SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
Date of
Announcement:
02 August
2019
BT Group plc
(Translation
of registrant's name into English)
BT
Group plc
81 Newgate Street
London
EC1A 7AJ
England
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F.
Form
20-F..X...
Form 40-F
Indicate
by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information
to the Commission pursuant to Rule 12g3-2(b) under the Securities
Exchange Act of 1934.
Yes
No ..X..
If
"Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-
________
Trading
update
First quarter to 30
June 2019
BT Group plc
2 August 2019
BT Group plc (BT.L) today announced its trading update for the
first quarter to 30 June 2019
Key strategic developments:
●
EE
successfully launched the UK's first 5G mobile network in six
cities
●
BT
named the UK's major broadband universal service obligation
provider by Ofcom
●
12 successive quarters of improvement in Group
NPS
1
,
up 0.3 points
●
Openreach
announced updated pricing for wholesale FTTP broadband and the next
36 locations in its FTTP rollout
●
BT
welcomes the Government's ambition for full fibre broadband across
the country and is ready to play its part to accelerate the pace of
rollout
●
Sale
of BT Centre agreed for £210m and lease signed for new
headquarters in Aldgate, London
Operational:
●
Openreach
continues FTTP rollout at c.20k premises passed per week with 267k
premises passed in the quarter; 3.7m ultrafast (FTTP and Gfast)
premises passed to date
●
Consumer
fixed ARPC £37.9 flat year on year; postpaid mobile ARPC
£20.7, down 4.6% on Q1 2018/19 due to the impact of regulation
and lower RPI price increases
●
Fixed
churn down to 1.3% following customer experience improvements;
postpaid mobile churn remains at 1.1%
●
EE
first in 15 out of 16 RootMetrics tests for mobile network
performance
Financial
results:
●
Reported and adjusted
1
revenue
of £5,633m down 1% with decreases in Consumer, Enterprise and
Global
●
Adjusted EBITDA
1
down
1%
2
at
£1,958m driven by lower revenues and higher spectrum fees and
content costs, partly offset by reduction in costs from
restructuring and transformation programmes
●
Reported profit before tax of £642m and
adjusted
1
profit
before tax of £749m, impacted by the higher upfront interest
expense on the IFRS 16 lease liabilities recognised from 1 April
2019
●
Normalised free cash flow
1
of
£323m down 36% reflecting increased capital expenditure and
higher interest and tax payments, partially offset by working
capital phasing
●
Reported
capital expenditure of £931m up 11% primarily due to network
investment and customer driven costs
●
Full
year outlook maintained
Philip Jansen, Chief Executive, commenting on the trading update,
said
"BT delivered results in line with our expectations for the
quarter, with adjusted EBITDA declines in Consumer and Enterprise
partly offset by growth in Global. We are on track to meet our
outlook for the full year.
"We made good progress during the quarter, including launching the
UK's first 5G network, delivering an improvement to our group net
promoter score for the twelfth consecutive quarter, announcing the
first nine cities in our consolidated office footprint, and being
named the major broadband universal service obligation provider for
the UK.
"In building a better BT for the future we need to be even more
competitive. We will continue to take decisive action, including on
price, to further strengthen our customer propositions and market
position, both to respond to any short-term market pressures and to
capitalise on longer-term opportunities.
"On network investment, we welcome the Government's ambition for
full fibre broadband across the country and we are confident we
will see further steps to stimulate investment. We are ready to
play our part to accelerate the pace of rollout, in a manner that
will benefit both the country and our shareholders, and we are
engaging with the Government and Ofcom on this."
|
First quarter to 30 June
|
|
2019
|
2018
|
2018
|
Change
2
|
(IFRS 16)
|
(IAS 17)
|
(IFRS 16 pro forma)
1
|
|
|
£m
|
£m
|
£m
|
%
|
Reported
measures
|
|
|
|
|
|
Revenue
|
5,633
|
5,715
|
|
(1)
|
Profit before tax
|
642
|
704
|
|
n/m
|
Profit after tax
|
505
|
549
|
|
n/m
|
Capital expenditure
|
931
|
839
|
|
11
|
|
|
|
|
|
Adjusted
measures
|
|
|
|
|
Adjusted
1
Revenue
|
5,633
|
5,716
|
5,716
|
(1)
|
Adjusted EBITDA
1
|
|
1,958
|
1,800
|
1,980
|
(1)
|
Normalised free cash flow
1
|
|
323
|
507
|
507
|
(36)
|
Net debt
1
|
17,805
|
11,227
|
|
n/m
|
1
See Glossary on page
5
2
Changes on prior year
are presented on an IAS 17 basis where meaningful except for
adjusted EBITDA, which is presented on an IFRS 16 pro forma
basis
n/m = IFRS 16 to IAS 17 comparison not meaningful
Overview of the first quarter to 30
June 2019
CUSTOMER-FACING UNIT UPDATES
|
Adjusted
1
revenue
|
Adjusted
EBITDA
1
|
First
quarter to 30 June
|
2019(IFRS 16)
|
2018
2
(IAS
17 & IFRS 16pro forma
3
)
|
Change
|
2019(IFRS 16)
|
2018
2
(IFRS
16
pro
forma
3
)
|
Change
|
|
£m
|
£m
|
%
|
£m
|
£m
|
%
|
Consumer
|
2,550
|
2,570
|
(1)
|
588
|
620
|
(5)
|
Enterprise
|
1,516
|
1,588
|
(5)
|
471
|
486
|
(3)
|
Global
|
1,085
|
1,147
|
(5)
|
140
|
119
|
18
|
Openreach
|
1,268
|
1,255
|
1
|
717
|
717
|
-
|
Other
|
1
|
1
|
-
|
42
|
38
|
11
|
Intra-group
eliminations
|
(787)
|
(845)
|
(7)
|
-
|
-
|
-
|
Total
|
5,633
|
5,716
|
(1)
|
1,958
|
1,980
|
(1)
|
Consumer
Known headwinds from international calling plus mobile spend cap
regulation drove revenue decline. Excluding the impact of
regulation, revenue was broadly flat YoY. EBITDA declined mainly
due to reduced revenue, increased spectrum licence fees and higher
content costs. Excluding the impact of regulation, EBITDA would
have been broadly flat YoY. Fixed churn fell to 1.3% following
improvements to customer experience, while mobile churn remained
low at 1.1%. With the launch of Smart Plans in April and 5G in May
with a market leading range of devices, we continue to deliver our
more-for-more strategy and are encouraged by the early results. As
previously announced, over the remainder of 2019/20 we will invest
to bring forward by a year the 100% onshoring of our customer
service and accelerate the managed migration of copper customers to
fibre.
Enterprise
Lower equipment sales and fixed voice, with the traditional lines
and calls market continuing its declining trend, reduced Enterprise
revenue. These challenges were partly offset by growth in IP and
networking, and in mobile despite tough market conditions. EBITDA
decline was driven by the lower revenue, partly offset by lower
labour costs reflecting our ongoing restructuring programme. During
the quarter we sold the marketing and operation rights to 220 of
our high towers for the next 20 years to Cellnex, including an
upfront cash payment of c.£100m. This quarter we launched the
UK's widest range of 5G devices for business with good early
interest and take up, particularly amongst SMEs. We also launched
new fibre and digital phone line bundles that are based on
Openreach's all-IP SOGEA capability. Retail orders were up 9% YoY
and 3% on a rolling 12-month basis. Wholesale orders were up 109%
YoY, driven by the Cellnex deal, although down 9% on a rolling
12-month basis. Since 30 June we have agreed the extension of our
ESN contract to December 2024.
Global
Revenue decline was driven by our strategic decisions to reduce low
margin business, divestments and legacy portfolio declines,
partially offset by growth in Security. EBITDA in the quarter
benefitted from certain one-offs and lower YoY operating costs
reflecting ongoing transformation. We continue to see an ongoing
shift in buyer behaviour towards more flexible commercial terms,
including shorter contract lengths and increasing usage-based
billing. These factors impacted order intake which was down 19% in
the quarter and 14% on a rolling 12-month basis. During the quarter
we opened a new Cyber Security Operations Centre (SOC) in Paris, as
well as upgraded facilities at our existing SOCs in Madrid and
Frankfurt.
Openreach
Revenue growth was driven by higher rental bases in
fibre
4
,
up 24%, and Ethernet, up 8%, partly offset by price reductions
(reflecting the impact of Openreach's volume-related discounts) and
higher service level compensation (due to implementation of
auto-compensation). EBITDA was flat YoY, with revenue growth and
certain one-off items offset by higher operating costs. The
increase in operating costs was mainly driven by higher business
rates, higher salary costs as Openreach invested in more colleagues
to deliver better service, and pay inflation, partly offset by
efficiency savings. Openreach was ahead on all of Ofcom's 42
copper and fibre quality of service levels.
1
See
Glossary on page 5
2
Segmental
results as reported in the Q1 2018/19 trading update have been
restated to reflect i) the bringing together of our Business and
Public Sector and Wholesale and Ventures customer-facing units into
a single customer-facing unit, Enterprise, on 1 October 2018; the
transfer of our Northern Ireland Networks business from Enterprise
to Openreach and reclassification of certain internal revenues
generated by our Ventures businesses as segmental revenue rather
than internal recovery of cost; (see press release on 17 January
2019) and ii) the change in the allocation of group overhead costs
and the transfer of the Emergency Services Network contract from
Consumer to Enterprise (see press release on 3 July
2019)
3
On
1 April 2019, BT adopted IFRS 16. To aid comparability, pro forma
financial information for 2018/19 has been presented to reflect
what the results would have looked like if the accounting standard
had been adopted last year (see press release on 3 July
2019)
4
FTTC,
Gfast and FTTP
FINANCIALS FOR THE FIRST QUARTER TO
30 JUNE 2019
Revenue and EBITDA
Reported revenue was £5,633m, down 1%, due to decreases
in Consumer, Enterprise and Global. This was partly offset by
revenue growth in Openreach.
Adjusted EBITDA
1
of
£1,958m was down 1%
2
,
mainly driven by the lower revenue and increased spectrum fees and
content costs in Consumer and higher operating costs in Openreach;
partly offset by lower costs arising from restructuring and
transformation programmes. Other EBITDA partly reflects the
release of prior year bonus accruals.
Reported profit before tax was £642m and
adjusted
1
profit
before tax was £749m, impacted by the higher upfront interest
expense following recognition of IFRS 16 lease liabilities on 1
April 2019.
Our cost transformation programme remains on track with c.750 roles
removed in the quarter, with most being from our Global division.
Savings from the programme are currently an annualised benefit of
£998m with an associated cost of £457m.
Tax
The effective tax rate was 21.3% on reported profit and 20.8% on
adjusted
1
profit,
based on our current estimate of the full year effective tax
rate.
Capital expenditure
Capital expenditure was £931m (2018/19: £839m), including
network investment of £494m, up 15%. This includes £16m
grant funding deferral under the Broadband Delivery UK (BDUK)
programme, excluding the effect of this deferral, capital
expenditure was £915m. The remaining increase in network
investment reflects higher investment in 5G and our Fibre Cities
programme, partially offset by lower spend on the Emergency
Services Network (ESN). Our BDUK Gainshare provision at the end of
the quarter was £667m. Other capital expenditure components
were up 6% with £236m spent on customer driven investments,
£169m on systems and IT, and £32m spent on non-network
infrastructure.
Normalised free cash flow
Normalised free cash flow
1
was
down 36% at £323m due to increased capital expenditure
and higher interest and tax payments, partially offset by working
capital phasing.
Net debt and liquidity
Net debt
1
was
£17,805m at 30 June 2019, £6,770m higher than at 31 March
2019, primarily reflecting recognition of lease liabilities on
transition to IFRS 16 on 1 April 2019. Excluding the IFRS 16 lease
liability, net financial debt was £11,642m at 30 June 2019,
£607m higher than at 31 March 2019. This increase was driven
by the £1,250m pension deficit payments made this quarter,
partly offset by operating cash flows.
Purchase of shares
In July we purchased 40.7m BT Group plc shares from Orange for
£80m, taking advantage of the opportunity to purchase a
significant number of shares in a single transaction. The shares
will continue to offset the dilutive effect of employee share
schemes.
1
See Glossary on page
5
2
Measured against IFRS 16
pro forma comparative period in the prior year
OTHER DEVELOPMENTS
Regulation
Broadband universal service obligation (USO)
On 6 June 2019, BT was designated as the broadband USO provider for
the UK (excluding Hull where KCOM has been designated the
provider). This was the culmination of a series of Ofcom
consultations since the Government legislation was passed in April
2018. The designation was broadly as expected, and we plan to
deliver c.40k services by fixed broadband within the USO. The
designation also includes the use of fixed wireless access which
Ofcom deem is "likely to be able to deliver the technical
specification of the USO in most cases". Customers can start to
place orders for the service from March 2020. We are working with
Ofcom on the mechanics of cost recovery, including details of how
the industry fund will work and the timeframe for payments. We
expect a consultation from Ofcom in Autumn 2019.
Delivering a more independent Openreach
In July 2019, Ofcom published its first annual report on progress
towards delivering a more independent Openreach, in which it set
out its view on progress on implementing the legal separation of
Openreach from BT and how the new arrangements are working in
practice. In the report, Ofcom stated that "real progress has been
made implementing the new arrangements" and that "Openreach's new
Board, and financial and planning processes are helping to increase
independence".
Physical Infrastructure Market Review (PIMR)
In June 2019, Ofcom published its final statement on its review of
the recently defined Physical Infrastructure (PI) market and
associated regulation. The PI market is defined in four distinct
geographic markets, in all of which Openreach was found to have
significant market power. Ofcom has enforced the provision of duct
and pole access (DPA) across the four markets on an unrestricted
usage basis from Spring 2019 and proposed a cap on unrestricted DPA
rental pricing at the level imposed under the 2018 WLA
review.
Business Connectivity Market Review (BCMR)
In June 2019, Ofcom published its final statement on its review of
the business connectivity market and associated regulation, which
will come into force for around two years to the end of March 2021.
In its statement, Ofcom deregulated all legacy services, and made
most Ethernet services subject to a control at flat nominal
pricing, with further reduction in regulated scope in the busiest
network areas. Openreach will also be required to offer dark fibre
connections (at cost) between exchanges where one end is a BT-only
exchange.
On 18 July, Ofcom announced an investigation into BT Group's
compliance with existing BCMR charging obligations, specifically on
charges levied by Openreach to recover the costs of
customer-specific network construction (known as Excess
Construction Charges). Openreach will provide any information Ofcom
needs through the course of its enquiries.
Ethernet Backhaul Direct service level guarantee
compensation
Openreach have recently identified that they have been underpaying
service level guarantee compensation for their Ethernet Backhaul
Direct product since October 2016. Openreach have informed Ofcom
and are informing those external communications providers who were
affected. Openreach are in the process of refunding in full and
estimate that the total due is around £14m, which has been
fully provided for.
Promoting investment and competition in fibre networks: Initial
proposals - approach to remedies
In March 2019, Ofcom proposed a high-level approach to determining
regulatory remedies in preparation for the Fixed Telecoms Market
Review covering the review period starting in 2021. It proposed
charge controls in line with its objective to support investment by
alternative providers and Openreach in potentially competitive
areas, and to facilitate Openreach build in non-competitive areas.
We responded to Ofcom's consultation in June 2019 and are expecting
Ofcom to publish detailed and comprehensive regulatory proposals
before the end of this calendar year.
Consumer engagement
In May 2019, Ofcom issued its decision on end-of-contract and
annual best tariff notifications, requiring providers to start
issuing these notifications from February 2020. In June 2019, Ofcom
and Which? hosted a workshop on consumer fairness at which the UK's
biggest broadband, phone and pay TV companies (including BT) signed
up to Ofcom's new 'Fairness for Customers' commitments. Ofcom then
published a discussion paper proposing a framework for assessing
fairness, explaining how it is likely to assess fairness issues and
providing examples of concerns that might prompt
intervention.
Also in June 2019, Ofcom and the Competition and Markets Authority
(CMA) published progress updates following Citizens Advice's
"loyalty penalty" super-complaint issued in December 2019 (which
covered the pricing of mobile handsets and fixed broadband
following the end of contracts); and Government granted the CMA new
statutory powers to impose fines on organisations that overcharge
or mislead customers.
Ofcom has indicated it will launch a review of broadband pricing
later this year and publish a second consultation on bundled mobile
airtime and handset contracts. We have been engaging with Ofcom on
both issues.
Rural mobile network coverage
We are working with industry, Ofcom and Government towards a
cross-operator solution in support of Government's 95% geographic
mobile coverage target. The scheme could address both partial
not-spots (where at least one but not all operators are present)
and total not-spots (where no operator provides coverage today),
and the agreement could replace the coverage obligations Ofcom has
proposed to attach to the upcoming spectrum auction for the 700MHz
and 3.6-3.8GHz bands.
Spectrum annual licence fees
Annual fees for 1800MHz spectrum increased from 31 January 2019
following Ofcom's final statement and introduction of new fees
regulations in December 2018. Four mobile network operators
including EE have sought, through legal proceedings, repayment of
overpaid fees that were charged during the period 2015-2017 under
the previous 2015 fees regulation that was quashed by the Court of
Appeal in 2017. On 17 May 2019, the Commercial Court handed down
its judgment in the favour of the four mobile network operators and
we received a payment of £87m on 21 May 2019. Ofcom has
obtained permission to appeal the judgment to the Court of Appeal,
and the case will likely be heard in late 2020. We have not
recognised this receipt as income in the quarter pending our
assessment of the likely outcome of the appeal.
Contingent liabilities
There are no material changes to the Legal Proceedings and
Regulatory Matters disclosed in Note 30 to the Annual Report 2019,
except:
Italian Business
On 17 July 2019, the US District Court entered an order
administratively terminating our pending motion to dismiss the
third amended complaint without addressing the merits of our
motion. The Court further permitted plaintiffs to file a fourth
amended complaint within 30 days. We presently expect to file a
motion to dismiss that complaint.
Glossary
Adjusted
|
Before
specific items
|
EBITDA
|
Earnings
before interest, tax, depreciation and amortisation
|
Adjusted EBITDA
|
EBITDA
before specific items, share of post-tax profits/losses of
associates and joint ventures and net non-interest related finance
expense
|
Free cash flow
|
Net
cash inflow from operating activities after capital
expenditure
|
Capital expenditure
|
Additions
to property, plant and equipment and intangible assets in the
period
|
Group NPS
|
Group
NPS measures Net Promoter Score in our retail business and Net
Satisfaction in our wholesale business
|
Normalised free cash flow
|
Free
cash flow after net interest paid, before pension deficit payments
(including the cash tax benefit of pension deficit payments) and
specific items
|
Net debt
|
Loans
and other borrowings (both current and non-current), less current
asset investments and cash and cash equivalents. Currency
denominated balances within net debt are translated to sterling at
swapped rates where hedged. Fair value adjustments and accrued
interest applied to reflect the effective interest method are
removed
|
IFRS 16 pro forma
|
On 1
April 2019, BT adopted IFRS 16. To aid comparability, pro forma
financial information for 2018/19 has been presented to reflect
what the results would have looked like if the accounting standard
had been adopted last year See press release on 3 July 2019 for
further details
|
Specific items
|
Items
that in management's judgement need to be disclosed separately by
virtue of their size, nature or incidence
|
We assess the performance of the group using a variety of
alternative performance measures: adjusted, adjusted EBITDA,
normalised free cash flow and net debt, as defined above. The
rationale for using adjusted measures is explained in note 1 on
page 6.
Enquiries
Press office:
|
|
Tom
Engel
|
Tel:
020 7356 5369
|
|
|
Investor relations:
|
|
Mark
Lidiard
|
Tel:
020 7356 4909
|
We will hold a conference call for analysts and investors in London
at 9am today and a simultaneous webcast will be available
at
www.bt.com/results
We are scheduled to announce the half year results for 2019/20 on
31 October 2019.
Forward-looking statements - caution advised
Certain statements in this results release are forward-looking and
are made in reliance on the safe harbour provisions of the US
Private Securities Litigation Reform Act of 1995. These statements
include, without limitation, those concerning: our outlook for
2019/20 including adjusted revenue, adjusted EBITDA and free cash
flow; our roll out of FTTP; and our strategy for rollout of
5G.
Although BT believes that the expectations reflected in these
forward-looking statements are reasonable, it can give no assurance
that these expectations will prove to have been correct. Because
these statements involve risks and uncertainties, actual results
may differ materially from those expressed or implied by these
forward-looking statements.
Factors that could cause differences between actual results and
those implied by the forward-looking statements include, but are
not limited to: market disruptions caused by technological change
and/or intensifying competition from established players or new
market entrants; material adverse changes in economic conditions in
the markets served by BT whether as a result of the uncertainties
arising from the UK's exit from the EU or otherwise; unfavourable
changes to our business where Ofcom raises competition concerns
around market power; unfavourable regulatory changes including
price caps; future regulatory and legal actions, decisions,
outcomes of appeal and conditions or requirements in BT's operating
areas; disruption to our business caused by an uncertain or
adversarial political environment; geopolitical risks; adverse
developments in respect of our defined benefit pension schemes;
adverse changes in economic conditions in the markets served by BT,
including interest rate risk, foreign exchange risk, credit risk,
liquidity risk and tax risk; financial controls that may not
prevent or detect fraud, financial misstatement or other financial
loss; security breaches relating to our customers' and employees'
data or breaches of data privacy laws; failures in the protection
of the health, safety and wellbeing of our people or members of the
public or breaches of health and safety law and regulations;
controls and procedures that could fail to detect unethical or
inappropriate behaviour by our people or associates; customer
experiences that are not brand enhancing nor drive sustainable
profitable revenue growth; failure to deliver, and other
operational failures, with regard to our complex and high-value
national and multinational customer contracts; changes to our
customers' needs or businesses that adversely affect our ability
meet contractual commitments or realise expected revenues,
profitability or cash flow; termination of customer contracts;
natural perils, network and system faults or malicious acts that
could cause disruptions or otherwise damage our network; supply
chain failure, software changes, equipment faults, fire, flood,
infrastructure outages or sabotage that could interrupt our
services; attacks on our infrastructure and assets by people inside
BT or by external sources like hacktivists, criminals, terrorists
or nation states; disruptions to the integrity and continuity of
our supply chain (including any impact of global political
developments with respect to Huawei); insufficient engagement from
our people; and risks relating to our BT transformation
plan.
BT undertakes no obligation to update any forward-looking
statements whether as a result of new information, future events or
otherwise.
Notes
1)
Our commentary focuses on the trading results on an adjusted basis,
which is a non-GAAP measure, being before specific items. The
directors believe that presentation of the group's results in this
way is relevant to an understanding of the group's financial
performance as specific items are those that in management's
judgement need to be disclosed by virtue of their size, nature or
incidence. This is consistent with the way that financial
performance is measured by management and reported to the Board and
the Executive Committee and assists in providing a meaningful
analysis of the trading results of the group. In determining
whether an event or transaction is specific, management considers
quantitative as well as qualitative factors such as the frequency
or predictability of occurrence. Reported revenue, reported
operating costs, reported operating profit and reported profit
before tax are the equivalent unadjusted or statutory
measures.
About BT
BT's purpose is to use the power of communications to make a better
world. It is one of the world's leading providers of communications
services and solutions, serving customers in 180 countries. Its
principal activities include the provision of networked IT services
globally; local, national and international telecommunications
services to its customers for use at home, at work and on the move;
broadband, TV and internet products and services; and converged
fixed-mobile products and services. BT consists of four
customer-facing units: Consumer, Enterprise, Global and
Openreach.
British Telecommunications plc (BT) is a wholly-owned subsidiary of
BT Group plc and encompasses virtually all businesses and assets of
the BT Group. BT Group plc is listed on stock exchanges in London
and New York.
For more information, visit
www.btplc.com
Signatures
Pursuant
to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
BT Group plc
(Registrant)
By: /s/
Rachel Canham, Company Secretary
--------------------
Rachel
Canham, Company Secretary.
Date
02 August 2019
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