes over the coming years.
We continue to develop our people through our Leadership Development
Programmes and a further c. 170 employees have completed or are currently
undertaking the programme since January 2024. A further 29 females across
two cohorts have completed our externally run Vistry's Women in Leadership
Programme that includes three sessions with an external coach and access to an
internal mentor. To mark 2024 International Women's Day, our People
Development team together with Vistry's Women Network held four in-person
'Develop-Her Day' events across the country. These were open to women across
the business to help to empower them to progress in their career, build
confidence and network with other women across the business.
We continue to strengthen our partnerships with third party organisations and
are pleased to have commenced a new partnership with the Black Professionals
into Construction Network (BPIC). BPIC work with their industry partners to
promote inclusive best practices from facilitating careers, to advancing
careers of black and ethnic minority professionals, which are fundamental in
tackling the lack of diversity within the construction industry. These
partnerships continue to support our ongoing commitment to building a more
diverse and inclusive culture.
Sustainability
In 2024, we launched our updated sustainability strategy that was based on the
output of an extensive materiality assessment. Priority sustainability
targets are linked to the Board's KPIs, our revolving credit facility, the
long-term incentive plan (LTIP) as well as executive bonuses. This supports
our net zero carbon pathway and reflects the importance of sustainability to
our business, being core to the Group's purpose.
We are investing in our sustainability team across the country and
Sustainability and Social Value leaders in every business unit.
Sustainability training has been mandated for all employees and is included in
new starter inductions. In the first half we introduced sustainability
throughout our 'life of site' procedures ensuring a golden thread through our
operations and a consistent approach across our 26 business units whilst
simplifying decision making.
The organisations that make up our supply chain are important partners in
achieving the Group's sustainability ambitions and we are delighted to have
their support. We have developed a Group Sustainable Procurement Policy and
onboarding process for subcontractors to ensure that we are aligned on our
journey to net zero. In the first half we introduced an automated system to
collect carbon waste data from our suppliers, reducing the burden and
improving the accuracy and speed of data collection.
The Vistry Innovation Centre (VIC) continues to be well-received by its
visitors since its launch on 1 February 2024, attracting increased interest
from partners, policymakers, local authorities, and shareholders. It has
allowed us to showcase to our partners our ability to tackle climate change,
accelerate construction, and enhance customer value through smart home
convenience. We have developed a strategy to integrate new innovative
products into our specifications, giving partners the ability to trial
technologies, and our open market sales teams options to assess customer
extras.
Health and safety
In July 2023 we changed the way we measure Safety, Health and Environmental
(SHE) performance across our premises and sites. The objective was to improve
the behavioural culture and drive continued improvement to reduce work related
injuries. The metrics used to score performance became more stringent and gave
us better trend analysis. Together with an educational approach that ensures
our people have the best skills to identify and manage risk, the metrics show
that SHE performance has improved by 11% in the first half of this year.
Our Accident Incident Rate (AIR) has also improved and at the end of the first
half, our construction related AIR was 165, falling well below HSE industry
average (341).
Damages to services (service strikes) continues to be a challenge for the
industry and we are disappointed to report that our service strike incident
rate (SSIR) has seen a slight increase during the first half of this year. It
currently stands at 371 compared to 349 at the end of last year (12 month
rolling average). We remain committed to working with our people and our
peers to adopt better and safer practices leading to a reduction in the second
half of the year.
Fire safety and other matters
Vistry Group is committed to playing its part in delivering a lasting industry
solution to fire safety, and on 13 March 2023 signed the Department for
Levelling Up, Housing and Communities' Developer Remediation Contract.
As at 30 June 2024, the Group's fire safety provision totalled £280.7m. The
remediation work is managed by our dedicated team and is expected to be phased
relatively evenly over the next three to four years.
The Group continues to contribute approximately 4% of relevant profits through
the Residential Property Developer Tax (RPDT) since its introduction on 1
April 2022, with a total of c. £20.4m paid to date.
The Competition and Markets Authority (CMA) announced an investigation into
eight housebuilders under the Competition Act 1998 regarding the sharing of
information in February this year. The Group is fully co-operating with the
CMA in this investigation.
Capital allocation
The Board believes that investing in our Partnerships business to deliver
sustainable growth in line with our medium-term targets is the most attractive
use of capital, with the business continuing to invest in high quality
development opportunities which replenish the Partnerships land bank.
Maintaining a strong balance sheet is a key priority, and the Group is
targeting a year end net cash position as at 31 December 2024.
The Group is committed to returning £1bn of capital to shareholders within
three years through a combination of ordinary and special distributions.
The Group intends to sustain the capital allocation policy of a two times
adjusted earnings ordinary distribution cover in respect of a full financial
year. The ordinary distributions are to be made either through share
buybacks or dividends, with the method to be determined by the Board
considering all relevant factors at the time. In line with this capital
allocation policy the Group announces an ordinary distribution via share
buyback of £55m in respect of the H1 24 adjusted earnings.
As previously outlined, any surplus capital, following investment in the
business to support the Partnership's growth strategy and the ordinary
distribution, is expected to be returned to the Group's shareholders via a
special distribution. Reflecting the progress made with our strategy to date
and further progress expected in the remainder of the year, we are announcing
a first special distribution of £75m, also via a share buyback.
The combined share buyback of £130m will commence this month and is expected
to be completed by our AGM in May 2025.
Since the strategy update 12 months ago, the Group has returned or announced
distributions totalling £285m of the targeted £1bn capital return to
shareholders.
Board Changes
Greg Fitzgerald took up the new role of Executive Chair and CEO with effect
from the close of the Annual General Meeting (AGM) on 16 May 2024. Ralph
Findlay stepped down as Chair and non-executive director on close of the
AGM. Rob Woodward was appointed as Senior Independent Director with effect
from 16 May 2024. In his position as Senior Independent Director, Rob has an
enhanced role providing additional oversight on governance matters, as well as
a high level of engagement with investors and other stakeholders. Further,
Rob is appointed as Chair of the Nomination Committee, leading on the
recruitment of new Non-Executive Directors and, in conjunction with the
Executive Chair and CEO, will oversee the succession planning of executive
management. He also serves on the Audit Committee and Remuneration
Committee.
In addition, Alice Woodwark was appointed as a Non-Executive Director and a
member of the Nomination, Audit and Remuneration Committees with effect from
the close of the AGM. To ensure continuity on the Board and allow more time
to recruit a second Non-Executive Director, Chris Browne has agreed to stay on
as a Non-Executive Director for up to one more year, having served on the
Board since September 2014. She will continue to serve on the Nomination,
Remuneration and Audit Committees.
Current trading and outlook
We are encouraged by our sales performance through the typically quieter
summer months and are on track to deliver a strong growth in total completions
in FY24 to in excess of 18,000 (FY23: 16,118) units, and full year profits
ahead of last year.
This is underpinned by the Group's strong forward sales position totalling
£5.1bn (2023: £4.3bn), up 19% on the prior year, with the Group 91% forward
sold for FY24. The Group continues to target a year end net cash position as
at 31 December 2024.
The Group remains confident of achieving a 40% ROCE and £800m of adjusted
operating profit in the medium term.
Finance review
Group performance
The Group continued to demonstrate the resilience of its Partnerships model,
outperforming the broader housebuilding sector and delivering strong growth in
revenue, completions and profit.
Adjusted revenue in the period increased 11% to £1,974.5m (H1 23: £1,777.1m)
whilst reported revenue increased 9% to £1,723.5m (H1 23: £1,575.3m). The
number of completed homes delivered increased by 9% to 7,792 (H1 23: 7,143),
with an average selling price of £273k, in line with H1 23.
We continued to see a good level of demand from our Partners in the period,
with the proportion of Partner Funded completions increasing to 76% of total
completions (H1 23: 65%). The average selling price of Partner Funded homes
increased to £241k (H1 23: £214k) as Private Rented Sector (PRS) homes,
which tend to be larger or higher value than affordable tenures, made up a
higher proportion of the units sold.
The average selling price of Open Market homes was £376k (H1 23: £389k),
with the small decrease attributable to a change in the site and geographic
mix. Overall, the market remained relatively constrained during H1 reflecting
ongoing macro and political uncertainty and the higher interest rate
environment.
We continue to engage with our supply chain and the high level of visibility
on forward sales and build programme within our Partnerships model enables us
to work closely with our subcontractors to secure beneficial terms. As a
result, the Group continued to benefit from a stable cost base in the first
half and we expect this to continue into the second half.
The restructuring and simplification of the Group's operating structures, that
was completed during 2023, led to a reduction in administrative expenses as
there are now fewer regions and lower headcount in the first half of this
year.
As anticipated, our adjusted operating margin of 11.5% was lower than the H1
23 margin of 11.6%, reflecting the higher proportion of partner funded
completions. The Group's adjusted operating profit for the period increased by
10% to £227.3m (H1 23: £206.7m). The increase in reported operating profit
to £167.2m (H1 23: £121.2m) was greater due to lower exceptional operating
costs in H1 24 compared to H1 23. Exceptional costs of £5.2m were incurred in
relation to restructuring, integration and other items (H1 23: £16.0m). In
addition, an exceptional cost of £12.2m was incurred in H1 23 relating to
fire safety.
Adjusted net finance costs increased due to higher average borrowings (average
month-end net debt of £489.3m in H1 24, £360.1m in H1 23) and higher
interest rates during the period. After adjusted net finance costs of £41.1m
(H1 23: £32.7m), adjusted profit before tax increased by 7% to £186.2m (H1
23: £174.0m). On a reported basis, profit before tax was £156.7m (H1 23:
£114.2m).
The adjusted effective tax rate increased to 28.8% (FY 23: 27.2%) due to the
rise in the statutory corporation tax rate in April 2023. As a result,
adjusted profit after tax and adjusted earnings per share were broadly in line
with the prior year at £132.6m (H1 23: £132.1m) and 38.8p (H1 23: 38.3p)
respectively. On a reported basis, profit after tax was £115.9m (H1 23:
£83.2m) and earnings per share was 33.9p (H1 23: 24.1p).
The Group's closing net debt position at 30 June 2024 of £322.0m was lower
than the prior half year period end (H1 23: £328.6m), despite starting the
period £207.0m adverse, with opening net debt of £88.8m in 2024 compared to
net cash of £118.2m at the beginning of 2023. The Group continued to invest
in work in progress and joint ventures as build activity increased across our
sites as well as reducing land creditors by £56.8m. Despite this, the cash
outflow was substantially less than in the same period in 2023 as the Group
benefitted from the increase in more capital-efficient Partner Funded deals.
The Group's Return on Capital Employed (ROCE) for the half year period
improved by 30ppts to 17.8% (H1 23: 17.5%). This ROCE calculation is based
on the six-month period only, rather than a rolling twelve month period to
provide comparability due to the timing of the Countryside combination in
November 2022. First half ROCE is traditionally lower due to the impact of
seasonality, with the Group's profits weighted to the second half, and capital
employed typically higher at half year as a result of higher levels of work in
progress ahead of H2 delivery. We expect ROCE for FY24 to trend to a similar
level to the FY23 ROCE of 21.3% and we remain confident of increasing ROCE to
40% in the medium term.
The £55m share buyback that commenced in December 2023 was completed on 23
February, with 5.1m shares purchased during the period for a total cost of
£49.8m. A further share buyback of £100m of ordinary shares commenced on 18
April, with 4.0m shares purchased during the period at a total cost of
£50.5m. In total, 8.8m shares were cancelled during the period.
Exceptional items
The Group incurred exceptional costs totalling £9.1m during the period (H1
23: £35.6m) principally relating to incremental restructuring costs
associated with office closures and other exceptional professional fees.
As required by accounting standards, the fire safety provision is discounted
to current values, with the discount unwound over time as a finance cost. The
cost in the period was £3.9m (H1 23: £7.4m).
£m H1 24 H1 23
Restructuring, integration and other costs (5.2) (16.0)
Cost of sales relating to fire safety - (12.1)
Discount unwind on the fire safety provision (3.9) (7.5)
Total exceptional items (9.1) (35.6)
Adjusted net finance cost
The increase in adjusted net finance costs was principally due to net bank
interest payable, which increased due to higher average month-end borrowings
and an increase in the weighted average rate payable.
£m H1 24 H1 23
Net bank interest and commitment fees (27.3) (17.2)
Issue cost amortisation (1.0) (1.3)
Net bank interest payable (28.3) (18.5)
Unwind of discount on land creditors (7.6) (5.2)
Interest on finance leases (2.7) (2.5)
Net interest on defined benefit pension schemes 0.9 0.8
Other finance costs (9.4) (6.9)
Interest receivable from JVs 9.0 5.1
Share of JV interest payable (12.4) (12.4)
Net JV interest (3.4) (7.3)
Total adjusted net finance cost (41.1) (32.7)
Taxation
The forecast full year adjusted effective tax rate was 28.8% (FY 23: 27.2%).
This rate gives rise to an adjusted tax charge of £53.6m (H1 23: £41.9m).
The increase in the adjusted rates was driven by the increase in the statutory
rate of Corporation Tax from 19% to 25% from April 2023. In addition, the
Group is subject to Residential Property Developer Tax (RPDT) of approximately
4% of profit before tax.
On a reported basis, the Group recognised a tax charge of £40.8m at an
effective tax rate of 26.0% (HY 23: £31.0m, effective rate of 27.2%). The
reduction in rate was due to adjustments in respect of prior periods.
Net assets and capital employed
£m H1 24 FY 23 Change
Work in progress 1,366.4 1,219.0
Land 1,845.6 1,881.7
Land creditors (605.4) (662.2)
Net investment in inventories 2,606.6 2,438.5 +168.1
Investment in joint ventures 612.2 562.7
Other net working capital (486.8) (558.0)
Current and deferred tax (40.8) (18.0)
Capital employed 2,691.2 2,425.2 +266.0
Fire safety provision (280.7) (289.0)
Retirement benefit asset 34.7 34.2
Tangible net assets 2,445.2 2,170.4 +274.8
Goodwill 827.6 827.6
Intangible assets 389.8 409.3
Net (debt)/cash (322.0) (88.8)
Net assets 3,340.6 3,318.5 +22.1
Capital employed increased by 11% to £2,691.2 compared to the prior year end
(FY 23: £2,425.2m), the majority of which related to investment in
inventories and joint ventures. This increase was driven by greater levels of
construction activity across the Group's sites (including its joint ventures),
particularly in relation to upfront infrastructure spend on new sites and
large mixed tenure sites and the usual seasonal build-up of work in progress
at the half year to support delivery of open market homes in the second half.
The sales rates for Open Market homes remained lower than anticipated during
the first half, which also contributed to higher levels of work in progress on
some sites. In addition, land creditors reduced by £56.8m as a result of
payments on existing sites exceeding new land creditors arising on land
purchased in the period.
The increase in other net working capital included an amount owed by an RP
partner of c. £40m in relation to an agreement which completed towards the
end of the half year. Nearly all of this receivable was settled in August.
Fire safety
The Group is committed to playing its part in delivering a lasting industry
solution to fire safety and on 13 March 2023 signed the Department for
Levelling Up, Housing and Communities' Developer Remediation Contract.
The Group spent £29.0m (before recoveries of £16.8m) during the year and is
continuing to make good progress with the remediation works. During the
period, works have been completed on 24 buildings and we are currently on site
on a further 34. Where we are not yet on site we are significantly engaged in
the triage and remediation process for a further 179 buildings with the
majority being in the pre-construction phase where we are completing the
design, tendering process and agreeing the scope of works before we commence
on site.
After a discount unwind of £3.9m, the closing provision as at 30 June 2024
was £280.7m.
£m H1 24
Opening at 1 January 289.0
Utilised in the period (12.2)
Discount unwind 3.9
Closing at 30 June 280.7
Cash flow, net debt and financing
The Group started 2024 with net debt of £88.8m compared to net cash of
£118.2m at the beginning of 2023. After shareholder distributions of
£101.0m, the total outflow for the period was £233.2m. This was
substantially lower than in H1 23 (£446.8m outflow), resulting in closing net
debt of £322.0m (H1 23: net debt £328.6m). The constituent elements of the
half year cash flow are shown below.
£m H1 24 H1 23
Opening (88.8) 118.2
Adjusted profit before tax 186.2 174.0
Investment in land and work in progress (111.3) (377.5)
Movement in land creditors (56.8) 26.1
Investment in other working capital (74.7) (48.7)
Investment in joint ventures (40.3) (49.2)
Exceptional fire safety spend (12.2) (10.9)
Other exceptional costs (7.1) (33.9)
Taxation (16.0) (16.3)
Shareholder distributions (101.0) (110.4)
Net outflow (233.2) (446.8)
Closing (322.0) (328.6)
The total available facilities as at 30 June 2024 were £1,015.7m, against
which the Group had drawn £645.7m (FY 23: £506.7m, H1 23: £541.4m). These
facilities are used to fund intra-period working capital movements and land
investments.
£m unless otherwise stated Available facility Facility maturity H1 24 H1 23 FY 23
Revolving credit facility 500.0 2026 (140.0) (35.0) -
Term loan 400.0 2026 (400.0) (400.0) (400.0)
USPP loan 100.0 2027 (104.1) (105.1) (104.6)
Prepaid facility fee n/a n/a 4.6 4.9 4.2
Homes England development loan 10.7 2029 (5.7) (6.4) (6.7)
Overdraft facility 5.0 2025 - - -
Total borrowings (1,015.7) (645.2) (541.6) (507.1)
Cash 323.2 213.0 418.3
Net debt (322.0) (328.6) (88.8)
Shareholder distributions
The share buyback of £55m, which commenced in December 2023, was completed on
24 February 2024.
The Group commenced a further ordinary share buyback programme of £100m on 18
April in lieu of a final dividend payment for the financial year ended 31
December 2023. This was completed on 4 September 2024 with a total of 7.7m
ordinary shares (4.0m during the period) acquired at an average price per
share of 1,299p. Of the ordinary shares repurchased, 7.5m shares (3.8m during
the period) were cancelled.
In line with the Group's capital allocation policy the Board is announcing an
interim ordinary distribution of £55m in respect of the H1 2024 adjusted
earnings and a special distribution of £75m. The combined distribution of
£130m will be in the form of a share buybacks and is expected to commence in
September 2024.
The Board will continue to monitor the progress of capital release during the
year and will consider additional buybacks in the context of the cash position
and investment opportunities.
Forward order book
The forward order book as at 30 June increased 15% to £5,149.4m (FY 23:
£4,466.1m). This was primarily driven by the increase in deals secured with
partners.
£m H1 24 FY 23
Open Market 475.0 297.6
Partner Funded 4,674.4 4,168.5
Total 5,149.4 4,466.1
Land bank
The Group increased its activity in the land market during the period, adding
6,895 plots to the land bank. After deducting the plots utilised in the year,
the total land bank reduced by 1,121 plots. The Group also secured 1,330 plots
in relation to 100% Partner Funded developments.
H1 24 FY 23
Owned 53,481 55,707
- of which relates to JVs (at 100%) 15,896 14,935
Controlled 21,832 20,727
- of which relates to JVs (at 100%) 10,979 10,268
Total plots in land bank (including JVs) 75,313 76,434
Strategic land
Strategic land refers to land which does not yet have planning consent and
which the Group is or will progress through planning and promotional processes
before development. Strategic land continues to be an important source of
supply and a further 4,871 plots were secured during the period. The net
increase was 4,226 after 295 plots were transferred to the land bank with the
remaining movement driven by planning adjustments. Strategic land remains well
positioned to deliver high quality developments in the near to medium term
with good progress on a number of significant projects.
Total sites Total plots
0 - 150 plots 58 4,605
150 - 300 plots 51 10,430
300 - 500 plots 31 10,799
500 - 1,000 plots 21 14,125
1,000+ plots 21 35,047
As at 30 June 2024 182 75,006
Planning agreed 18 5,644
Planning application 21 9,106
Ongoing application 143 60,256
As at 30 June 2024 182 75,006
As at 31 December 2023 185 70,780
Principal risks and uncertainties
The Group is subject to a number of risks and uncertainties as part of its
activities as described in Risk Management and Our Principal Risks on page 60
to 67 of the Group's 2023 Annual Report and Accounts. The Board regularly
considers these and seeks to ensure that appropriate processes are in place to
manage, monitor and mitigate these risks.
Risks relating to sustainability are becoming increasingly important in the
medium term, especially with the emerging transitional risks which are
becoming enshrined in regulation.
Group statement of profit and loss and other comprehensive income
Six months ended 30 June 2024 Six months ended 30 June 2023
£m Note Reported measures Adjusting items Adjusted measures Reported measures Adjusting items Adjusted measures
(note 14) (note 14)
Revenue 2 1,723.5 251.0 1,974.5 1,575.3 201.8 1,777.1
Cost of sales (1,488.8) (1,338.0)
Gross profit 234.7 237.3
Administrative expenses (102.2) (130.8)
Amortisation of acquired intangible assets (19.4) (23.1)
Other operating income 54.1 37.8
Operating profit 167.2 60.1 227.3 121.2 85.5 206.7
Finance income 14.7 8.4
Finance expenses (47.3) (36.2)
Net financing expenses (32.6) (8.5) (41.1) (27.7) (5.0) (32.7)
Share of profit after tax from joint ventures 7 22.1 20.8
Profit before tax 156.7 29.5 186.2 114.2 59.8 174.0
Income tax expense 4 (40.8) (31.0)
Profit for the period 115.9 16.7 132.6 83.2 48.9 132.1
Other comprehensive expense
Remeasurement of retirement benefit assets (0.4) (0.7)
Total other comprehensive expense (0.4) (0.7)
Total comprehensive income for the period 115.5 82.5
Earnings per share
Note Six months ended 30 June 2024 Six months ended 30 June 2023
Reported measures Adjusted measures Reported measures Adjusted measures
Basic 5 33.9p 24.1p
Diluted 5 33.2p 24.1p
Adjusted Basic 5 38.8p 38.3p
Group statement of financial position
£m Note As at 30 June 2024 As at 30 June 2023 (restated) As at 31 December 2023
Assets
Goodwill 827.6 827.6 827.6
Intangible assets 389.8 433.3 409.3
Property, plant and equipment 20.6 21.2 20.1
Right-of-use assets 78.5 87.7 82.9
Investments 7 612.2 560.7* 562.7
Trade and other receivables - 0.8 -
Deferred tax assets - 0.7 -
Retirement benefit assets 34.7 34.2 34.2
Total non-current assets 1,963.4 1,966.2 1,936.8
Inventories 3,212.0 3,192.1 3,100.7
Trade and other receivables 765.6 627.4* 626.4
Cash and cash equivalents 8 323.2 213.0 418.3
Current tax assets - 6.4 3.2
Total current assets 4,300.8 4,038.9 4,148.6
Total assets 6,264.2 6,005.1 6,085.4
Liabilities
Trade and other payables 1,490.8 1,491.0 1,481.9
Lease liabilities 26.0 20.1 24.6
Provisions 9 102.0 93.1 105.0
Current tax liabilities 12.3 - -
Total current liabilities 1,631.1 1,604.2 1,611.5
Borrowings 8 645.2 541.6^ 507.1
Trade and other payables 348.4 302.0 341.0
Lease liabilities 68.8 78.4 73.7
Provisions 9 201.6 254.4 212.4
Deferred tax liabilities 4 28.5 - 21.2
Total non-current liabilities 1,292.5 1,176.4 1,155.4
Total liabilities 2,923.6 2,780.6 2,766.9
Net assets 3,340.6 3,224.5 3,318.5
Equity
Issued capital 169.0 173.6 173.4
Share premium 361.2 360.9 361.0
Capital redemption reserve 5.9 1.3 1.5
Merger reserve 1,597.8 1,597.8 1,597.8
Retained earnings 1,206.7 1,090.9 1,184.8
Total equity attributable to equity holders 3,340.6 3,224.5 3,318.5
*Reported investments and trade and other receivables as at 30 June 2023 have
been restated to reclassify receivables of £64.4m from joint arrangements
which are short term in nature, as described in note 1.7.
^Reported non-current borrowings as at 30 June 2023 have been restated to
reclassify borrowings of £33.3m from current to non-current liabilities as
the Group has the right to roll over these obligations for at least twelve
months after the reporting period under an existing borrowings facility, as
described in note 1.7.
Group statement of changes in equity
£m Note Own Other Total Issued Share Capital Redemption reserve Merger Total
shares
retained
retained
capital
premium
reserve
held
earnings
earnings
Balance as at 1 January 2024 (14.7) 1,199.5 1,184.8 173.4 361.0 1.5 1,597.8 3,318.5
Profit for the period - 115.9 115.9 - - - - 115.9
Total other comprehensive expense - (0.4) (0.4) - - - - (0.4)
Total comprehensive income - 115.5 115.5 - - - - 115.5
Issue of share capital - - - - 0.2 - - 0.2
Purchase of own shares 6 (2.9) (97.8) (100.7) (4.4) - 4.4 - (100.7)
LTIP shares exercised 7.7 (5.3) 2.4 - - - - 2.4
Share-based payments - 2.8 2.8 - - - - 2.8
Deferred tax on share-based payments - 1.9 1.9 - - - - 1.9
Total transactions with owners 4.8 (98.4) (93.6) (4.4) 0.2 4.4 - (93.4)
Balance as at 30 June 2024 (9.9) 1,216.6 1,206.7 169.0 361.2 5.9 1,597.8 3,340.6
Balance as at 1 January 2023 (17.4) 1,133.6 1,116.2 173.6 360.8 1.3 1,597.8 3,249.7
Profit for the period - 83.2 83.2 - - - - 83.2
Total other comprehensive expense - (0.7) (0.7) - - - - (0.7)
Total comprehensive income - 82.5 82.5 - - - - 82.5
Issue of share capital - - - - 0.1 - - 0.1
LTIP shares exercised 0.3 (0.3) - - - - - -
Share-based payments - 2.6 2.6 - - - - 2.6
Dividends paid 6 - (110.4) (110.4) - - - - (110.4)
Total transactions with owners 0.3 (108.1) (107.8) - 0.1 - - (107.7)
Balance as at 30 June 2023 (17.1) 1,108.0 1,090.9 173.6 360.9 1.3 1,597.8 3,224.5
Balance as at 1 January 2023 (17.4) 1,133.6 1,116.2 173.6 360.8 1.3 1,597.8 3,249.7
Profit for the year - 223.4 223.4 - - - - 223.4
Total other comprehensive expense - (1.7) (1.7) - - - - (1.7)
Total comprehensive income - 221.7 221.7 - - - - 221.7
Issue of share capital - - - - 0.2 - - 0.2
Purchase of own shares 6 (2.0) (53.4) (55.4) (0.2) - 0.2 - (55.4)
LTIP shares exercised 4.7 (3.3) 1.4 - - - - 1.4
Share-based payments - 8.0 8.0 - - - - 8.0
Dividend paid 6 - (110.4) (110.4) - - - - (110.4)
Deferred tax on share-based payments - 3.3 3.3 - - - - 3.3
Total transactions with owners 2.7 (155.8) (153.1) (0.2) 0.2 0.2 - (152.9)
Balance as at 31 December 2023 (14.7) 1,199.5 1,184.8 173.4 361.0 1.5 1,597.8 3,318.5
Group statement of cash flows
£m Note Six months ended 30 June 2024 Six months ended 30 June 2023 (restated)
Cash flows from operating activities
Operating profit for the period 167.2 121.2
Exceptional expenses included in operating profit 3 5.2 28.1
Depreciation and amortisation 34.4 36.8
Other non-cash items (0.7) -
Equity-settled share-based payment expense 2.8 2.6
Operating cash inflow before exceptional cash flows and movements in working 208.9 188.7
capital
Exceptional cash flows relating to the restructuring, integration and other (7.1) (33.8)
exceptional expenses
Exceptional cash flows relating to fire safety (12.2) (10.9)
Exceptional cash outflows (19.3) (44.7)
Defined benefit pension contributions (0.1) (0.1)
Increase in trade and other receivables (139.2) (85.1)^
Increase in inventories (111.3) (377.5)
Increase in trade and other payables 8.6 15.3^
Decrease in provisions (3.2) (0.4)
Movements in working capital (245.2) (447.8)
Net cash outflow from operations (55.6) (303.8)
Income taxes paid (16.0) (16.3)
Net cash outflow from operating activities (71.6) (320.1)
Cash flows from investing activities
Bank interest received 1.8 0.9
Purchase of property, plant and equipment (2.5) (3.3)
Loans advanced to joint ventures 7 (113.2) (76.9)^
Loans repaid by joint ventures 7 85.1 71.3^
Interest received on loans to joint ventures 7 1.0 3.7
Dividends received from joint ventures 7 8.6 17.5
Net cash (outflow)/inflow from investing activities (19.2) 13.2
Cash flows from financing activities
Distributions paid - dividend 6 - (110.4)
Distributions paid - share buyback 6 (101.0) -
Lease principal payments (11.3) (8.7)
Lease interest payments (2.7) (2.5)*
Interest paid on borrowings (31.0) (19.4)*
Proceeds from share issues 2.6 0.1
Repayment of bank loans (0.9) (51.0)
Drawdown of bank loans 140.0 35.0
Net cash outflow from financing activities (4.3) (156.9)
Net decrease in cash and cash equivalents (95.1) (463.8)
Opening cash and cash equivalents 418.3 676.8
Closing cash and cash equivalents 323.2 213.0
*2023 reported numbers have been restated to reflect the reclassification of
interest paid on borrowings and lease interest payments from cash flows from
operating activities to cash flows from financing activities, as described in
note 1.7.
^2023 loans advanced to joint ventures, loan repaid by joint ventures,
increase in trade and other receivables and increase in trade and other
payables have been restated to reclassify short-term trading cash flows from
investing to operating activities, as described in note 1.7.
1 Basis of preparation
1.1 General Information
Vistry Group PLC (the 'Company') is a public company, limited by shares,
domiciled and incorporated in England, United Kingdom. The shares are listed
on the London Stock Exchange. The registered office is 11 Tower View, Kings
Hill, West Malling, Kent, ME19 4UY.
These condensed consolidated interim financial statements were approved for
issue on 4 September 2024.
These condensed consolidated interim financial statements do not comprise
statutory accounts within the meaning of section 434 of the Companies Act
2006. Statutory accounts for the year ended 31 December 2023 were approved by
the board of directors on 14 March 2024 and 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 of the Companies Act 2006.
The condensed consolidated interim financial statements are unaudited but have
been reviewed by the Group's auditor, PricewaterhouseCoopers LLP.
1.2 Basis of preparation
These condensed consolidated interim financial statements for the six-month
reporting period ended 30 June 2024 have been prepared in accordance with the
UK-adopted International Accounting Standard 34, 'Interim Financial Reporting'
and the Disclosure Guidance and Transparency Rules sourcebook of the United
Kingdom's Financial Conduct Authority.
The condensed consolidated interim financial statements do not include all of
the notes of the type normally included in an annual report and accounts.
Accordingly, this report is to be read in conjunction with the annual report
for the year ended 31 December 2023, which has been prepared in accordance
with UK-adopted international accounting standards and the requirements of the
Companies Act 2006, and any public announcements made by Vistry Group PLC
during the interim reporting period.
The condensed consolidated interim financial statements include the financial
statements of the Company and all its subsidiary undertakings. Subsidiaries
are all entities over which the Group has control. The Group controls an
entity when the Group is exposed to, or has rights to, variable returns from
its involvement with the entity and has the ability to affect those returns
through its power over the entity. Subsidiaries are fully consolidated from
the date on which control is transferred to the Group. They are deconsolidated
from the date that control ceases.
The financial statements are prepared on the historical cost convention unless
otherwise stated. The functional and presentational currency of the Company
and Group is Pounds Sterling (GBP). All financial information, unless
otherwise stated has been rounded to the nearest £0.1m.
1.3 Accounting policies
The condensed consolidated financial statements have been prepared by applying
the accounting policies and presentation that were applied in the preparation
of the Group's published consolidated financial statements for the year ended
31 December 2023. There are two exceptions to this in relation to tax, which
is calculated based on the estimated average effective tax rate for the year
ending 31 December 2024 and new accounting standards and amendments which have
been adopted by the Group with an effective date of 1 January 2024.
Except for the amendments to IAS 1 - Classification of Liabilities as Current
or Non-current as discussed in note 1.7, there are no new standards or
amendments that have a material impact on the Group's reported results.
1.4 Going concern
The Group has prepared a cash flow forecast to confirm the appropriateness of
the going concern assumption in these accounts. The forecast was prepared
using a likely base case and a number of severe but plausible downside
sensitivity scenarios. In the downside scenarios the Group has assumed
decreased demand for housing and falling house prices, increased build costs
and greater working capital requirements. In both the base case and the
individual downside sensitivity scenarios, the forecasts indicated that there
was sufficient headroom and liquidity for the business to continue based on
the committed facilities available to the Group as shown in note 8.
The Group was also forecast to comply with the required covenants on the
aforementioned borrowing facilities. Mitigating actions were only required in
an extreme situation whereby all downsides occurred simultaneously.
Consequently, the Directors have not identified any material uncertainties to
the Group's ability to continue as a going concern over a period of at least
twelve months from the date of the approval of the financial statements and
have concluded that using the going concern basis for the preparation of the
financial statements is appropriate.
In the downside sensitivity scenario, the following assumptions have been
applied (individually and in aggregate):
· A 10% reduction in sales volumes with a corresponding slowdown in
build rates and associated overheads
· A 10% reduction in private sales prices
· A 5% increase in build costs
· A 1% increase in work in progress
· A rise in interest cost of 200bps
In a severe downside where all of the above scenarios arise concurrently, the
following mitigating actions have been modelled:
· Reduction in uncommitted land spend
· Further reduction in the cost base
· Reduction in shareholder distributions
1.5 Segment Reporting
All revenue and profits disclosed relate to continuing activities of the Group
and are derived from activities performed in the United Kingdom. Operating
segments are identified in a manner consistent with the internal reporting
provided to the Chief Operating Decision Maker ("CODM"). The CODM has been
determined as the Board of Directors as they are responsible for allocating
resources and regularly review and assess the performance and financial
position of the Group.
On 11 September 2023, the Board of Directors announced a change in strategy,
resulting in an internal restructure of the Groups' operations. As a result of
the restructure, the Group reassessed the number of operating segments and
concluded that there is only one operating segment. The single operating
segment aligns to the internal reporting presented on a regular basis to the
CODM.
1.6 Critical accounting judgements and key sources of estimation uncertainty
The Group's principal judgements and key sources of estimation uncertainty
remain unchanged since the year-end and are set out in Note 1.7 on pages 165
to 166 of the Annual Report and Accounts 2023.
1.7 Changes to comparative information
Reclassification of borrowings (change in accounting policies)
The Group has historically presented the amounts drawn on the revolving credit
facility ('RCF') within current borrowings given it was expected that the
amount drawn would be repaid within the next twelve months. Following the
amendments to IAS 1 Classification of Liabilities as Current or Non-current,
as the Group has the right, at the end of the reporting period, to roll over
any drawn amounts for at least twelve months after the reporting period under
the existing RCF, the RCF should be disclosed as a non-current liability. As
this amendment is required to be applied retrospectively the comparative
information as at 30 June 2023 has been restated which has resulted in a
decrease in current borrowings of £33.3m and a corresponding increase in
non-current borrowings on the face of the Group statement of financial
position and in note 8.
Reclassification of assets (prior year restatement)
The Group historically presented all amounts outstanding from joint
arrangements in Investments within non-current assets. In December 2023, the
Group reclassified the amounts due which were trading in nature to Trade and
other receivables to reflect the short-term nature of the receivables. As a
result, the comparative information as at 30 June 2023 has also been restated
which has resulted in a decrease in investments of £64.4m and a corresponding
increase in trade and other receivables on the face of the Group statement of
financial position.
Reclassification of cash flow items (prior year restatement)
The Group has represented the Group statement of cash flows to provide
enhanced disclosures in relation to exceptional cash flows from operating
activities. In addition to this enhanced disclosure, the Group has
reclassified lease interest payments and interest paid on borrowings from
operating activities to financing activities. Given the increased size of the
business and prominence of lease interest it is viewed by the Directors that
such interest is better presented as part of financing cash flows to be
consistent with the underlying lease repayments. As interest paid on
borrowings is a cost of obtaining financial resources, this has also been
classified as a financing cash flow to be consistent with the
drawdown/repayment of bank loans. As a result, the HY 23 reported net cash
outflow from operating activities has decreased by £21.8m and net cash
outflow from financing activities has increased.
In addition to the above, short-term cash inflows and outflows from
transactions with joint arrangements have been reclassified between investing
and operating cash flows given they are trading/operational in nature. As a
result:
· Cash outflows associated with the increase in trade and other
receivables has decreased by £28.4m
· Cash inflows associated with the increase in trade and other
payables has decreased by £70.8m
· Cash outflows associated with loans advanced to joint ventures
has decreased by £44.6m
· Cash inflows associated with loan repaid by joint ventures has
decreased by £2.2m
1.8 Seasonality
In common with the rest of the UK housebuilding industry, activity occurs
year-round, however the pattern of reservations usually results in the Group's
completions being more heavily weighted towards the second half of the year.
2 Revenue
Revenue by type Six months ended 30 June 2024 Six months ended 30 June 2023
£m £m
Open Market sales 611.9 723.0
Partner Funded sales 1,111.6 852.3
Revenue 1,723.5 1,575.3
3 Exceptional expenses
Exceptional items are those which, in the opinion of the Board, are material
by size and irregular in nature and therefore require separate disclosure
within the statement of profit and loss in order to assist the users of the
financial statements in understanding the underlying business performance of
the Group. Restructuring expenses are those expenses such as termination of
third-party distributor agreements, severance and other non-recurring items
directly related to restructuring and integration activities that do not
reflect the business's trading performance. The fire safety provision has
previously been disclosed as an exceptional expense and, accordingly, the
related unwind of discounting on the provision has also been disclosed as an
exceptional expense.
Six months ended 30 June 2024 Six months ended 30 June 2023
£m £m
Restructuring, integration and other costs 5.2 16.0
Cost of sales relating to fire safety - 12.1
Unwind of discounting on the fire safety provision 3.9 7.5
Exceptional expenses 9.1 35.6
4 Income tax expense
The tax charge presented for the six months ended 30 June 2024 is the best
estimate of the weighted average annual income tax rate expected for the full
financial year applied to the profit before tax for the six month period. The
effective tax rate comprises corporation tax, residential property developer
tax ('RPDT') and deferred tax totalling 26.0% (30 June 2023: 27.2%; 31
December 2023: 26.7%). The effective tax rate is higher than the statutory
rate of 25% due to RPDT offset by the impact of adjustments in respect of
prior periods.
As at 30 June 2024 the Group recognised a net deferred tax liability of
£28.5m (30 June 2023: £0.7m asset; 31 December 2023: £21.2m liability).
5 Earnings per share
Profit attributable to ordinary shareholders Six months ended 30 June 2024 Six months ended 30 June 2023
£m £m
Note
Profit for the period attributable to equity holders of the Company 115.9 83.2
Adjusted earnings attributable to equity holders of the Company 14 132.6 132.1
Earnings per share Six months ended 30 June 2024 Six months ended 30 June 2023
Basic earnings per share 33.9p 24.1p
Diluted earnings per share 33.2p 24.1p
Adjusted basic earnings per share 38.8p 38.3p
Weighted average number of shares used as the denominator Basic Diluted
m m
Weighted average number of ordinary shares for the six months ended 30 June 341.6 349.4
2024
Weighted average number of ordinary shares for the six months ended 30 June 345.1 345.6
2023
The basic weighted average number of ordinary shares is calculated by
time-weighting the ordinary shares in issue during the period based on new
issues and share buybacks. This figure excludes treasury shares and shares
held in the Employee Stock Ownership Plan (ESOP) Trust but includes any
outstanding vested nil-cost options in relation to equity-settled share-based
payment arrangements.
The diluted weighted average number of ordinary shares is calculated as the
basic weighted average number, plus any other potentially outstanding shares
in relation to the equity-settled share-based payment arrangements. The
potential dilutive effect of ordinary shares issuable under equity-settled
share-based payment arrangements is 7.8m (30 June 2023: 0.5m).
6 Distributions
Dividends
No dividends were declared or paid in the six months ended 30 June 2024. On 1
June 2023 the Group paid a final dividend in respect of 2022 of £110.4m (32p
per share).
Share buyback
The Group commenced a share buyback programme of £55m of ordinary shares on
11 December 2023. This was completed on 23 February 2024 with a total of 5.8m
ordinary shares (5.1m during the period) acquired at an average price per
share of 955p.
On 18 April 2024, the Group commenced a further ordinary share buyback
programme of £100m of ordinary shares. This was completed on 4 September 2024
with a total of 7.7m ordinary shares (4.0m during the period) acquired at an
average price per share of 1,299p. Of the ordinary shares repurchased, 7.5m
shares (3.8m during the period) were cancelled.
In line with the Group's capital allocation policy the Board is announcing an
interim ordinary distribution of £55m in respect of the H1 2024 adjusted
earnings and a special distribution of £75m. The combined distribution of
£130m will be in the form of a share buyback and is expected to commence in
September 2024.
7 Investments
The Group's investments are set out in the table below:
As at 30 June 2024 As at 30 June 2023 As at 31 December 2023
(restated) £m
£m £m
Interest in joint ventures - equity 213.0 200.0 199.6
Interest in joint ventures - loans 399.1 360.6 363.0
Investments in joint ventures 612.1 560.6 562.6
Other investments 0.1 0.1 0.1
Investments 612.2 560.7 562.7
The movement in investments during the period/year is as follows:
As at 30 June 2024 As at 30 June 2023 As at 31 December 2023
(restated) £m £m
£m
As at the beginning of the period/year 562.7 645.1 552.4
Reclassification of opening balance to trade and other receivables - (92.7)* -
Acquired with Countryside Partnerships PLC - (2.5) (2.5)
Loans advanced 113.2 76.9 194.4
Loans repaid (85.1) (71.3) (197.8)
Share of net profit for the period/year 22.1 20.8 56.0
Dividends received from joint ventures (8.6) (17.5) (42.3)
Interest accrued on loans to joint ventures 8.9 5.6 15.1
Interest received on loans to joint ventures (1.0) (3.7) (6.4)
Other movements - - (6.2)
As at the end of the period/year 612.2 560.7 562.7
*As described in note 1.7, Investments have been restated in order to
reclassify amounts due from joint arrangements which are short term in nature
from Investments to Trade and other receivables. The reclassified amount in
the roll-forward table above of £92.7m represents the amounts due from joint
arrangements as at 31 December 2022.
8 Cash and cash equivalents and borrowings
As at 30 June 2024 As at 30 June 2023 As at 31 December 2023
£m
£m £m
Cash and cash equivalents 323.2 213.0 418.3
Borrowings* (645.2) (541.6) (507.1)
Net debt (322.0) (328.6) (88.8)
*As described in note 1.7, all borrowings are now presented as a non-current
liability as the Group has the right to defer settlement for at least 12
months including the £140m (30 June 2023: £33.3m, 31 December 2023: £nil)
drawn on the RCF which has historically been presented as current. The Group
expects to fully repay the amount drawn on the RCF by 31 December 2024.
The total borrowing facilities available to the Group as at 30 June 2024 were
£1,015.7m, maturing between 2025 and 2029 (30 June 2023: £1,015.7m; 31
December 2023: £1,015.7m). These facilities include the £100m USPP loan
(maturing in 2027), £400m term loan (maturing in 2026) and £500m revolving
credit facility (maturing in 2026). Further details regarding these facilities
are disclosed on page 187 of the Annual Report and Accounts 2023.
9 Provisions
Fire safety Restructuring Other Total
£m £m £m £m
As at 1 January 2024 289.0 9.9 18.5 317.4
Additional provisions - 1.5 6.4 7.9
Utilised in the year (12.2) (6.4) (4.4) (23.0)
Unwind of discounting 3.9 - - 3.9
Releases - - (2.6) (2.6)
As at 30 June 2024 280.7 5.0 17.9 303.6
Of the total provisions detailed above £102.0m is expected to be utilised
within the next year (30 June 2023: £93.1m; 31 December 2023: £105.0m).
Fire safety provision
The Group's fire safety provision is reflective of the Group's commitment to
the signed Developer Remediation Contract with the Department for Levelling
Up, Housing and Communities. Where known obligations exist on legacy
properties, they have been evaluated for the likely cost to complete and an
appropriate provision has been recognised.
At 30 June 2024, the Group holds a £280.7m provision for future obligations
on remedial works and additional costs pertaining to 213 buildings (30 June
2023: 242; 31 December 2023: 228).
10 Financial instruments
As at 30 June 2024 As at 30 June 2023 As at 31 Dec 2023
Carrying amount Carrying amount Carrying amount
£m £m £m
Non-derivative financial assets
Trade and other receivables * 429.1 470.4 441.3
Cash and cash equivalents 323.2 213.0 418.3
Non-derivative financial liabilities
Borrowings (645.2) (541.6) (507.1)
Trade and other payables ** (1,674.7) (1,684.5) (1,642.7)
Lease liabilities (94.8) (98.5) (98.3)
Net financial liabilities (1,662.4) (1,641.2) (1,388.5)
* Trade and other receivables excluding prepayments and contract assets which
are not financial instruments.
** Trade and other payables excluding deferred income including contract
liabilities which are not financial instruments.
For the above financial instruments (excluding land purchased on extended
payment terms included within trade and other payables), the fair values are
not materially different from their carrying amounts, since they are either
interest bearing at rates close to the current market rates, or the
instruments are short-term in nature.
Following a period of rising discount rates, the fair value of the land
purchased on extended payment terms is lower than the carrying value at
£573.4m (30 June 2023: £632.5m, 31 December 2023: £662.1m).
11 Contingent liabilities
The Group is subject to various claims, audits and investigations that have
arisen in the ordinary course of business. These matters include but are not
limited to employment and commercial matters. The outcome of all these matters
is subject to future resolution, including the uncertainties of litigation.
Based on information currently known to the Group and after consultation with
external lawyers, the Directors believe that the ultimate resolution of these
matters, individually and in aggregate, will not have a material adverse
impact on the Group's financial condition. Where necessary, applicable costs
are included within the cost to complete estimates for individual developments
or are otherwise accrued in the statement of financial position.
As Government legislation, regulation and guidance further evolves in relation
to fire safety and required remediation works, this may result in additional
liabilities for the Group that cannot currently be reliably estimated. There
may also be changes concerning the use of materials currently undergoing fire
safety tests instructed by product manufacturers.
If such materials are no longer considered safe, this could result in an
increase in the number of buildings requiring remediation works as well as an
increase in the estimated cost to remediate the buildings currently provided
for. We may however expect further Government intervention if such
circumstances arise.
In respect of the remediation costs outlined above, the Directors believe that
the Group may be able to recover some of these costs via insurance or, in the
case of defective workmanship, from subcontractors or other third parties.
However, any such recoveries are not deemed to be virtually certain and
therefore no contingent assets have been recognised during the year.
No formal claims have been received by the Group relating to the Defective
Premises Act (DPA). The Group cannot reliably estimate the expected
liabilities stemming from the DPA and as such no provision has been recognised
as at 30 June 2024. The Group maintains a register of buildings constructed
over the last 30 years; if the Group is formally notified of potentially
defective works through communications from building owners, leaseholders or
managing agents on these buildings and the unfit for habitation test has been
established, an appropriate provision would be recognised.
12 Related party transactions
Transactions between fellow subsidiaries, which are related parties, have been
eliminated on consolidation, as have transactions between the Company and its
subsidiaries during the period.
Transactions between the Group, Company and key management personnel in the
six months ended 30 June 2024 were limited to those relating to remuneration.
Mr. Greg Fitzgerald, the Group Chief Executive and Chairman, is non-executive
Chairman of Ardent Hire Solutions Limited ("Ardent"). The Group hires forklift
trucks from Ardent.
Mr. Stephen Teagle, CEO Countryside Partnerships, is the Chair of The Housing
Forum. The Group paid for a subscription to The Housing Forum during the
period.
Ms. Katherine Innes Ker, former non-executive Director who resigned in May
2023, was also non-executive Director of Forterra PLC. The Group incurred
costs with Forterra PLC in relation to the supply of bricks during the term
that Katherine was a non-executive Director in 2023 which is presented in the
table below. Any transactions with Forterra PLC in the period after
Katherine's departure from the Board are excluded from the table below.
The total net value of transactions with related parties excluding joint
ventures has been made at arm's length and were as follows:
Expenses paid to related parties Amounts payable to related parties Amounts owed by related parties
Six months ended 30 June 2024 Six months ended 30 June 2023 As at 30 June 2024 As at 30 June 2023 As at 31 December 2023 As at 30 June 2024 As at 30 June 2023 As at 31 December 2023
£000 £000 £000 £000 £000 £000 £000 £000
Trading transactions
Ardent 4,119 3,749 1,346 767 380 426 - 159
The Housing Forum 26 15 - - - - - -
Forterra PLC - 13 - 2 - - - -
Transactions between the Group and its joint ventures are disclosed as
follows:
Sales to related parties Interest income and dividend income from related parties
Six months ended 30 June 2024 Six months ended 30 June 2023 Six months ended 30 June 2024 Six months ended 30 June 2023
£m £m £m £m
Trading transactions 63.8 47.6 - -
Non-trading transactions - - 23.6 27.8
Amounts owed by related parties Amounts owed to related parties
As at 30 June 2024 As at 30 June 2023 As at 31 December 2023 As at 30 June 2024 As at 30 June 2023 As at 31 December 2023
£m £m £m £m £m £m
Balances with joint ventures 493.6 372.0 433.7 119.8 68.7 85.8
Sales to related parties including joint ventures are based on normal
commercial payment terms available to unrelated third parties, without
security. The loans made to joint ventures bear interest at rates of between
0.0% and 9.25% and are all repayable at the end of the contract term; all
balances with related parties will be settled in cash.
As at 30 June 2024, two (30 June 2023: three; 31 December 2023: two) of the
Group's employees have a close family member on the Executive Committee. These
individuals were recruited through the normal interview process and are
employed at salaries commensurate with their experience and roles. The
combined annual salary and benefits of these individuals is less than £0.3m
(30 June 2023: £0.3m; 31 December 2023: £0.3m).
There have been no other related party transactions in the financial period
which have materially affected the financial performance or position of the
Group, and which have not been disclosed.
13 Events after the reporting period
In the period from 1 July 2024 to 4 September 2024, the Group purchased a
further 3.8m ordinary shares, which were also subsequently cancelled, for a
total consideration of £50.3m (including stamp duty and fees) and therefore
completing the share buyback announced in March 2024.
In line with the Group's capital allocation policy the Board is announcing an
interim ordinary distribution of £55m in respect of the H1 2024 adjusted
earnings and a special distribution of £75m. The combined distribution of
£130m will be in the form of a share buyback and is expected to commence in
September 2024.
There were no other material events after the reporting period.
14 Adjusted performance measures
In addition to the reported measures disclosed, the Group uses certain
adjusted measures and other metrics to assess its operational performance.
Definitions and reconciliations to IFRS measures (where relevant) are provided
below.
Alternative performance measure: Calculated as:
Adjusted revenue Statutory revenue plus the Group's share of joint ventures' revenue.
Adjusted operating profit Statutory operating profit excluding exceptional items and amortisation of
acquired intangible assets plus the Group's share of joint ventures' operating
profit.
Adjusted operating margin Adjusted operating profit divided by adjusted revenue.
Adjusted net financing expenses Statutory net financing expenses excluding exceptional items plus the Group's
share of joint ventures' net financing expenses.
Adjusted profit before tax Statutory profit before tax excluding exceptional items, amortisation of
acquired intangibles and the Group's share of joint ventures' tax.
Adjusted income tax expense Statutory income tax expense excluding the tax effect of exceptional expenses
and
amortisation of acquired intangible assets, tax on joint ventures included in
profit before
tax and the adjustments in respect of prior periods.
Adjusted effective tax rate (ETR) Adjusted income tax expense divided by adjusted profit before tax
Adjusted basic earnings per share (EPS) Calculated as statutory profit after tax excluding post-tax exceptional items
and amortisation of acquired intangibles, divided by the weighted average
number of ordinary shares for the period.
Net (debt)/cash Cash and cash equivalents less total borrowings excluding lease liabilities.
Capital employed Statutory net assets less goodwill, intangible assets, net (debt)/cash,
retirement benefit asset and fire safety provision.
Tangible net asset value (TNAV) TNAV is calculated as statutory net assets less goodwill, intangible assets
and net (debt)/cash.
Return on capital employed (ROCE) For the half year ROCE is calculated as the adjusted operating profit in the
period divided by the pro-rated 6-month average capital employed in the
period.
For the full-year ROCE is calculated as the adjusted operating profit in the
year divided by average capital employed in the year.
Reconciliation of adjusted measures to reported measures
Adjusted revenue, operating profit, net financing expenses and profit before
tax:
Six months ended 30 June 2024 Six months ended 30 June 2023
Revenue Operating profit Net financing expenses Profit before tax Revenue Operating profit Net financing expense Profit before tax
£m £m £m £m £m £m £m £m
Reported measures 1,723.5 167.2 (32.6) 156.7 1,575.3 121.2 (27.7) 114.2
Adjusting items:
Share of joint ventures(1) 251.0 35.5 (12.4) 1.0 201.8 34.3 (2.5) 1.1
Exceptional expenses(2) - 5.2 3.9 9.1 - 28.1 7.5 35.6
Amortisation of acquired intangibles(3) - 19.4 - 19.4 - 23.1 - 23.1
Total adjusting items 251.0 60.1 (8.5) 29.5 201.8 85.5 (5.0) 59.8
Adjusted measures 1,974.5 227.3 (41.1) 186.2 1,777.1 206.7 (32.7) 174.0
1. The Group undertakes a significant portion of its activities through joint
ventures with its partners. In accordance with IFRS, the Group's statement of
profit and loss and other comprehensive income includes its share of the
post-tax results of joint ventures within a single line item. The directors
believe that showing the Group's share of revenue, operating profit and net
financing expenses from joint ventures within the respective adjusted measures
better reflects the full scale of the Group's operations and performance.
2. Exceptional expenses are those which the Directors consider to be material
by size and/or irregular in nature. The adjusted measures exclude these items
in order to more clearly show the underlying business performance of the
Group. Details of the exceptional expenses are shown in note 3.
3. The amortisation charge relates to intangible assets which arose on the
acquisitions of Linden Homes and Partnerships from Galliford Try PLC and of
Countryside Partnerships PLC. The charge is non-cash and was set at the time
of the acquisition. The Directors consider that this needs to be adjusted in
the adjusted measure to show the underlying business performance of the Group
more clearly.
Adjusted basic earnings per share (EPS)
Six months ended 30 June 2024 Six months ended 30 June 2023
£m £m
Adjusted profit before tax (£m) 186.2 174.0
Reported income tax expense (40.8) (31.0)
Tax impact of adjusting items (12.8) (10.9)
Adjusted income tax expense (53.6) (41.9)
Adjusted earnings (£m) 132.6 132.1
Weighted average number of ordinary shares (m) 341.6 345.1
Adjusted basic earnings per share (p) 38.8 38.3
Tangible net asset value (TNAV) and capital employed
TNAV measures the intrinsic value of the tangible assets held by the Group to
shareholders. Capital employed is a key input for determining ROCE and
represents the capital used to generate adjusted operating profit.
As at 30 June 2024 As at 30 June 2023 As at 31 December 2023
£m
£m £m
Net assets 3,340.6 3,224.5 3,318.5
Goodwill (827.6) (827.6) (827.6)
Intangible assets (389.8) (433.3) (409.3)
Net debt 322.0 328.6 88.8
Tangible net assets 2,445.2 2,292.2 2,170.4
Retirement benefit asset (34.7) (34.2) (34.2)
Fire safety provision 280.7 311.8 289.0
Capital employed 2,691.2 2,569.8 2,425.2
Period ended 30 June 2024 Period ended 30 June 2023 Year ended 31 December 2023
£m £m £m
Opening capital employed 2,425.2 2,145.7 2,145.7
Closing capital employed 2,691.2 2,569.8 2,425.2
Pro-rated average capital employed* 1,279.1 1,178.9 2,285.5
*Pro-rated capital employed for H1 24 and H1 23 is calculated as the average
capital employed for the period pro-rated for 6-months (i.e. average capital
employed for the period divided by two).
Return on capital employed (ROCE)
This measures the profitability and efficiency of capital being used by the
Group and is calculated as shown below.
Period ended 30 June 2024 Period ended 30 June 2023 Year ended 31 December 2023
(restated)
Adjusted operating profit (£m) 227.3 206.7 487.9
Pro-rated average capital employed (£m) 1,279.1 1,178.9 2,285.5
ROCE (%) 17.8 17.5^ 21.3
^H1 23 ROCE has been restated to align to the H1 24 calculation methodology,
as discussed on page 27, to ensure a like for like comparison can be made
between the current and prior periods without being skewed due to the
combination with Countryside in November 2022.
Forward order book
The Group's forward order book comprises the unexecuted element on contracts
that have been secured including those which are reported within its joint
ventures. The Directors believe that showing the Group's share of joint
venture orders better reflects the full scale of the Group's pipeline.
Additionally, reservations made on open market sales have been included given
they are a commitment made by a customer against a specific plot.
As at 30 June 2024 As at 30 June 2023 As at 31 December 2023
£m £m £m
Transaction price allocated to unsatisfied performance obligations on 4,270.3 3,205.7 3,722.9
contracts
Add: Share of forward orders included within the Group's joint ventures 586.1 604.1 558.2
Add: Open market reservations 293.0 379.8 185.0
Forward order book 5,149.4 4,189.6 4,466.1
Statement of directors' responsibilities
The directors confirm that these condensed consolidated interim financial
statements have been prepared in accordance with UK adopted International
Accounting Standard 34, 'Interim Financial Reporting' and the Disclosure
Guidance and Transparency Rules sourcebook of the United Kingdom's Financial
Conduct Authority and that the interim management report includes a fair
review of the information required by DTR 4.2.7 and DTR 4.2.8, namely:
· an indication of important events that have occurred during the
first six months and their impact on the condensed consolidated set of
financial statements, and a description of the principal risks and
uncertainties for the remaining six months of the financial year; and
· material related-party transactions in the first six months and
any material changes in the related-party transactions described in the last
annual report.
The maintenance and integrity of the Vistry Group PLC website is the
responsibility of the directors; the work carried out by the authors does not
involve consideration of these matters and, accordingly, the auditors accept
no responsibility for any changes that might have occurred to the interim
financial statements since they were initially presented on the website.
The directors of Vistry Group PLC are listed in the Vistry Group PLC annual
report for 31 December 2023, with the exception of the following changes in
the period:
· Mr Jeffrey Ubben resigned from the board on 11 January 2024, and
· Mr Usman Shamshad Nabi was appointed on 12 January 2024, and
· Mr Robert Stanley Lawrence Woodward was appointed on 16 May 2024,
and
· Ms Alice Elizabeth Woodwark was appointed on 16 May 2024, and
· Mr Ralph Graham Findlay resigned from the board on 16 May 2024
A list of the current directors is maintained on the Vistry Group PLC website:
www.vistrygroup.co.uk (http://www.vistrygroup.co.uk)
By order of the board
Greg Fitzgerald Tim Lawlor
Chief Executive Officer & Chairman Chief Financial Officer
4 September 2024
Independent review report to Vistry Group PLC
Report on the condensed consolidated interim financial statements
Our conclusion
We have reviewed Vistry Group PLC's condensed consolidated interim financial
statements (the "interim financial statements") in the Half year results of
Vistry Group PLC for the 6 month period ended 30 June 2024 (the "period").
Based on our review, nothing has come to our attention that causes us to
believe that the interim financial statements are not prepared, in all
material respects, in accordance with UK adopted International Accounting
Standard 34, 'Interim Financial Reporting' and the Disclosure Guidance and
Transparency Rules sourcebook of the United Kingdom's Financial Conduct
Authority.
The interim financial statements comprise:
· the Group statement of financial position as at 30 June 2024;
· the Group statement of profit and loss and other comprehensive income
for the period then ended;
· the Group statement of cash flows for the period then ended;
· the Group statement of changes in equity for the period then ended; and
· the explanatory notes to the interim financial statements.
The interim financial statements included in the Half year results of Vistry
Group PLC have been prepared in accordance with UK adopted International
Accounting Standard 34, 'Interim Financial Reporting' and the Disclosure
Guidance and Transparency Rules sourcebook of the United Kingdom's Financial
Conduct Authority.
Basis for conclusion
We conducted our review in accordance with International Standard on Review
Engagements (UK) 2410, 'Review of Interim Financial Information Performed by
the Independent Auditor of the Entity' issued by the Financial Reporting
Council for use in the United Kingdom ("ISRE (UK) 2410"). A review of interim
financial information consists of making enquiries, primarily of persons
responsible for financial and accounting matters, and applying analytical and
other review procedures.
A review is substantially less in scope than an audit conducted in accordance
with International Standards on Auditing (UK) and, consequently, does not
enable us to obtain assurance that we would become aware of all significant
matters that might be identified in an audit. Accordingly, we do not express
an audit opinion.
We have read the other information contained in the Half year results and
considered whether it contains any apparent misstatements or material
inconsistencies with the information in the interim financial statements.
Conclusions relating to going concern
Based on our review procedures, which are less extensive than those performed
in an audit as described in the Basis for conclusion section of this report,
nothing has come to our attention to suggest that the directors have
inappropriately adopted the going concern basis of accounting or that the
directors have identified material uncertainties relating to going concern
that are not appropriately disclosed. This conclusion is based on the review
procedures performed in accordance with ISRE (UK) 2410. However, future events
or conditions may cause the group to cease to continue as a going concern.
Responsibilities for the interim financial statements and the review
Our responsibilities and those of the directors
The Half year results, including the interim financial statements, is the
responsibility of, and has been approved by the directors. The directors are
responsible for preparing the Half year results in accordance with the
Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's
Financial Conduct Authority. In preparing the Half year results, including the
interim financial statements, the directors are responsible for assessing the
group's ability to continue as a going concern, disclosing, as applicable,
matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the group or to
cease operations, or have no realistic alternative but to do so.
Our responsibility is to express a conclusion on the interim financial
statements in the Half year results based on our review. Our conclusion,
including our Conclusions relating to going concern, is based on procedures
that are less extensive than audit procedures, as described in the Basis for
conclusion paragraph of this report. This report, including the conclusion,
has been prepared for and only for the company for the purpose of complying
with the Disclosure Guidance and Transparency Rules sourcebook of the United
Kingdom's Financial Conduct Authority and for no other purpose. We do not, in
giving this conclusion, accept or assume responsibility for any other purpose
or to any other person to whom this report is shown or into whose hands it may
come save where expressly agreed by our prior consent in writing.
PricewaterhouseCoopers LLP
Chartered Accountants
London
4 September 2024
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