2024 Interim Results
Good overall operational and financial performance
Improving Organic Growth Performance in North America
Pest business
Financial Results1
|
AER
|
|
CER
|
£m
|
H1 2024
£m
|
H1 2023
£m
|
Change
%
|
H1 2024
£m
|
H1 2023
£m
|
Change
%
|
Revenue
|
2,706
|
2,671
|
1.3%
|
|
2,756
|
2,650
|
4.0%
|
Adjusted EBITDA
|
611
|
602
|
1.5%
|
|
|
|
|
Adjusted Operating Profit
|
445
|
437
|
1.9%
|
|
455
|
434
|
4.7%
|
Adjusted Profit before Tax
|
383
|
377
|
1.8%
|
|
394
|
371
|
6.1%
|
Free Cash Flow
|
172
|
229
|
(24.9%)
|
|
|
|
|
Diluted Adjusted EPS
|
11.60p
|
11.41p
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Statutory Results
|
|
|
|
|
|
|
|
Revenue
|
2,706
|
2,671
|
1.3%
|
|
|
|
|
Operating Profit
|
321
|
304
|
5.6%
|
|
|
|
|
Profit before Tax
|
253
|
240
|
5.6%
|
|
|
|
|
EPS
|
7.78p
|
7.35p
|
|
|
|
|
|
Dividend Per Share
|
3.16p
|
2.75p
|
|
|
|
|
|
Highlights (Unless otherwise
stated, all financials are presented at constant exchange
rates)
●
|
Revenue up 4.0% and up 1.3% on a
statutory basis. Organic Revenue growth of 2.8%
|
●
|
Early progress in North America
growth plan with 50bps quarter-on-quarter improvement in Pest
Control services organic growth (1.0% in Q1, 1.5% in Q2). Positive
movement in leading indicators:
|
|
-
|
Stronger North American sales colleague retention, up
c.4ppts
|
|
-
|
Better Terminix brand favourability from our
advertising campaign that delivered 685m views
|
|
-
|
Improved inbound digital lead flow volumes, up each
month in Q2
|
|
-
|
Increased technician sales leads participation, up
from c.50% to c.61.5%
|
|
-
|
Total North America Organic Revenue up 1.3% in H1 with
a drag from the products distribution business
|
|
-
|
Strong foundation laid for North America growth
re-acceleration with more to do in lead quality, sales close rates
and customer retention. To harness the growth opportunity $25m
additional investment committed (c.$50m in total), including c.$15m
P&L spend in FY 24
|
●
|
Good Organic Revenue growth of 4-6%
in all other regions
|
●
|
Within Group business categories,
Organic Pest Control up 2.2% (5.7% excluding North America),
Hygiene and Wellbeing up 4.4%, France Workwear up 7.5%
|
●
|
Adjusted Operating Profit up 4.7% and
Statutory Operating Profit up 5.6%. Group Adjusted Operating Margin
up 10bps to 16.5%
|
|
-
|
North America Adjusted Operating Margin up 10bps to
18.6%, slightly ahead of guidance
|
●
|
Terminix integration on plan with
first branch integrations advancing. $162m gross and $105m net cost
synergies delivered to date: $58m gross and $23m net in H1
24
|
●
|
Free Cash Flow of £172m
impacted by working capital balances at period end, expected to
unwind in H2
|
●
|
Dividend Per Share up
14.9%
|
●
|
Net Debt to EBITDA leverage flat at
2.8x, on track towards target range of 2-2.5x
|
●
|
23 acquisitions completed in H1 2024
with annualised revenues of c.£81m
|
Andy Ransom, Chief Executive of Rentokil Initial plc,
said:
"We remain focused on our plans to create the world's
leading pest control company. Our business continues to benefit
from global operations in attractive, structural growth markets,
enabling another good Group performance in the first half of the
year, with Revenue up 4.0% and Adjusted Operating Profit up 4.7%.
The North America integration has made strong progress, with the
first branch integrations and synergies delivered firmly on track.
We are focused on re-accelerating organic growth in the region.
Four months into our new Right Way 2 plan, we are now beginning to
see encouraging early signs of operational and financial
improvement. Building on this foundation, we are making an
additional $25m investment as we prioritise organic growth
opportunities, alongside delivery of the integration. We look
forward to further progress on these and continued good Group
momentum in the second half of the year."
Full year outlook
We are encouraged by the positive quarterly momentum
in our US pest control business in H1 and anticipate further
improvement through H2. We continue to expect to grow Organic
Revenue in North America within the guided 2-4% range for the full
year, albeit at the lower end. We expect a net c.$15m (c.£12m)
revision to Group Adjusted Operating Profit in the full year, which
reflects, amongst other items, the additional growth investment in
H2. Group Adjusted Operating Margin is expected to be marginally
ahead of FY 23. Guidance for Adjusted Free Cash Flow conversion
remains in the range of 80-90%, with further modest deleveraging of
the balance sheet, as anticipated.
Enquiries:
Investors / Analysts:
|
Peter Russell
|
Rentokil Initial plc
|
07795 166506
|
Media:
|
Malcolm Padley
|
Rentokil Initial plc
|
07788 978199
|
A management presentation and Q&A for investors
and analysts will be held today, 25 July at 9.15am at the Leonardo
Royal Hotel, 45 Prescot Street, London E1 8GP. To register
attendance please email investor@rentokil-initial.com. The event
will also be available via a live audio webcast. Log in details
will be provided on the Company's IR website
(https://www.rentokil-initial.com/investors). A recording will be
made available following the conclusion of the presentation.
Notes
1 Non-IFRS measures. This statement
includes certain financial performance measures which are non-IFRS
measures as defined under International Financial Reporting
Standards (IFRS). These metrics include Adjusted Operating Profit,
Adjusted Profit Before Tax, Adjusted Profit After Tax, Adjusted
EBITDA, Adjusted Interest, Adjusted Earnings Per Share, Free Cash
Flow, Adjusted Free Cash Flow, Adjusted Free Cash Flow Conversion,
Adjusted Effective Tax Rate and Organic Revenue. Management
believes these measures provide valuable additional information for
users of the financial statements in order to understand the
underlying trading performance. Adjusted Operating Profit
represents the performance of the continuing operations of the
Group (including acquisitions), and enables the users of the
accounts to focus on the performance of the businesses retained by
the Group, and that will therefore contribute to the future
performance. Adjusted Operating Profit and Adjusted profit before
tax exclude certain items that could distort the underlying trading
performance. Revenue and Adjusted Operating Profit are presented at
CER unless otherwise stated. An explanation of all the above
non-IFRS measures used along with reconciliation from the nearest
IFRS measures is provided in note 14 to the financial
statements.
AER - actual exchange rates; CER -
constant 2023 exchange rates
This announcement contains statements
that are, or may be, forward-looking regarding the Group's
financial position and results, business strategy, plans and
objectives. Such statements involve risk and uncertainty because
they relate to future events and circumstances and there are
accordingly a number of factors which might cause actual results
and performance to differ materially from those expressed or
implied by such statements. Forward-looking statements speak only
as of the date they are made and no representation or warranty,
whether expressed or implied, is given in relation to them,
including as to their completeness or accuracy or the basis on
which they were prepared. Other than in accordance with the
Company's legal or regulatory obligations (including under the
Listing Rules and the Disclosure Guidance and Transparency Rules),
the Company does not undertake any obligation to update or revise
publicly any forward-looking statement, whether as a result of new
information, future events or otherwise. Information contained in
this announcement relating to the Company or its share price, or
the yield on its shares, should not be relied upon as an indicator
of future performance. Nothing in this announcement should be
construed as a profit forecast.
|
Summary of financial performance (at CER)
Regional Performance
|
Revenue
|
|
Adjusted Operating Profit
|
|
H1 2024
£m
|
H1 2023
£m
|
Change
%
|
H1 2024
£m
|
H1 2023
£m
|
Change
%
|
North America
|
1,662
|
1,643
|
1.1%
|
|
310
|
304
|
1.8%
|
Pest Control
|
1,614
|
1,598
|
1.0%
|
|
304
|
300
|
1.1%
|
Hygiene & Wellbeing
|
48
|
45
|
7.6%
|
|
6
|
4
|
51.5%
|
|
|
|
|
|
|
|
|
Europe (inc LATAM)
|
562
|
525
|
7.0%
|
|
106
|
97
|
9.1%
|
Pest Control
|
269
|
249
|
8.0%
|
|
61
|
57
|
6.9%
|
Hygiene & Wellbeing
|
177
|
168
|
5.2%
|
|
25
|
22
|
14.4%
|
France Workwear
|
116
|
108
|
7.5%
|
|
20
|
18
|
9.4%
|
|
|
|
|
|
|
|
|
UK & Sub Saharan Africa
|
213
|
189
|
13.2%
|
|
49
|
45
|
9.3%
|
Pest Control
|
101
|
96
|
5.2%
|
|
26
|
25
|
3.6%
|
Hygiene & Wellbeing
|
112
|
93
|
21.4%
|
|
23
|
20
|
16.6%
|
|
|
|
|
|
|
|
|
Asia & MENAT
|
178
|
165
|
7.5%
|
|
24
|
22
|
1.7%
|
Pest Control
|
133
|
121
|
9.2%
|
|
18
|
17
|
1.6%
|
Hygiene & Wellbeing
|
45
|
44
|
2.7%
|
|
6
|
5
|
2.2%
|
|
|
|
|
|
|
|
|
Pacific
|
135
|
123
|
10.4%
|
|
29
|
29
|
5.0%
|
Pest Control
|
69
|
62
|
12.6%
|
|
12
|
12
|
3.7%
|
Hygiene & Wellbeing
|
66
|
61
|
8.1%
|
|
17
|
17
|
5.9%
|
|
|
|
|
|
|
|
|
Central
|
6
|
5
|
8.0%
|
|
(61)
|
(58)
|
(5.5%)
|
Restructuring costs
|
-
|
-
|
-
|
|
(2)
|
(5)
|
66.6%
|
Total at CER
|
2,756
|
2,650
|
4.0%
|
|
455
|
434
|
4.7%
|
Total at AER
|
2,706
|
2,671
|
1.3%
|
|
445
|
437
|
1.9%
|
Business Category Performance
|
Revenue
|
|
Adjusted Operating Profit
|
|
H1 2024
£m
|
H1 2023
£m
|
Change
%
|
H1 2024
£m
|
H1 2023
£m
|
Change
%
|
Pest Control
|
2,186
|
2,126
|
2.8%
|
|
421
|
411
|
2.2%
|
Hygiene & Wellbeing
|
448
|
411
|
9.3%
|
|
77
|
68
|
14.3%
|
France Workwear
|
116
|
108
|
7.5%
|
|
20
|
18
|
9.4%
|
Central
|
6
|
5
|
8.0%
|
|
(61)
|
(58)
|
(5.5%)
|
Restructuring costs
|
-
|
-
|
-
|
|
(2)
|
(5)
|
66.6%
|
Total at CER
|
2,756
|
2,650
|
4.0%
|
|
455
|
434
|
4.7%
|
Total at AER
|
2,706
|
2,671
|
1.3%
|
|
445
|
437
|
1.9%
|
Group Overview
In order to help understand the underlying trading
performance, unless otherwise stated, the figures below are
presented at constant exchange rates.
Revenue
The Group delivered good topline momentum in H1, with
Revenue rising 4.0% to £2,756m and Organic Revenue up 2.8%. Revenue
was up 1.3% on a statutory basis to £2,706m at AER. Total Revenue
growth in North America was up 1.1% (Organic Revenue +1.3%). There
has been good early progress in our North America growth plan with
50bps quarter-on-quarter improvement in Pest Control services
Organic Revenue growth (1.0% in Q1, 1.5% in Q2). Europe (inc.
LATAM), the Group's second largest region, delivered a 7.0%
increase in Revenue. Revenue in the UK & Sub Saharan Africa was
up 13.2%, the Pacific region increased by 10.4%, while Asia &
MENAT was up 7.5%.
Our Pest Control category grew Revenue by 2.8% (2.2%
Organic) to £2,186m, underpinned by continued effective pricing.
Hygiene & Wellbeing Revenue increased by 9.3% (4.4% Organic) to
£448m, led in general by resilient demand for washroom services.
There was a continued strong contribution from our France Workwear
business with Revenue up by 7.5% to £116m (7.5% Organic).
Profit
Adjusted Operating Profit rose by 4.7% during the
first six months to £455m, reflecting the benefit of topline growth
across all major regions and categories, in addition to ongoing
capture of synergies from the Terminix transaction. Group Adjusted
Operating Margin was up slightly to 16.5% (H1 23: 16.4%). Gross
synergies from the Terminix integration contributed 170bps to Group
margin and there was a 100bps reduction from investments including
60bps from the additional marketing investment. Statutory Operating
Profit at AER was up 5.6% to £321m. We have continued to deliver on
our strategy of driving density improvements including through
M&A integration to create long-term efficiencies. Within
business categories, Adjusted Operating Margin for Pest Control was
down modestly by 10bps year on year to 19.2% (H1 23: 19.3%).
Hygiene & Wellbeing Adjusted Operating Margin increased by
80bps year-on-year to 17.2% (H1 23: 16.4%). France Workwear
Adjusted Operating Margin increased by 30bps year on year to 17.2%
(H1 23: 16.9%).
Adjusted Profit before Tax (at AER) of £383m, which
excludes one-off and adjusting items and amortisation costs,
increased by 1.8%. Adjusted interest of £66m at actual exchange
rates was £1m lower year on year. One-off and adjusting items
(operating) at AER of £37m includes £31m of integration costs
related to the Terminix acquisition ("Costs to Achieve") and £6m of
other M&A costs. Statutory Profit before Tax at AER was £253m,
an increase of 5.6% on the prior year (H1 23: £240m).
Cash (at AER)
Net cash flows from operating activities decreased
7.5% to £307m. Free Cash Flow of £172m was £57m lower than in H1
23. Adjusted EBITDA was £611m, up 1.5% versus the prior year.
One-off and adjusting items (non-cash) of £4m (H1 23: £32m).
The Group had a £97m working capital outflow in the
first six months of the year resulting from a slightly softer
debtors' performance and improved supplier payment processing at
the end of H1. These in-period outputs have no impact on the FY
cash outlook. Previous FY 24 expectations for working capital and
cash generation remain unchanged. Capital expenditure of £105m was
incurred in the period (H1 23: £102m), reflecting organic
growth.
Cash interest payments of £104m were £10m lower than
in the prior year due to higher interest received on deposits. For
some of our bonds we pay a full year of cash interest in H1 versus
a P&L charge across the year, reducing cash conversion in the
first half by c.10%.
Cash tax payments for the period were £31m, a decrease
of £27m compared with the corresponding period in 2023. This was
due to prior year one-off tax payments, as well as H1 24 one-off US
tax refunds mainly related to the Terminix acquisition. FY 24 cash
tax guidance has been improved to reflect the one-time receipt of
less than £10m that will not repeat in 2025. Adjusted Free Cash
Flow Conversion was 62.2%.
Regional performance review
Due to the international nature of the Group, foreign
exchange movements can have a significant impact on regional
performance. Unless otherwise stated, percentage movements in
Revenue and Adjusted Operating Profit are presented at constant
exchange rates.
North America
|
H1 24
AER
£m
|
AER
Growth
|
H1 24
CER
£m
|
CER
Growth
|
Organic
Growth
|
Revenue
|
1,632
|
(1.3%)
|
1,662
|
1.1%
|
1.3%
|
Operating Profit
|
243
|
1.4%
|
248
|
3.9%
|
|
Adjusted Operating Profit
|
304
|
(0.6%)
|
310
|
1.8%
|
|
Adjusted Operating Margin
|
18.6%
|
0.1%
|
18.6%
|
0.1%
|
|
In North America, Revenue was up 1.1%, with Organic
Revenue up 1.3%. Organic Revenue growth in Pest Control Services
for our commercial, residential, and termite customers was 1.3%,
with positive quarterly momentum (1.5% in Q2, 1.0% in Q1). Good
growth in sales of core pest (rodents and insects) was offset by
lower termite and bed bug sales. As a result of our brand and
marketing initiatives, we saw an improvement in in-bound lead
volumes, both from the market and from our technicians. The average
value of those leads was marginally down, as was the sales
conversion rate. The positive trend in Pest Control services was
offset by a weaker Q2 performance in the products distribution
business. This was due to some customer inventory loading in
2023 creating very strong prior year comparatives. Organic
Revenue growth for the Pest Control category overall was 1.1%. The
underlying Pest Control contract portfolio grew more than 2% in
Q2.
Adjusted Operating Profit improved by 1.8% in North
America. Statutory Operating Profit was up 1.4% to £243m at AER.
Good price realisation has continued to successfully offset
inflationary pressures. Adjusted Operating Margin in North America
was slightly up year on year at 18.6% (H1 23: 18.5%), versus flat
guidance for the period.
Total North America colleague retention increased
2.6ppts to 77.8% (FY 23: 75.2%), driven by improvement in retention
of both technician and sales colleague roles. Terminix colleague
retention has seen continued improvement, up to 73.1% (FY 23:
69.7%). Branch manager retention in H1 was 97.5% (FY 23: 89.0%).
The Group continued to make investments in being an Employer of
Choice, including a revised Terminix compensation plan to be
implemented for new sales colleagues that will afford more training
time and end 100% commission contracts for new colleagues. We are
seeing ongoing success with our recruiting and onboarding
initiatives. Customer retention in North America was stable across
the half year at 79.8% (FY 23: 79.5%).
Update on Right Way 2 Growth Plan
We exited the first quarter of the year with a set of
targeted growth priorities as laid out in our full year results in
March 2024. We have laid the foundations to support our ambition to
re-accelerate growth, and are focused on delivering the work we
planned against these transformational areas.
●
|
People and Service. Good
ongoing progress has been achieved on colleague retention, with
more training and support. Service colleague retention increased to
74.3% (FY 23: 71.8%). Our renewed focus on sales colleague
retention in the period led to a 3.8ppts increase to 70.2% (FY 23:
66.4%). This included an improvement in new sales colleague
retention, especially at Terminix, supported by the implementation
of standardised talent acquisition and onboarding processes. These
trends are expected to have a positive impact on leads-to-sales
conversion rates over time as colleagues with more than one year
service time are typically about 50% more effective.
|
●
|
Brand Advantage. Our New
'Terminix It' brand campaign has been well received by target
customers. The brand campaign, launched in mid-March, was built to
peak levels in H1, resulting in 685m views by 96m people. This has
delivered improved ratings in brand favourability. In Q2 there was
a 29% increase in Terminix branded searches on Google and 26%
increase in sales lead forms completed on Terminix.com from direct
traffic.
|
●
|
Customer Acquisition. In
digital marketing we've been focused on optimising the process to
increase lead volume and improve lead quality. Sales leads in the
channel from new customers have shown signs of promise, starting in
April with year-on-year inbound lead growth and the trend
continuing in May and June. This is our best performance since
August 2023.
|
●
|
Technician Leads. Our 'Trusted
Advisor' programme is making a positive contribution to our sales
performance, as we seek to drive up the volume, value and
conversion rate of technician leads. In H1 technician leads
participation rates increased by 11.5ppts to c.61.5%, supported by
in-market training, process upgrades and performance
dashboards.
|
●
|
Sales efficiency and Pricing.
Improved sales efficiency remains an area of opportunity. To
improve sales conversion rates we are adding new dedicated sales
area managers and driving improvement in the sales response time
from initial customer contact. In H1 the work order completion rate
exceeded its target of 97%. Our pricing discipline also remains
strong, and we are on track to deliver target price increases
through 2024.
|
Additional Investment for Growth
In H1, we spent approximately $21m of the $25m
allocated to target growth initiatives including digital search,
web content, social platform optimisation and brand advertising.
Many of these elements are showing positive signs. However, there
is more to do to here, in addition to opportunities in the areas of
sales close rates and customer retention. We plan to build on
current activities and learnings to both increase new customer
acquisition and ensure we maximise the value of our existing
base.
We are therefore investing further into growth by
committing an additional $25m, including c.$15m P&L spend in FY
24. Specifically, we are scaling up spend on paid search, on brand
advertising, on sales capability including new areas sales
managers, and importantly on customer retention initiatives. This
will be funded through the reinvestment of gross cost synergies
realised in the Terminix integration programme. In addition, we are
also redirecting some of the capability freed up from the
completion of branch integration preparation to support growth, as
well as back-office efficiency initiatives. Alongside driving
customer acquisition through digital channels, we will focus on the
customer experience and the growth opportunity from higher customer
retention, recognising that a one percentage point increase in
customer retention on a full year basis delivers c.$27m in Organic
Revenue. In H1 we launched a new quality control programme (CSQP)
to bring more consistency to the customer experience. We are also
expanding the Customer Saves team with 40 new colleagues and
enhancing our marketing efforts geared towards at-risk customers.
We will also be increasing our use of data to identify and address
customer friction points.
Paragon Distribution Business
Following notification at the Preliminary Results in
March, the small Paragon distribution business was closed with
effect from 1 April 2024, with a correspondent reduction in North
America regional Revenue and Adjusted Operating Profit in 2024 of
approximately $65m and $4m respectively. This closure has been
treated as the closure of a business line and therefore excluded
from current and prior year's revenue for the calculation of
organic growth from April 1 in each year.
Europe (incl. LATAM)
|
H1 24
AER
£m
|
AER
Growth
|
H1 24
CER
£m
|
CER
Growth
|
Organic
Growth
|
Revenue
|
551
|
4.0%
|
562
|
7.0%
|
5.8%
|
Operating Profit
|
88
|
9.0%
|
90
|
9.2%
|
|
Adjusted Operating Profit
|
104
|
6.1%
|
106
|
9.1%
|
|
Adjusted Operating Margin
|
18.8%
|
0.4%
|
18.9%
|
0.4%
|
|
The region enjoyed another period of strong revenue
performance, with Revenue up by 7.0% in the first six months of the
year to £562m. The business delivered Organic Revenue growth of
5.8%, driven by both effective price increases and resilience in
overall demand. Revenue growth in Pest Control was 8.0%, with a
strong contribution from larger markets like Germany and Italy
(which both delivered double-digit Organic Revenue growth), and
Benelux. Hygiene & Wellbeing grew Revenue by 5.2% in the period
led by good momentum in the Enhanced Environments business where
there was an improved performance in Specialist Hygiene and the
Cleanroom business. France Workwear, which continues to benefit
from strong pricing, delivered Revenue growth of 7.5%.
Adjusted Operating Profit in the region grew by 9.1%
to £106m. Statutory Operating Profit was up 9.0% to £88m at AER.
Adjusted Operating Margin increased by 40 bps to 18.9%. Margin
improvement has been underpinned by the Hygiene & Wellbeing
category, mainly in the core Hygiene business where France and
Italy have contributed strongly, and also in Cleanroom where higher
volumes at good margins have led to improved overhead recovery.
While there have been ongoing inflationary pressures throughout the
period, we continue to be successful at mitigating the impact of
inflation on margin with pass-through pricing.
Customer retention has remained very strong, up
further to 88.5% (FY 23: 88.4%.) Colleague retention rates in the
region are excellent, up to 90.7% (FY 23: 90.4%). Alongside this,
time to hire has improved month-by-month.
UK & Sub-Saharan Africa
|
H1 24
AER
£m
|
AER
Growth
|
H1 24
CER
£m
|
CER
Growth
|
Organic
Growth
|
Revenue
|
213
|
12.2%
|
213
|
13.2%
|
5.1%
|
Operating Profit
|
45
|
11.7%
|
45
|
12.6%
|
|
Adjusted Operating Profit
|
49
|
8.4%
|
49
|
9.3%
|
|
Adjusted Operating Margin
|
23.0%
|
(0.9%)
|
23.0%
|
(0.9%)
|
|
The region delivered a strong trading performance
against a challenging macro backdrop. Overall, Revenue for UK &
Sub-Saharan Africa increased by 13.2% to £213m with a positive
contribution from both business categories, Pest Control and
Hygiene & Wellbeing. Organic Revenue growth was up 5.1%. Pest
Control Revenue was up 5.2% to £101m. Hygiene & Wellbeing
Revenue increased 21.4% to £112m.
Adjusted Operating Profit was up 9.3% to £49m.
Statutory Operating Profit was up 11.7% to £45m at AER. Adjusted
Operating Margin remains strong at 23.0%, despite a slight
reduction of 90bps in the period, due to upfront short term
dilution from bolt-on M&A activity. The margin performance has
been underpinned by the UK's regional service performance (State of
Service) reaching an all-time high, reflected in an excellent Net
Promoter Score of 70%. This also sustained the region's strong
customer retention rate of 86.4% (FY 23: 86.9%). The period saw an
acceleration in the UK's innovation programme with a further
increase in the proportion of sales derived from new service lines.
In the UK Pest Control business, the strategic transition to
digitally connected solutions means over 100,000 devices are now
serviced via the PestConnect system. These strong service levels
and service differentiation continue to complement our pricing
control systems and processes, which have mitigated the ongoing
heightened cost inflation pressure.
Skill and resource constraints in the marketplace have
been mitigated by ongoing investment in our internal colleague
development programme and apprentice scheme, with Rentokil Initial
remaining one of the leading apprentice employers in the UK.
Colleague retention in the region is 84.4%, up 1.0ppts.
Asia & MENAT
|
H1 24
AER
£m
|
AER
Growth
|
H1 24
CER
£m
|
CER
Growth
|
Organic
Growth
|
Revenue
|
172
|
2.2%
|
178
|
7.5%
|
4.7%
|
Operating Profit
|
17
|
(3.6%)
|
18
|
1.6%
|
|
Adjusted Operating Profit
|
22
|
(3.4%)
|
24
|
1.7%
|
|
Adjusted Operating Margin
|
13.0%
|
(0.7%)
|
13.0%
|
(0.7%)
|
|
Asia & MENAT delivered a good performance in the
first six months of 2024. Revenue rose by 7.5%, of which 4.7% was
organic, underpinned by contractual activity. The positive
performance was led by the Pest Control business and the region's
largest markets, including India and Indonesia. This was partially
offset by slower growth in Malaysia (lower one-time job work yet
good growth in contract revenue) and Hong Kong, which continued to
be impacted by macro events.
Adjusted Operating Profit in the region increased 1.7%
to £24m. Adjusted Operating Margin was modestly down by 70 bps to
13.0%, as a result of additional growth investment in Singapore and
Hong Kong. Pricing continued to improve, supporting margin
expansion in the growth markets of India and Indonesia. Operating
Profit was down 3.6% to £17m at AER. Customer retention was up to
80.4% (FY 23: 78.7%). Regional operations have benefited from a
sustained high colleague retention rate, up further in the period
to 93.5% (FY 23: 92.0%).
Pacific
|
H1 24
AER
£m
|
AER
Growth
|
H1 24
CER
£m
|
CER
Growth
|
Organic
Growth
|
Revenue
|
132
|
5.8%
|
135
|
10.4%
|
4.1%
|
Operating Profit
|
25
|
(2.5%)
|
25
|
1.7%
|
|
Adjusted Operating Profit
|
29
|
0.6%
|
29
|
5.0%
|
|
Adjusted Operating Margin
|
21.8%
|
(1.1%)
|
21.8%
|
(1.1%)
|
|
The Pacific region overall delivered a good first half
performance. Revenue was up by 10.4% to £135m. Organic Revenue grew
4.1%. Pest Control delivered 12.6% Revenue growth, led by continued
momentum in contractual work and despite an impact from weather on
the rural and track spray operations. Hygiene & Wellbeing
Revenue growth was 8.1%. The region saw strong demand for Ambius
services.
Adjusted Operating Profit in the Pacific grew by 5.0%
to £29m while Adjusted Operating Margin was 21.8%, impacted by
phasing in rural pest control. Operating Profit was down 2.5% to
£25m at AER. The customer retention rate remained strong at 85.7%
(FY 23: 86.5%). Colleague retention in the region is 79.1% (FY 23:
77.5%), amid continued tight labour markets.
Category performance review
Pest Control
|
H1 24
AER
£m
|
AER
Growth
|
H1 24
CER
£m
|
CER
Growth
|
Organic
Growth
|
Revenue
|
2,146
|
0.1%
|
2,186
|
2.8%
|
2.2%
|
Operating Profit
|
328
|
1.9%
|
334
|
3.8%
|
|
Adjusted Operating Profit
|
410
|
(0.4%)
|
421
|
2.2%
|
|
Adjusted Operating Margin
|
19.2%
|
(0.1%)
|
19.2%
|
(0.1%)
|
|
Our Pest Control business, now including Terminix, is
the largest operator in both the US, the world's biggest pest
control market, and the world overall. Revenue was up by 2.8% to
£2,186m, benefiting from Organic Revenue growth of 2.2% and
continued bolt-on M&A. Performance has been underpinned by both
pricing and volumes, led by the Commercial Pest Control business,
which has a high proportion of contractual activity. Pest Control
Revenue in North America at £1,614m was up 1.0%, while Revenue in
the rest of the world at £572m was up 8.3%.
Adjusted Operating Profit was up by 2.2% to £421m
while Adjusted Operating Margin was down slightly by 10bps to
19.2%. Operating Profit was up by 1.9% to £328m at AER.
Hygiene & Wellbeing
|
H1 24
AER
£m
|
AER
Growth
|
H1 24
CER
£m
|
CER
Growth
|
Organic
Growth
|
Revenue
|
440
|
6.3%
|
448
|
9.3%
|
4.4%
|
Operating Profit
|
71
|
10.2%
|
72
|
13.5%
|
|
Adjusted Operating Profit
|
78
|
11.1%
|
77
|
14.3%
|
|
Adjusted Operating Margin
|
17.2%
|
0.8%
|
17.2%
|
0.8%
|
|
Rentokil Initial offers a wide range of hygiene and
wellbeing services. Inside the washroom we provide hand hygiene
(soaps and driers), air care, in-cubicle (feminine hygiene units),
no-touch products and digital hygiene services. In addition to core
washroom hygiene, we deliver specialist hygiene services such as
clinical waste management. We're also improving the customer
experience through premium scenting, plants, air quality monitoring
and green walls. Customer sectors range from public sector
(schools, government buildings) and facilities management through
to hotels, bars and restaurants, industrials and retail.
Hygiene & Wellbeing Revenue increased by 9.3% to
£448m, driven by supportive pricing and resilient demand. Overall,
Organic Revenue growth was 4.4%, with core washrooms up 3.8% and
premises and enhanced environments up 6.5%. Adjusted Operating
Profit was up by 14.3% to £77m and Adjusted Operating Margin
increased by 80bps to 17.2%. Operating Profit was up by 10.2% to
£71m at AER.
France Workwear
|
H1 24
AER
£m
|
AER
Growth
|
H1 24
CER
£m
|
CER
Growth
|
Organic
Growth
|
Revenue
|
114
|
5.1%
|
116
|
7.5%
|
7.5%
|
Operating Profit
|
19
|
8.1%
|
20
|
10.6%
|
|
Adjusted Operating Profit
|
20
|
7.0%
|
20
|
9.4%
|
|
Adjusted Operating Margin
|
17.2%
|
0.3%
|
17.2%
|
0.3%
|
|
The France Workwear business made another strong
contribution with Revenue, all of which was organic, up by 7.5% to
£116m. High customer retention of over 94.4% supported France
Workwear's continued good volumes. Inflation was successfully
mitigated with price increases. Adjusted Operating Profit increased
by 9.4% to £20m and Adjusted Operating Margin increased by 30bps to
17.2%. Operating Profit was up by 8.1% to £19m at AER.
Integration of Terminix
Phase 2 - preparation of branch integrations - completed in
H1
We remain firmly on course to deliver the benefits of
the Terminix deal. In the first six months of the year, we
successfully delivered on the legal, IT and operational goals
previously articulated.
●
|
Finalised merger of the legal entity, enabling branch
integrations and unified contracts.
|
●
|
Developed 22 systems with over 190 features to enable
integrations to commence in June - all successfully tested and
deployed.
|
●
|
Harmonised multiple business processes, contracts and
applications to support cost synergy delivery.
|
●
|
Designed and rolled out harmonised pay plans for field
leadership as well as the National Account sales team.
|
●
|
Established aligned technician pay plans to enable
harmonisation at re-route state of each local integration.
|
●
|
Harmonised all pest service lines of business and
established a central product and pricing tool.
|
●
|
Launched consistent training and development plans for
all sales and operations colleagues.
|
●
|
Rolled out upgraded and harmonised procurement
tools.
|
●
|
Established shared reporting and KPIs for field
leadership.
|
●
|
Launched a shared HR information system and harmonised
policies.
|
●
|
Updated financial systems to provide a shared view of
financials for management growth and reporting.
|
●
|
Upgraded IT security for global standard
adherence.
|
Phase 3 - branch integrations - launched on schedule in
June
Phase 3 of our integration is focused on the migration
of Terminix branches. We are taking a methodical and disciplined
approach, aided by a fully comprehensive execution plan and
playbook. The first branch integrations have taken place and,
following extensive planning and testing, these branches are now
operating on standard systems, data and processes.
●
|
9 branches, 160 technicians, c.10,500 Commercial
customer locations, c.20,000 Residential customer locations, c.2000
National Accounts. Combined revenues of c.$37m
|
●
|
A single set of systems working well
|
●
|
100% of colleague and customer data ported across
|
●
|
100% of work orders completed by technicians
|
At these branches, sales lead flow is functioning
well. While we initially experienced a brief initial uptick in the
level of communications from customers, these returned to
pre-integration levels within a few days. Technician and sales
colleague retention rates remain good. Currently, over 40% of our
total North America service technicians are now on the new PestPac
system, and we expect this to reach over 50% by the end of
2024.
We have seven pest control regions in the US and each
integration will be executed over approximately 10 months in total
from planning to rerouting. Following the migration of branch
systems and data, there follows a three-month period of evaluation
leading up to the final part of the branch integration when
branding, rerouting and the technician and sales pay plans are
standardised. We expect this final part of the integration process
to start in the first branches in Q4 2024. There will be extensive
communications throughout the process for colleagues, including
around the new pay plans, which will eliminate 100% commission-only
contracts for new sales colleagues and provide multiple
opportunities to boost overall pay.
In H2, we plan to migrate over 25% of Terminix
branches, revenue, and service and sales colleagues onto the new
PestPac platform.
Branch and Brand Strategies
The Group has a strong track record globally,
including in the US, of combining branch properties as part of its
well established bolt-on programme and we are confident in our
ability to leverage that experience and expertise. In H1, we
continued to co-locate teams ahead of integration. We exited an
additional 33 properties in the period (c.75 properties to be
exited in FY 2024). Our US branch network strategy is to move from
the original count of more than 600 total branches to an end state
of approximately 400 optimally located and sized branches. Our
focus is on increasing the size of sub-scale branches (operating at
below $3m revenue) to provide greater overall scale and density.
There will be limited change to medium ($6m-$9m annual revenue) and
large (above $9m annual revenue) branches. The strategy is
implemented in the knowledge that organic growth rates at our large
and small branches have historically been similar, and with the
significant opportunity that the improved route density will
deliver margin expansion.
At branch level, the service role will remain largely
unaffected, since technicians typically only visit the physical
branch 3-4 times per month. There will be no change to the span of
control (number of direct reports a supervisor is responsible for).
Many branches will benefit from the introduction of sales managers,
enabling a greater focus on sales teams and additional capacity for
branch managers to attend to customers and other service
responsibilities.
Linked to the route integration is the brand strategy
that will deliver a combination of national, regional and local
brands. As a leading brand for commercial pest control in the US,
'Rentokil' will be retained as the brand identity for large
commercial and national accounts. The 'Terminix' brand name will be
used for US residential, termite and SME business. The Terminix
national brand, for example, will be accompanied by the continued
use of a number of large regional and local brands, such as Western
Exterminator and Ehrlich (to be co-branded Terminix Western and
Terminix Ehrlich). This streamlined brand portfolio will enable
greater focus and targeted investment.
Synergy Delivery
There has been strong delivery on cost synergies in H1
24 with $58m of pre-tax P&L gross cost synergies and $23m of
net synergies achieved. This takes the cumulative P&L benefit
from gross and net synergies to $162m and $105m respectively since
completion of the transaction. Terminix integration Costs to
Achieve in FY 24 are lowered by c.$10m to $80-$90m (previously
c.$90m-$100m).
|
Achieved
|
|
Incremental P&L Impact
|
2022-23
|
|
H1 Actual
|
H2 Forecast
|
FY 2024
|
Gross Synergies
|
$104m
|
|
$58m
|
$54m
|
$112m
|
Investments
|
-$22m
|
|
-$35m
|
-$52m
|
-$87m
|
Net Synergies
|
$82m
|
|
$23m
|
$2m
|
$25m
|
Continued strength of bolt-on M&A
In the first half of the year, we acquired a total of
23 new businesses, comprising 16 in Pest Control and 7 in Hygiene
& Wellbeing. A total consideration of £112m was agreed for
these acquired businesses with total annualised revenues of £81m in
the year prior to purchase.
Our pipeline of prospects remains strong. As we
integrate Terminix, we continue to selectively pursue high quality
M&A assets. We slightly revise our guidance on M&A spend
for the full year to £200-£250m.
Business Category
|
# Acquisitions
|
Annualised Revenue (£m)
|
Pest Control
|
16
|
36
|
Hygiene & Wellbeing
|
7
|
45
|
Total
|
23
|
81
|
Region
|
# Acquisitions
|
Annualised Revenue (£m)
|
North America
|
9
|
22
|
Europe incl. LATAM
|
8
|
13
|
UK & SSA
|
1
|
30
|
Asia & MENAT
|
3
|
11
|
Pacific
|
2
|
5
|
Employer of Choice
Rentokil Initial is committed to being a world-class
Employer of Choice, with colleague safety and the attraction,
recruitment and retention of the best people from the widest
possible pool of talent, being key business objectives globally. As
an organisation, we strongly believe that creating a diverse and
inclusive workforce that reflects the business environment in which
we operate will increase colleague engagement and customer
satisfaction, as well as drive increased innovation, enhance our
reputation and therefore boost our financial performance.
We continue to see good results from our sustained
investment in recruitment and training. Total Group colleague
retention continued to rise at 85.9% (FY 23: 84.2%). Service
colleague retention increased to 84.9% (FY 23: 83.3%), while sales
colleague retention improved to 80.0% (FY 23: 77.4%). Regionally,
Europe and Asia held retention rates above 90%. Our North American
region increased colleague retention by 2.6ppts to 77.8%. This has
been achieved through a wide-ranging programme including an
enhanced new hire and onboarding experience, and additional
mentoring resources.
Innovation and Technology
The Company's investment in innovation and technology
continues to drive profitable growth in the business. It
strengthens our brand and cements our leadership position, enabling
us to provide enhanced service to customers and target key growth
sectors, while lowering our operating costs and improving our
sustainability credentials.
In the first half of the year, we rolled out an
additional 75,000 units of our award-winning PestConnect solution,
which provides a real-time, early warning digital system for
monitoring and controlling rodents. We now have 440,000 units in
operation, and twelve countries where more than 10% of the
commercial portfolio benefits from connected devices. The
PestConnect product range has also been expanded in H1 2024 with
the introduction of Radar X for businesses. This is our most
sustainable connected device to date, using carbon dioxide gas
rather than rodenticides and benefiting from a longer battery life
and more recyclable parts. Also in the period, having completed
extensive laboratory and field testing, we launched our AI smart
camera technology, following development of an AI algorithm for the
specific needs of rodent identification.
North America Innovation Centre
In June 2024, the Group opened its first dedicated
pest control innovation centre in the US based in Dallas, Texas.
The centre will focus on innovation and technology for the
residential, termite and mosquito sectors. Housing a combination of
entomologists, vector scientists, fumigation chemists and
residential product owners, it will conduct research aimed at
providing transformative solutions to pest control challenges, as
well as delivering training for frontline colleagues.
Financial review
Central and regional overheads
Central and regional overheads of £61m at CER (and
AER) were up £3m on the prior year (H1 23: £58m at CER and
AER).
Interest (at AER)
Adjusted interest of £66m at actual exchange rates was
£1m lower year on year.
Tax
The income tax charge for the period at actual
exchange rates was £57m on the reported profit before tax of £253m,
giving an effective tax rate (ETR) of 22.5% (H1 23: 22.9%). The
Group's ETR before amortisation of intangible assets (excluding
computer software), one-off and adjusting items and the net
interest adjustments for H1 24 was 23.5% (H1 23: 23.4%). This
compares with a blended rate of tax for the countries in which the
Group operates of 25.3% (H1 23: 25.0%).
Net debt and cash flow
£m at actual exchange rates
|
Year to Date
|
H1 2024
£m
|
H1 2023
£m
|
Change
£m
|
Adjusted Operating Profit
|
445
|
437
|
8
|
Depreciation
|
153
|
147
|
6
|
Other
|
13
|
18
|
(5)
|
Adjusted EBITDA
|
611
|
602
|
9
|
One-off and adjusting items (non-cash)
|
4
|
32
|
(28)
|
Working capital
|
(97)
|
(26)
|
(71)
|
Movement on provisions
|
(35)
|
(26)
|
(9)
|
Capex - additions
|
(105)
|
(102)
|
(3)
|
Capex - disposals
|
1
|
2
|
(1)
|
Capital of lease payments and initial direct costs
incurred
|
(72)
|
(81)
|
9
|
Interest
|
(104)
|
(114)
|
10
|
Tax
|
(31)
|
(58)
|
27
|
Free Cash Flow
|
172
|
229
|
(57)
|
Acquisitions
|
(76)
|
(175)
|
99
|
Dividends
|
(149)
|
(131)
|
(18)
|
Cash impact of one-off and adjusting items
|
(41)
|
(78)
|
37
|
Other
|
-
|
(1)
|
1
|
Debt related cash flows:
|
|
|
|
Cash outflow on settlement of debt related foreign
exchange forward contracts
|
(6)
|
(3)
|
(3)
|
Debt repayments
|
(4)
|
-
|
(4)
|
Debt related cash flows
|
(10)
|
(3)
|
(7)
|
|
|
|
|
Net decrease in cash and cash equivalents
|
(104)
|
(159)
|
55
|
Cash and cash equivalents at the beginning of the
year
|
832
|
879
|
(47)
|
Exchange losses on cash and cash equivalents
|
(12)
|
(22)
|
10
|
Cash and cash equivalents at end of the financial
period
|
716
|
698
|
18
|
|
|
|
|
Net decrease in cash and cash equivalents
|
(104)
|
(159)
|
55
|
Debt related cash flows
|
10
|
3
|
7
|
IFRS 16 liability movement
|
(1)
|
(7)
|
6
|
Debt acquired
|
(4)
|
18
|
(22)
|
Bond interest accrual
|
35
|
35
|
-
|
Foreign exchange translation and other items
|
(12)
|
136
|
(148)
|
(Increase)/decrease in net debt
|
(76)
|
26
|
(102)
|
Opening net debt
|
(3,146)
|
(3,296)
|
150
|
Closing net debt
|
(3,222)
|
(3,270)
|
48
|
Net cash flows from operating activities decreased
7.5% to £307m. Free Cash Flow of £172m was £57m lower than in H1
23. Adjusted EBITDA was £611m, up 1.5% versus the prior year.
One-off and adjusting items (non-cash) were £4m (H1 23: £32m).
The Group had a £97m working capital outflow in the
first six months of the year resulting from a slightly softer
debtors' performance and improved supplier payment processing at
the end of H1. These in-period outputs have no impact on the FY
cash outlook. Previous FY 24 expectations for working capital and
cash generation remain unchanged. Capital expenditure of £105m was
incurred in the period (H1 23: £102m), reflecting organic
growth.
Cash interest payments of £104m were £10m lower than
in the prior year due to higher interest received on deposits. For
some of our bonds we pay a full year of cash interest in H1 versus
a P&L charge across the year resulting in weaker cash
conversion in the first half.
Cash tax payments for the period were £31m, a decrease
of £27m compared with the corresponding period in 2023. This was
due to prior year one-off tax payments, as well as H1 24 one-off US
tax refunds mainly related to the Terminix acquisition. FY 24 cash
tax guidance has been improved to reflect the one-time receipt of
less than £10m that will not repeat in 2025. Adjusted Free Cash
Flow Conversion was 62.2%.
Cash spend in H1 on current and prior year
acquisitions was £76m, dividend payments were £149m and the cash
impact of one-off and adjusting items was £41m (largely related to
the Terminix acquisition). Overall, this led to a change in net
debt of £76m and closing net debt of £3,222m.
Going concern
The Board continues to adopt the going concern basis
in preparing the accounts on the basis that the Group's strong
liquidity position and its demonstrated ability to manage the level
of capital expenditure, dividends or expenditure on bolt-on
acquisitions are sufficient to meet the Group's forecast funding
needs, including those modelled in a severe but plausible downside
case.
Funding
As at 30 June 2024, the Group had liquidity headroom
in the region of £1,493m, including £791m ($1bn) of undrawn
revolving credit facility (RCF), with a maturity date of October
2028. The net debt to Adjusted EBITDA ratio was 2.6x at 30 June
2024 (31 December 2023: 2.6x). The net debt to EBITDA ratio was
2.8x at 30 June 2024 (31 December 2023: 2.8x). The interest rate on
approximately 81% of the Group's debt including leases is fixed.
The Group's €400m bond matures in November 2024 and given the
current level of headroom, the Group retains optionality around the
timing of the refinancing.
Dividend
The directors have declared an interim dividend
payment of 3.16p per share amounting to £80m payable on 16
September 2024 to shareholders on the register at close of business
on 9 August 2024. The last day for DRIP elections is 23 August
2024. The Company has a progressive dividend policy and will
consider the level of growth for 2024 based on the year-end
results. These interim financial statements do not reflect this
dividend payable.
Termite Warranty Claims
Further good progress has been made in the period on
termite warranty claim volumes. Total filed warranty claims reduced
by 6% on the prior year. Open warranty claims further reduced by
16% on the prior year. There has also been a significant 75%
year-on-year reduction in complex litigated damage claims filed.
Rolling average settled claims costs for legacy customers have
increased by c.11% since 31 December 2023 as a result of the
continued clear down of legacy claims weighing on the average of an
ever smaller claims population.
Change of Presentation Currency
The Group has used British Pound Sterling (GBP) as its
presentation currency since inception. As a result of the
acquisition of Terminix, the US represents c.60% of Group Revenue
and c.67% of Adjusted Operating Profit. We therefore plan to change
our Presentation Currency to United States Dollars (USD) for all
reporting periods starting from 1 January 2025. We commenced a
project in H2 2023 to recalculate the impact of FX for USD
reporting back to the transfer to IFRS in 2004. During H1 2024 we
have completed key upgrades to the Group consolidation system.
Final upgrades and sign off will occur in H2 2024 to support USD
based planning processes for 2025. We plan to provide USD
comparatives for Key Financial Statements and support for modelling
from Annual Results reporting in 2025.
Listing
The Board is focused on ensuring the Group delivers
attractive shareholder returns by driving Organic Revenue growth,
realising cost efficiency and providing capital discipline. In the
near-term we are committed to improving organic growth in our US
Pest business, through executing our Right Way 2 Growth plan, and
to successfully integrating Terminix and Rentokil in North America.
Going forward, the Board will continue to keep the Group's listing
structure under review to ensure that the strength of the Group's
underlying financial performance and its prospects are
appropriately valued.
Technical guidance update
Further operational progress is expected to offset
increased FX headwinds. We expect a net c.$15m (c.£12m) revision to
Group Adjusted Operating Profit in the full year, which reflects,
amongst other items, the additional growth investment in H2.
Expected P&L Outcomes
Restructuring costs: £5m
One offs and Adjusting items excl. Terminix: £15m-£20m
(previously c.£10m)
Terminix integration Costs to Achieve*: $80m-$90m
(previously c.$90m-$100m)
Central and regional overheads, including Terminix
related investments. £145m-£150m
P&L adjusted interest costs: c.£135m-£145m**,
incl. £10m-£15m of hyperinflation (at AER)
Estimated Adjusted Effective Tax Rate: 24%-25%
(previously 25%-26%)
Share of Profits from Associates: c.£8m-£10m
Impact of FX within range of -£30m to -£40m
(previously -£25m to -£35m)***
Intangibles amortisation: £175m-£185m
Due to closure of the Paragon distribution business,
North America regional Revenue and Adjusted Operating Profit in
2024 is reduced by approximately $65m and $4m respectively.
Expected Cash Outcomes
Overall one-off and adjusting items: c.£85m-£95m
Working Capital: c.£50m-£60m and c.£55m-£65m of
provision payments
Capex excluding right of use (ROU) asset lease
payments: £250m-£260m
Cash interest: c.£150m-£160m (previously
c.£160m-£170m)
Cash tax payments: £115m-£125m
Anticipated spend on M&A in 2024 of £200m-£250m
(previously c.£250m)
* Reported as one-off and adjusting items and
excluded from Adjusted Operating Profit and Adjusted PBTA
** Interest costs will be impacted by refinancing
decision taken around the maturity of the €400m bond with a
maturity date of November 2024
*** Based on maintenance of current FX rates. Each
$0.01 movement in the USD/GBP exchange rate and €0.01 movement in
the EUR/GBP exchange rate has a c.£5m and c.£2m impact respectively
on annual Adjusted Operating Profit. All technical items above
subject to FX.
Appendix 1
Summary of financial performance (at AER)
Regional Performance
|
Revenue
|
|
Adjusted Operating Profit
|
|
H1 2024
£m
|
H1 2023
£m
|
Change
%
|
H1 2024
£m
|
H1 2023
£m
|
Change
%
|
North America
|
1,632
|
1,654
|
(1.3%)
|
|
304
|
306
|
(0.6%)
|
Pest Control
|
1,585
|
1,609
|
(1.4%)
|
|
295
|
302
|
(2.3%)
|
Hygiene & Wellbeing
|
47
|
45
|
5.0%
|
|
9
|
4
|
120.9%
|
|
|
|
|
|
|
|
|
Europe (inc LATAM)
|
551
|
529
|
4.0%
|
|
104
|
97
|
6.1%
|
Pest Control
|
264
|
252
|
4.8%
|
|
60
|
57
|
4.1%
|
Hygiene & Wellbeing
|
173
|
169
|
2.1%
|
|
24
|
22
|
10.8%
|
France Workwear
|
114
|
108
|
5.1%
|
|
20
|
18
|
7.0%
|
|
|
|
|
|
|
|
|
UK & Sub Saharan Africa
|
213
|
190
|
12.2%
|
|
49
|
46
|
8.4%
|
Pest Control
|
101
|
97
|
4.3%
|
|
26
|
26
|
2.8%
|
Hygiene & Wellbeing
|
112
|
93
|
20.5%
|
|
23
|
20
|
15.7%
|
|
|
|
|
|
|
|
|
Asia & MENAT
|
172
|
168
|
2.2%
|
|
22
|
23
|
(3.4%)
|
Pest Control
|
128
|
123
|
3.9%
|
|
17
|
18
|
(3.5%)
|
Hygiene & Wellbeing
|
44
|
45
|
(2.5%)
|
|
5
|
5
|
(3.2%)
|
|
|
|
|
|
|
|
|
Pacific
|
132
|
125
|
5.8%
|
|
29
|
29
|
0.6%
|
Pest Control
|
68
|
63
|
8.0%
|
|
12
|
12
|
(0.6%)
|
Hygiene & Wellbeing
|
64
|
62
|
3.6%
|
|
17
|
17
|
1.5%
|
|
|
|
|
|
|
|
|
Central
|
6
|
5
|
8.0%
|
|
(61)
|
(58)
|
(5.1%)
|
Restructuring costs
|
-
|
-
|
|
|
(2)
|
(6)
|
70.4%
|
Total at AER
|
2,706
|
2,671
|
1.3%
|
|
445
|
437
|
1.9%
|
Total at CER
|
2,756
|
2,650
|
4.0%
|
|
455
|
434
|
4.7%
|
Business Category Performance
|
Revenue
|
|
Adjusted Operating Profit
|
|
H1 2024
£m
|
H1 2023
£m
|
Change
%
|
H1 2024
£m
|
H1 2023
£m
|
Change
%
|
Pest Control
|
2,146
|
2,144
|
0.1%
|
|
410
|
415
|
(0.4%)
|
Hygiene & Wellbeing
|
440
|
414
|
6.3%
|
|
78
|
68
|
11.1%
|
France Workwear
|
114
|
108
|
5.1%
|
|
20
|
18
|
7.0%
|
Central
|
6
|
5
|
8.0%
|
|
(61)
|
(58)
|
(5.1%)
|
Restructuring costs
|
-
|
-
|
|
|
(2)
|
(6)
|
70.4%
|
Total at AER
|
2,706
|
2,671
|
1.3%
|
|
445
|
437
|
1.9%
|
Total at CER
|
2,756
|
2,650
|
4.0%
|
|
455
|
434
|
4.7%
|
Consolidated Statement of Profit or Loss and Other
Comprehensive Income
For the period ended 30 June 2024
|
Note
|
Unaudited
6 months to
30 June
2024
£m
|
Unaudited
6 months to
30 June
2023
£m
|
Revenue
|
4
|
2,706
|
2,671
|
Operating expenses
|
|
(2,360)
|
(2,354)
|
Net impairment losses on financial assets
|
|
(25)
|
(13)
|
Operating profit
|
|
321
|
304
|
Finance income
|
|
24
|
17
|
Finance cost
|
|
(96)
|
(88)
|
Share of profit from associates net of tax
|
|
4
|
7
|
Profit before income tax
|
|
253
|
240
|
Income tax expense1
|
5
|
(57)
|
(55)
|
Profit for the period
|
|
196
|
185
|
Profit for the period attributable to:
|
|
|
|
Equity holders of the Company
|
|
196
|
185
|
Non-controlling interests
|
|
-
|
-
|
Other comprehensive income:
|
|
|
|
Items that may be reclassified
subsequently to the income statement:
|
|
|
|
Net exchange adjustments offset in reserves
|
|
21
|
(341)
|
Net (loss)/gain on net investment hedge
|
|
(8)
|
49
|
Effective portion of changes in fair value of cash
flow hedge
|
|
5
|
49
|
Cost of hedging
|
|
(2)
|
17
|
Tax related to items taken to other comprehensive
income
|
|
2
|
2
|
Other comprehensive income for the period
|
|
18
|
(224)
|
Total comprehensive income for the period
|
|
214
|
(39)
|
Total comprehensive income for the period attributable
to:
|
|
|
|
Equity holders of the Company
|
|
214
|
(39)
|
Non-controlling interests
|
|
-
|
-
|
Earnings per share attributable to the Company's
equity holders:
|
|
|
Basic
|
7.78p
|
7.35p
|
Diluted
|
7.75p
|
7.31p
|
1. Taxation includes £57m (2023: £55m) in respect of
overseas taxation.
All profit is from continuing operations.
The weighted average number of ordinary shares in
issue is 2,521m (30 June 2023: 2,513m). For the diluted EPS
calculation the adjustment for share options and LTIPs is 9m (30
June 2023: 14m).
Consolidated Balance Sheet
|
Note
|
Unaudited
At 30
June
2024
£m
|
Audited
At 31
December
2023
£m
|
Assets
|
|
|
|
Non-current assets
|
|
|
|
Intangible assets
|
|
7,128
|
7,042
|
Property, plant and equipment
|
|
502
|
499
|
Right-of-use assets
|
|
457
|
452
|
Investments in associated undertakings
|
|
43
|
44
|
Other investments
|
|
21
|
21
|
Deferred tax assets
|
5
|
48
|
43
|
Contract costs
|
|
229
|
224
|
Retirement benefit assets
|
|
7
|
3
|
Trade and other receivables
|
|
49
|
45
|
Derivative financial instruments
|
10
|
18
|
57
|
|
|
8,502
|
8,430
|
Current assets
|
|
|
|
Other investments
|
|
1
|
1
|
Inventories
|
|
204
|
207
|
Trade and other receivables
|
|
949
|
880
|
Current tax assets
|
5
|
9
|
33
|
Derivative financial instruments
|
10
|
10
|
14
|
Cash and cash equivalents
|
|
1,557
|
1,562
|
|
|
2,730
|
2,697
|
Liabilities
|
|
|
|
Current liabilities
|
|
|
|
Trade and other payables
|
|
(1,145)
|
(1,144)
|
Current tax liabilities
|
5
|
(46)
|
(48)
|
Provisions for liabilities and charges
|
12
|
(68)
|
(94)
|
Bank and other short-term borrowings
|
|
(1,199)
|
(1,134)
|
Lease liabilities
|
|
(133)
|
(127)
|
Derivative financial instruments
|
10
|
(36)
|
(32)
|
|
|
(2,627)
|
(2,579)
|
Net current assets
|
|
103
|
118
|
Non-current liabilities
|
|
|
|
Other payables
|
|
(82)
|
(71)
|
Bank and other long-term borrowings
|
|
(3,104)
|
(3,153)
|
Lease liabilities
|
|
(315)
|
(318)
|
Deferred tax liabilities
|
5
|
(534)
|
(517)
|
Retirement benefit obligations
|
|
(29)
|
(28)
|
Provisions for liabilities and charges
|
12
|
(357)
|
(357)
|
Derivative financial instruments
|
10
|
(21)
|
(16)
|
|
|
(4,442)
|
(4,460)
|
Net assets
|
|
4,163
|
4,088
|
Equity
|
|
|
|
Capital and reserves attributable to the Company's
equity holders
|
|
|
|
Share capital
|
|
25
|
25
|
Share premium
|
|
14
|
14
|
Other reserves
|
|
548
|
532
|
Retained earnings
|
|
3,577
|
3,518
|
|
|
4,164
|
4,089
|
Non-controlling interests
|
|
(1)
|
(1)
|
Total equity
|
|
4,163
|
4,088
|
Consolidated Statement of Changes in Equity
|
Attributable to equity holders of the Company
|
|
|
|
Share
capital
£m
|
Share
premium
£m
|
Other
reserves
£m
|
Retained
earnings
£m
|
Non-
controlling
interests
£m
|
Total
equity
£m
|
At 1 January 2023
|
25
|
9
|
763
|
3,302
|
(1)
|
4,098
|
Profit for the period
|
-
|
-
|
-
|
185
|
-
|
185
|
Other comprehensive income:
|
|
|
|
|
|
|
Net exchange adjustments offset in reserves
|
-
|
-
|
(341)
|
-
|
-
|
(341)
|
Net gain on net investment hedge
|
-
|
-
|
49
|
-
|
-
|
49
|
Net gain on cash flow hedge1
|
-
|
-
|
49
|
-
|
-
|
49
|
Cost of hedging
|
-
|
-
|
17
|
-
|
-
|
17
|
Tax related to items taken directly to other
comprehensive income
|
-
|
-
|
-
|
2
|
-
|
2
|
Total comprehensive income for the period
|
-
|
-
|
(226)
|
187
|
-
|
(39)
|
Transactions with owners:
|
|
|
|
|
|
|
Gain on stock options
|
-
|
3
|
-
|
-
|
-
|
3
|
Dividends paid to equity shareholders
|
-
|
-
|
-
|
(131)
|
-
|
(131)
|
Cost of equity-settled share-based payment plans
|
-
|
-
|
-
|
14
|
-
|
14
|
Tax related to items taken directly to equity
|
-
|
-
|
-
|
4
|
-
|
4
|
Movement in the carrying value of put options
|
-
|
-
|
-
|
3
|
-
|
3
|
At 30 June 2023 (unaudited)
|
25
|
12
|
537
|
3,379
|
(1)
|
3,952
|
At 1 January 2024
|
25
|
14
|
532
|
3,518
|
(1)
|
4,088
|
Profit for the period
|
-
|
-
|
-
|
196
|
-
|
196
|
Other comprehensive income:
|
|
|
|
|
|
|
Net exchange adjustments offset in reserves
|
-
|
-
|
21
|
-
|
-
|
21
|
Net loss on net investment hedge
|
-
|
-
|
(8)
|
-
|
-
|
(8)
|
Net gain on cash flow hedge1
|
-
|
-
|
5
|
-
|
-
|
5
|
Cost of hedging
|
-
|
-
|
(2)
|
-
|
-
|
(2)
|
Tax related to items taken directly to other
comprehensive income
|
-
|
-
|
-
|
2
|
-
|
2
|
Total comprehensive income for the period
|
-
|
-
|
16
|
198
|
-
|
214
|
Transactions with owners:
|
|
|
|
|
|
|
Dividends paid to equity shareholders
|
-
|
-
|
-
|
(149)
|
-
|
(149)
|
Cost of equity-settled share-based payment plans
|
-
|
-
|
-
|
11
|
-
|
11
|
Tax related to items taken directly to equity
|
-
|
-
|
-
|
(1)
|
-
|
(1)
|
At 30 June 2024 (unaudited)
|
25
|
14
|
548
|
3,577
|
(1)
|
4,163
|
1. £5m net gain on cash flow hedge (2023: £49m net
gain) includes £36m loss (2023: £nil gain/loss) from the effective
portion of changes in fair value offset by reclassification to the
income statement of £41m loss (2023: £49m gain) due to changes in
foreign exchange rates.
Shares of £nil (2023: £nil) have been netted against
retained earnings. This represents 11.9m (2023: 14.5m) shares held
by the Rentokil Initial Employee Share Trust. The market value of
these shares at 30 June 2024 was £55m (2023: £89m). Dividend income
from, and voting rights on, the shares held by the Trust have been
waived.
Consolidated Statement of Changes in Equity
(continued)
Analysis of other reserves
|
Capital
reduction
reserve
£m
|
Merger
relief
reserve
£m
|
Cash flow
hedge
reserve
£m
|
Translation
reserve
£m
|
Cost of
hedging
£m
|
Total
£m
|
At 1 January 2023
|
(1,723)
|
2,998
|
3
|
(511)
|
(4)
|
763
|
Net exchange adjustments offset in reserves
|
-
|
-
|
-
|
(341)
|
-
|
(341)
|
Net gain on net investment hedge
|
-
|
-
|
-
|
49
|
-
|
49
|
Net gain on cash flow hedge1
|
-
|
-
|
49
|
-
|
-
|
49
|
Cost of hedging
|
-
|
-
|
-
|
-
|
17
|
17
|
Total comprehensive income for the period
|
-
|
-
|
49
|
(292)
|
17
|
(226)
|
At 30 June 2023 (unaudited)
|
(1,723)
|
2,998
|
52
|
(803)
|
13
|
537
|
At 1 January 2024
|
(1,723)
|
2,998
|
6
|
(754)
|
5
|
532
|
Net exchange adjustments offset in reserves
|
-
|
-
|
-
|
21
|
-
|
21
|
Net loss on net investment hedge
|
-
|
-
|
-
|
(8)
|
-
|
(8)
|
Net gain on cash flow hedge1
|
-
|
-
|
5
|
-
|
-
|
5
|
Cost of hedging
|
-
|
-
|
-
|
-
|
(2)
|
(2)
|
Total comprehensive income for the period
|
-
|
-
|
5
|
13
|
(2)
|
16
|
At 30 June 2024 (unaudited)
|
(1,723)
|
2,998
|
11
|
(741)
|
3
|
548
|
1. £5m net gain on cash flow hedge (2023: £49m net
gain) includes £36m loss (2023: £nil gain/loss) from the effective
portion of changes in fair value offset by reclassification to the
income statement of £41m loss (2023: £49m gain) due to changes in
foreign exchange rates.
Consolidated Cash Flow Statement
|
Note
|
Unaudited
6 months to
30 June
2024
£m
|
Unaudited
6 months to
30 June
2023
£m
|
Cash flows from operating activities
|
|
|
|
Operating profit
|
|
321
|
304
|
Adjustments for:
|
|
|
|
- Depreciation and impairment of property, plant and
equipment
|
|
78
|
75
|
- Depreciation and impairment of leased assets
|
|
63
|
60
|
- Amortisation and impairment of intangible assets
(excluding computer software)
|
|
87
|
87
|
- Amortisation and impairment of computer software
|
|
12
|
12
|
- Other non-cash items
|
|
13
|
18
|
Changes in working capital (excluding the effects of
acquisitions and exchange differences on consolidation):
|
|
|
|
- Inventories
|
|
5
|
(15)
|
- Contract costs
|
|
(5)
|
(5)
|
- Trade and other receivables
|
|
(70)
|
(55)
|
- Trade and other payables and provisions
|
|
(62)
|
23
|
Interest received
|
|
19
|
8
|
Interest paid1
|
|
(123)
|
(122)
|
Income tax paid
|
5
|
(31)
|
(58)
|
Net cash flows from operating activities
|
|
307
|
332
|
Cash flows from investing activities
|
|
|
|
Purchase of property, plant and equipment
|
|
(84)
|
(81)
|
Purchase of intangible fixed assets
|
|
(21)
|
(21)
|
Proceeds from sale of property, plant and
equipment
|
|
1
|
2
|
Acquisition of companies and businesses, net of cash
acquired
|
7
|
(76)
|
(175)
|
Net cash flows from investing activities
|
|
(180)
|
(275)
|
Cash flows from financing activities
|
|
|
|
Dividends paid to equity shareholders
|
6
|
(149)
|
(131)
|
Capital element of lease payments
|
|
(72)
|
(82)
|
Cash outflow on settlement of debt-related foreign
exchange forward contracts
|
|
(6)
|
(3)
|
Debt repayments
|
|
(4)
|
-
|
Net cash flows from financing activities
|
|
(231)
|
(216)
|
Net decrease in cash and cash equivalents
|
|
(104)
|
(159)
|
Cash and cash equivalents at beginning of period
|
|
832
|
879
|
Exchange loss on cash and cash equivalents
|
|
(12)
|
(22)
|
Cash and cash equivalents at end of the financial
period
|
|
716
|
698
|
1. Interest paid includes the interest element of
lease payments of £12m (2023: £12m).
Explanatory notes to the unaudited interim financial
statements
1. General information
The Company is a public limited company incorporated
in England and Wales and domiciled in the UK with listings on the
London Stock Exchange and the New York Stock Exchange. The address
of its registered office is Rentokil Initial plc, Compass House,
Manor Royal, Crawley, West Sussex, RH10 9PY.
The consolidated half-yearly financial information for
the half-year to 30 June 2024 was approved on 24 July 2024 for
issue on 25 July 2024.
On page 87 and 88 of the 2023 Annual Report we set out
the Group's approach to risk management and on pages 89 to 93 we
define the principal risks that are most relevant to the Group.
These risks are described in detail and have mitigating actions
assigned to each of them. In our view the principal risks remain
unchanged from those indicated in the Annual Report 2023. A summary
of the risks is laid out in the table below:
Principal risk
|
Summary of risk
|
Failure to integrate acquisitions and execute
disposals from continuing business
|
The Group has a strategy that includes growth by
acquisition, and has acquired 23 businesses in H1 2024. These
companies need to be integrated quickly and efficiently to minimise
potential impact on the acquired business and the existing
business.
|
Failure to develop products and services that are
tailored and relevant to local markets and market conditions
|
The Group operates across markets that are at
different stages in the economic cycle, at varying stages of market
development and have different levels of market attractiveness. We
must be sufficiently agile to develop and deliver products and
services that meet local market needs which allows us to meet our
growth objectives and stay ahead in a highly competitive
industry.
|
Failure to grow our business profitably in a changing
macro-economic environment
|
The Group's two core categories (Pest Control and
Hygiene & Wellbeing) operate in a global macro-economic
environment that is subject to uncertainty and volatility.
|
Failure to mitigate against financial market risks
|
Our business is exposed to foreign exchange risk,
interest rate risk, liquidity risk, counterparty risk and
settlement risk.
|
Breaches of laws or regulations (including tax,
competition and anti-trust laws)
|
As a responsible company we aim to comply with all
laws and regulations that apply to our businesses across the
globe.
|
Failure to ensure business continuity in case of a
material incident
|
The Group needs to have resilience to ensure business
can continue if impacted by external events, e.g. cyber attack,
hurricane or terrorism.
|
Fraud, financial crime and loss or unintended release
of personal data
|
Collusion between individuals, both internal and
external, could result in fraud if internal controls are not in
place and working effectively. The business holds personal data on
colleagues, some customers and suppliers; unintended loss or
release of such data may result in sanctions, fines and
reputational risk.
|
Safety, health and the environment (SHE)
|
The Group has an obligation to ensure that colleagues,
customers and other stakeholders remain safe, that the working
environment is not detrimental to health and that we are aware of,
and minimise, any adverse impact on the environment.
|
Failure to deliver consistently high levels of service
to the satisfaction of our customers
|
Our business model depends on servicing the needs of
our customers in line with internal high standards and to levels
agreed in contracts.
|
These interim financial results do not comprise
statutory accounts within the meaning of Section 435 of the
Companies Act 2006, and should be read in conjunction with the
Annual Report 2023. Those accounts have been audited and delivered
to the registrar of companies. The report of the auditor was
unqualified, did not include a reference to any matters to which
the auditor drew attention by way of emphasis without qualifying
their report and did not contain statements under section 498(2) or
(3) of the Companies Act 2006.
For all information relating to 2023
results please refer to the Annual Report 2023 which can be
accessed here:
https://www.rentokil-initial.com/investors/annual-reports.aspx
2. Basis of preparation
The condensed consolidated financial statements have
been prepared in accordance with the Disclosure and Transparency
Rules of the Financial Conduct Authority and in accordance with IAS
34 Interim Financial Reporting as contained in UK-adopted
international accounting standards. The condensed consolidated
financial statements should be read in conjunction with the annual
financial statements for the year ended 31 December 2023 which have
been prepared in accordance with UK-adopted International
Accounting Standards and with the requirements of the Companies Act
2006 as applicable to companies reporting under those standards.
The annual financial statements for the year ended 31 December 2023
and the condensed consolidated financial statements also comply
fully with International Financial Reporting Standards (IFRSs) as
issued by the International Accounting Standards Board (IASB).
Going concern
The Directors have prepared Board-approved cash flow
forecasts that demonstrate that the Group has sufficient liquidity
to meet its obligations as they fall due for the period of at least
12 months from the date of approval of these Financial
Statements.
Additionally, the Directors have assessed severe but
plausible downside scenarios. The downside scenarios include i) a
revenue decline of 20% against base budget for six months; ii) a
20% revenue decline for 12 months; and iii) a one-off loss in the
form of a cash loss of £200m. All of these scenarios are
considerably worse than the actual impact of the COVID-19 pandemic
in 2020. Starting with approximately £1.4bn of headroom (excluding
£0.1bn of cash subject to exchange controls) at June 2024, none of
the scenarios required additional external funding above existing
committed facilities. In the most severe downside scenario, a
combination of a 20% revenue decline for 12 months and a one-off
loss in the form of a cash loss of £200m, the minimum headroom
modelled was approximately £0.7bn (excluding £0.1bn of cash subject
to exchange controls) before the inclusion of mitigating actions
(adjusting the level of M&A activity, and/or dividends paid)
which are all within the Group's control and were used during the
COVID-19 pandemic.
The Directors have therefore concluded that the Group
will have sufficient liquidity to continue to meet its liabilities
as they fall due for this period and therefore have prepared the
Consolidated Financial Statements on a going concern basis.
3. Accounting policies
The Group makes estimates and assumptions concerning
the future. Estimates and assumptions are continually evaluated and
are based on historical experience and other factors, including
expectations of future events that are believed to be reasonable
under the circumstances. Actual results may differ from these
estimates and revisions to estimates are recognised prospectively.
Sensitivities to the estimates and assumptions are provided, where
relevant, in the notes to the financial statements.
The estimates and assumptions that have a significant
risk of causing a material adjustment to the carrying amounts of
assets and liabilities within the next financial year are listed
below:
●
|
Termite damage claim provisions
|
Further detail can be found in the Annual Report
2023.
Significant seasonal or cyclical variations in the
Group's total revenues are not experienced during the financial
year.
Changes in accounting policies
Except as described below, the accounting policies
applied in these interim financial statements are the same as those
applied in the Group's consolidated financial statements as at and
for the year ended 31 December 2023. The changes in accounting
policies are also expected to be reflected in the Group's
consolidated financial statements as at and for the year ending 31
December 2024.
A number of new standards are effective from 1 January
2024 but they do not have a material effect on the Group's
financial statements.
The Group has adopted the following amendments to
standards with effect from 1 January 2024:
●
|
Classification of Liabilities as Current or
Non-current and Non-current liabilities with covenants - Amendments
to IAS 1
|
●
|
Lease liability in sale and leaseback - Amendments to
IFRS 16
|
●
|
Supplier Finance Arrangements - Amendments to IAS 7
and IFRS 7.
|
These standards have had no material impact on the
financial position or performance of the Group. Consequently, no
adjustment has been made to the comparative financial information.
The Group has not early adopted any standard, interpretation or
amendment that was issued but is not yet effective.
4. Segmental information
Segment reporting
Segmental information has been presented in accordance
with IFRS 8 Operating Segments below. The Group's operating
segments are regions and this reflects the internal management
reporting structures and the way information is reviewed by the
chief operating decision maker (the Chief Executive). Each region
is headed by a Regional Managing Director who reports directly to
the Chief Executive and is a member of the Group's Executive
Leadership Team responsible for the review of Group performance.
The businesses within each operating segment operate in a number of
different countries and sell services across three business
segments.
The LATAM region is combined with Europe in the
Group's segment reporting. It is the Group's smallest region and
not considered reportable under the quantitative thresholds in IFRS
8. It is combined with Europe as they are similar with respect to
economic characteristics, the nature of services provided, the type
of customers, methods used to provide services, and language and
cultural similarities.
Disaggregated revenue under IFRS 15 is the same as the
segmental analysis presented below. Restructuring costs, one-off
and adjusting items, amortisation and impairment of intangible
assets (excluding computer software), and central and regional
costs are presented at a Group level as they are not targeted or
managed at reportable segment level. The basis of presentation is
consistent with the information reviewed by internal
management.
Revenue and profit from continuing operations
|
Revenue
30 June
2024
£m
|
Revenue
30 June
2023
£m
|
Operating
profit
30 June
2024
£m
|
Operating
profit
30 June
2023
£m
|
North America
|
|
|
|
|
Pest Control
|
1,585
|
1,609
|
295
|
302
|
Hygiene & Wellbeing
|
47
|
45
|
9
|
4
|
|
1,632
|
1,654
|
304
|
306
|
Europe (incl LATAM)
|
|
|
|
|
Pest Control
|
264
|
252
|
60
|
57
|
Hygiene & Wellbeing
|
173
|
169
|
24
|
22
|
France Workwear
|
114
|
108
|
20
|
18
|
|
551
|
529
|
104
|
97
|
UK & Sub-Saharan Africa
|
|
|
|
|
Pest Control
|
101
|
97
|
26
|
26
|
Hygiene & Wellbeing
|
112
|
93
|
23
|
20
|
|
213
|
190
|
49
|
46
|
Asia & MENAT
|
|
|
|
|
Pest Control
|
128
|
123
|
17
|
18
|
Hygiene & Wellbeing
|
44
|
45
|
5
|
5
|
|
172
|
168
|
22
|
23
|
Pacific
|
|
|
|
|
Pest Control
|
68
|
63
|
12
|
12
|
Hygiene & Wellbeing
|
64
|
62
|
17
|
17
|
|
132
|
125
|
29
|
29
|
Central and regional overheads
|
6
|
5
|
(61)
|
(58)
|
Restructuring costs
|
-
|
-
|
(2)
|
(6)
|
Revenue and Adjusted Operating Profit
|
2,706
|
2,671
|
445
|
437
|
One-off and adjusting items
|
|
|
(37)
|
(46)
|
Amortisation and impairment of intangible
assets1
|
|
|
(87)
|
(87)
|
Operating profit
|
|
|
321
|
304
|
1. Excluding computer software.
Analysis of revenue by type
|
30 June
2024
£m
|
30 June
2023
£m
|
Recognised over time
|
|
|
Contract service revenue
|
1,945
|
1,918
|
Recognised at a point in time
|
|
|
Job work
|
562
|
541
|
Sales of goods
|
199
|
212
|
Total
|
2,706
|
2,671
|
Other segment items included in the consolidated
income statement are as follows:
|
Amortisation and
impairment of
intangibles1
30 June 2024
£m
|
Amortisation and
impairment of
intangibles1
30 June 2023
£m
|
North America
|
59
|
58
|
Europe (incl. LATAM)
|
12
|
13
|
UK & Sub-Saharan Africa
|
3
|
4
|
Asia & MENAT
|
5
|
5
|
Pacific
|
4
|
3
|
Central and regional
|
4
|
4
|
Total
|
87
|
87
|
1. Excluding computer software.
5. Income tax expense
Analysis of charge in the period:
|
6 months to
30 June
2024
£m
|
6 months to
30 June
2023
£m
|
UK corporation tax at 25% (2023: 23.5%)
|
4
|
2
|
Overseas taxation
|
46
|
44
|
Adjustment in respect of previous periods
|
6
|
(2)
|
Total current tax
|
56
|
44
|
Deferred tax expense
|
8
|
13
|
Adjustment in respect of previous periods
|
(7)
|
(2)
|
Total deferred tax
|
1
|
11
|
Total income tax expense
|
57
|
55
|
The tax charge for the period has been calculated by
applying the effective tax rate which is expected to apply to the
Group for the year ended 31 December 2024 using rates substantively
enacted by 30 June 2024. A separate effective income tax rate has
been calculated for each jurisdiction in which the Group operates,
applied to the pre-tax profits for the interim period.
The reported tax rate for the period was 22.5% (June
2023: 22.9%). The Group's Adjusted Effective Tax Rate (ETR) before
amortisation of intangible assets (excluding computer software),
one-off items and the net interest adjustments for the period was
23.5% (June 2023: 23.4%). This compares with a blended rate of tax
for the countries in which the Group operates of 25.3% (June 2023:
25.0%).
Total uncertain tax positions (including interest
thereon) amounted to £43m as at 30 June 2024 (December 2023: £41m).
Included within this amount is £5m (December 2023: £5m) in respect
of interest arising on tax provisions, which is included within
other payables.
Total tax payments for the period amounted to £31m
(June 2023: £58m), a decrease of £27m.
On 20 June 2023, Finance (No.2) Act 2023 was
substantively enacted in the UK, introducing a global minimum
effective tax rate of 15%. The legislation implements a domestic
top-up tax and a multinational top-up tax, effective for accounting
periods starting on or after 31 December 2023 ("Pillar 2"). Various
other jurisdictions the Group operates in have also substantively
enacted legislation or are intending to bring in legislation to
implement Pillar 2 and domestic top-up taxes. The expectation is
that there will be minimal variations between the UK legislation
and other countries' legislation as all are based on the same OECD
Pillar 2 model rules. The Group is in scope of the substantively
enacted legislation and has performed an assessment of the
potential exposure to Pillar 2 income taxes for financial year
ended 31 December 2024, mainly focusing on the transitional
country-by-country reporting safe harbours under the UK legislation
which apply until 2026. Based on this assessment, the majority of
the jurisdictions in which the Group operates are expected to meet
the conditions for the transitional safe harbour provisions and
would not require full Pillar 2 calculations, nor would a top-up
tax charge be levied. The Pillar 2 effective tax rates in most of
the jurisdictions in which the Group operates are above 15%
(calculated under the safe harbour provisions). However, there are
a limited number of jurisdictions where the transitional safe
harbour relief is not expected to apply and the Pillar 2 effective
tax rate is close to 15%. Within the assessment, the aggregate of
the estimated top-up tax charge for those countries is expected to
be less than £1m. The Group continues to monitor developments in
the implementation of the Pillar 2 rules in the UK and other
relevant jurisdictions.
The movement on the deferred income tax account is as
follows:
|
6 months to
30 June
2024
£m
|
6 months to
30 June
2023
£m
|
At 1 January
|
(474)
|
(468)
|
Exchange differences
|
(1)
|
24
|
Acquisition of companies and businesses
|
(8)
|
(7)
|
(Charged) to the income statement
|
(1)
|
(11)
|
(Charged)/credited to other comprehensive income
|
(1)
|
1
|
(Charged)/credited to equity
|
(1)
|
4
|
At 30 June
|
(486)
|
(457)
|
Deferred taxation has been presented on the balance
sheet as follows:
|
|
|
Deferred tax asset within non-current assets
|
48
|
46
|
Deferred tax liability within non-current
liabilities
|
(534)
|
(503)
|
|
(486)
|
(457)
|
A deferred tax asset of £42m has been recognised in
respect of losses (December 2023: £38m), of which £32m (December
2023: £28m) relates to UK losses carried forward at 30 June 2024.
This amount has been calculated by estimating the future UK taxable
profits, against which the UK tax losses will be utilised,
progressively risk weighted, and applying the tax rates
(substantively enacted as at the balance sheet date) applicable for
each year. A deferred tax asset is now recognised on nearly all UK
tax losses as at 30 June 2024 as it is considered probable that
future taxable profits will be available against which the tax
losses can be offset.
At the balance sheet date the Group had tax losses of
£137m (December 2023: £169m) on which no deferred tax asset is
recognised because it is not considered probable that future
taxable profits will be available in certain jurisdictions to be
able to benefit from those tax losses.
6. Dividends
Dividend distribution to the Company's shareholders is
recognised as a liability in the Group's financial statements in
the period in which the dividends are approved by the Company's
shareholders. Interim dividends are recognised when paid.
|
6 months to
30 June
2024
£m
|
6 months to
30 June
2023
£m
|
2022 final dividend paid - 5.15p per share
|
-
|
131
|
2023 final dividend paid - 5.93p per share
|
149
|
-
|
Total
|
149
|
131
|
The directors have declared an interim dividend of
3.16p per share amounting to £80m payable on 16 September 2024 to
shareholders on the register at close of business on 9 August 2024.
The last day for DRIP elections is 23 August 2024. The Company has
a progressive dividend policy and will consider the level of growth
for 2024 based on the year-end results. These interim financial
statements do not reflect this dividend payable.
7. Business combinations
During the period the Group purchased 100% of the
share capital or trade and assets of 23 companies and businesses
(2023: 24). An overview of the acquisitions in the year can be
found on page 9 under the 'Continued strength of bolt-on M&A'
heading. The Group acquires companies and businesses as part of its
growth strategy.
The total consideration in respect of these
acquisitions was £112m (2023: £202m).
Details of goodwill and the fair value of net assets
acquired in the period are as follows:
|
6 months to
30 June
2024
£m
|
6 months to
30 June
2023
£m
|
Purchase consideration
|
|
|
- Cash paid
|
58
|
161
|
- Deferred and contingent consideration
|
54
|
41
|
Total purchase consideration
|
112
|
202
|
Fair value of net assets acquired
|
40
|
58
|
Goodwill from current-period acquisitions
|
72
|
144
|
Goodwill represents the synergies and other benefits
expected to be realised from integrating acquired businesses into
the Group, such as improved route density, expansion in use of
best-in-class digital tools and back office synergies.
Deferred consideration of £29m and contingent
consideration of £25m are payable in respect of the above
acquisitions (2023: £8m and £33m respectively). Contingent
consideration is payable based on a variety of conditions including
revenue and profit targets being met. During the period and the
comparative period there were no releases of contingent
consideration liabilities not paid.
The provisional fair values1
of assets and liabilities arising from acquisitions in the period
are as follows:
|
6 months to
30 June
2024
£m
|
6 months to
30 June
2023
£m
|
Non-current assets
|
|
|
- Intangible assets2
|
45
|
47
|
- Property, plant and equipment
|
5
|
11
|
Current assets
|
12
|
19
|
Current liabilities
|
(8)
|
(10)
|
Non-current liabilities
|
(14)
|
(9)
|
Net assets acquired
|
40
|
58
|
1. The provisional fair values will be finalised
within 12 months of the dates of acquisition.
2. Includes £41m (2023: £39m) of customer lists and
£4m (2023: £8m) of other intangibles.
Acquired receivables are disclosed at fair value and
represent the best estimate of the contractual cash flows expected
to be collected.
From the dates of acquisition to 30 June 2024, these
acquisitions contributed £16m to revenue and £1m to operating
profit (2023: £28m and £6m respectively). If the acquisitions had
occurred on 1 January 2024, the revenue and operating profit of the
Group would have amounted to £2,728m and £323m respectively (2023:
£2,686m and £307m respectively).
The Group paid £19m in respect of deferred and
contingent consideration for current and prior year acquisitions
(2023: £21m), resulting in the total cash outflow in the period
from current and past period acquisitions, net of £1m (2023: £7m)
cash acquired, of £76m (2023: £175m).
8. Goodwill
Goodwill represents the excess of the cost of an
acquisition over the fair value of the Group's share of the net
identifiable assets of the acquired business at the date of
acquisition. It is recognised as an intangible asset. Goodwill
arising on the acquisition of an associate is included in
investments in associates.
Goodwill is carried at cost less accumulated
impairment losses and is tested annually for impairment. For the
purpose of impairment testing, goodwill is allocated to
cash-generating units (CGUs) identified according to country of
operation and reportable business unit. The way in which CGUs are
identified has not changed from prior periods. Newly acquired
entities might be a single CGU until such time that they can be
integrated. Gains and losses on the disposal of an entity include
the carrying amount of goodwill relating to the entity sold.
The recoverable amount of a CGU is determined based on
the higher of value-in-use calculations using cash flow projections
and fair value less costs to sell if appropriate. The cash flow
projections in year one are based on financial budgets approved by
management, which are prepared as part of the Group's normal
planning process. Cash flows for years two to five use management's
expectation of sales growth, operating costs and margin, based on
past experience and expectations regarding future performance and
profitability for each CGU. Cash flows beyond the five-year period
are extrapolated using estimated long-term growth rates. The effect
of climate change has been considered in the cash flows.
An assessment has been performed for all material CGUs
at the half year to identify any possible indicators of impairment.
The assessment included a review of internal and external factors
that have the potential to significantly reduce the CGU value. The
indicator assessment resulted in one CGU showing possible
indicators of impairment, and as a result a full impairment
assessment was undertaken for that CGU. The impairment assessment
identified an impairment of £1m.
9. Net debt
Reconciliation of net change in cash and cash
equivalents to net debt:
|
At 30
June
2024
£m
|
At 31
December
2023
£m
|
Current
|
|
|
Cash and cash equivalents in the Consolidated Balance
Sheet
|
1,557
|
1,562
|
Other investments
|
1
|
1
|
Fair value of debt-related derivatives
|
(26)
|
(18)
|
Bank and other short-term borrowings¹
|
(1,199)
|
(1,134)
|
Lease liabilities
|
(133)
|
(127)
|
|
200
|
284
|
Non-current
|
|
|
Fair value of debt-related derivatives
|
(3)
|
41
|
Bank and other long-term borrowings²
|
(3,104)
|
(3,153)
|
Lease liabilities
|
(315)
|
(318)
|
|
(3,422)
|
(3,430)
|
Total net debt
|
(3,222)
|
(3,146)
|
1. Bank and other short-term borrowings consists of
£339m bond debt (2023: £347m), £841m overdraft (2023: £730m), £14m
overseas loans (2023: £17m) and £5m bond accruals (2023: £40m).
2. Bank and other long-term borrowings consists of
£2,545m bond debt (2023: £2,596m) and £559m loans (2023:
£557m).
Fair value is equal to carrying value for all elements
of net debt with the exception of bond debt which has a carrying
value of £2,884m (December 2023: £2,943m) and a fair value of
£2,835m (December 2023: £2,959m). No further disclosures are
required by IFRS 7.29(a).
Cash at bank and in hand includes £15m (December 2023:
£15m) of restricted cash. This cash is held in respect of specific
contracts and can only be utilised in line with terms under the
contractual arrangements.
10. Derivative financial instruments
All financial instruments held at fair value are
classified by reference to the source of inputs used to derive the
fair value. The following hierarchy is used:
Level 1 -
|
unadjusted quoted prices in active markets for
identical assets or liabilities;
|
Level 2 -
|
inputs other than quoted prices that are observable
for the asset or liability either directly as prices or indirectly
through modelling based on prices; and
|
Level 3 -
|
inputs for the asset or liability that are not based
on observable market data.
|
Financial instrument
|
Hierarchy level
|
Valuation method
|
Financial assets traded in active markets
|
1
|
Current bid price
|
Financial liabilities traded in active markets
|
1
|
Current ask price
|
Listed bonds
|
1
|
Quoted market prices
|
Money market funds
|
1
|
Quoted market prices
|
Interest rate/currency swaps
|
2
|
Discounted cash flow based on market swap rates
|
Forward foreign exchange contracts
|
2
|
Forward exchange market rates
|
Borrowings not traded in active markets (term loans
and uncommitted facilities)
|
2
|
Nominal value
|
Money market deposits
|
2
|
Nominal value
|
Trade payables and receivables
|
2
|
Nominal value less estimated credit adjustments
|
Contingent consideration (including put option
liability)
|
3
|
Discounted cash flow using WACC
|
|
Fair value
assets
30 June 2024
£m
|
Fair value
assets
31 December 2023
£m
|
Fair value
liabilities
30 June 2024
£m
|
Fair value
liabilities
31 December 2023
£m
|
Interest rate swaps (level 2):
|
|
|
|
|
- non-hedge
|
-
|
-
|
(1)
|
(1)
|
- cash flow hedge
|
2
|
37
|
(45)
|
(27)
|
- net investment hedge
|
42
|
24
|
(28)
|
(11)
|
Foreign exchange swaps (level 2):
|
|
|
|
|
- non-hedge
|
1
|
1
|
-
|
-
|
|
45
|
62
|
(74)
|
(39)
|
Analysed as follows:
|
|
|
|
|
Current portion
|
6
|
5
|
(32)
|
(23)
|
Non-current portion
|
39
|
57
|
(42)
|
(16)
|
Derivative financial instruments
|
45
|
62
|
(74)
|
(39)
|
|
|
|
|
|
Contingent consideration (including put option
liability) (level 3)1
|
(85)
|
(76)
|
Analysed as follows:
|
|
|
|
|
Current portion
|
|
|
(40)
|
(36)
|
Non-current portion
|
|
|
(45)
|
(40)
|
Other payables (non-current)
|
|
|
(85)
|
(76)
|
1. Contingent consideration includes put option
liability of £32m (December 2023: £32m).
Certain interest rate swaps have been bifurcated to
manage different foreign exchange risks. The interest rate swaps
are shown on the balance sheet as net derivative assets of £28m
(December 2023: £71m) and net derivative liabilities £56m (December
2023: £48m).
Given the volume of acquisitions and the variety of
inputs to the valuation of contingent consideration (depending on
each transaction) there is not considered to be any change in input
that would have a material impact on the contingent consideration
liability.
|
Contingent
consideration
30 June 2024
£m
|
Contingent
consideration
30 June 2023
£m
|
At 1 January
|
76
|
70
|
Exchange differences
|
(1)
|
(2)
|
Acquisitions
|
25
|
33
|
Payments
|
(15)
|
(15)
|
Revaluation of put option through equity
|
-
|
(3)
|
|
85
|
83
|
Fair value is equal to carrying value for all other
trade and other payables.
11. Analysis of bank and bond debt
Borrowings are recognised initially at fair value, net
of transaction costs incurred. Borrowings are classified as current
liabilities unless the Group has a continuing right to defer
settlement of the liability for at least 12 months after the
balance sheet date.
The Group's bank debt comprises:
|
Facility
amount
at 30 June
2024
£m
|
Drawn at
period end
at 30 June
2024
£m
|
Headroom
at 30 June
2024
£m
|
Interest rate
at period
end
at 30 June
2024
%
|
Non-current
|
|
|
|
|
$700m term loan due October 2025
|
554
|
554
|
-
|
5.94
|
$1.0bn RCF due October 2028
|
791
|
-
|
791
|
0.14
|
|
Facility
amount
at 31
December
2023
£m
|
Drawn at
period end
at 31
December
2023
£m
|
Headroom
at 31
December
2023
£m
|
Interest rate
at period
end
at 31
December
2023
%
|
Non-current
|
|
|
|
|
$700m term loan due October 2025
|
550
|
550
|
-
|
5.94
|
$1.0bn RCF due October 2028
|
785
|
-
|
785
|
0.14
|
The Group has a committed $1.0bn revolving credit
facility (RCF) which is available for cash drawings up to $1.0bn.
The maturity date is October 2028. As at 30 June 2024 the facility
was undrawn (2023: undrawn).
Medium-term notes and bond debt comprises:
|
Bond interest
coupon
2024
|
Effective hedged
interest rate
2024
|
Current
|
|
|
€400m bond due November 2024
|
Fixed 0.950%
|
Fixed 3.02%
|
Non-current
|
|
|
€500m bond due May 2026
|
Fixed 0.875%
|
Fixed 2.71%
|
€850m bond due June 2027
|
Fixed 3.875%
|
Fixed 4.94%
|
€600m bond due October 2028
|
Fixed 0.500%
|
Fixed 2.16%
|
€600m bond due June 2030
|
Fixed 4.375%
|
Fixed 4.50%
|
£400m bond due June 2032
|
Fixed 5.000%
|
Fixed 5.21%
|
Average cost of bond debt at period-end rates
|
|
3.85%
|
The effective hedged interest rate reflects the
interest rate payable after the impact of interest due from
cross-currency swaps. The Group's hedging strategy is to hold
foreign currency debt in proportion to foreign currency profit and
cash flows, which are mainly in euro and US dollar. As a result,
the Group has swapped a portion of the bonds it has issued into US
dollars, thus increasing the effective hedged interest rate.
The Group has no significant concentration of credit
risk. At 30 June 2024 the Group had a total of £17m of cash held on
bank accounts with banks rated below A- by S&P (30 June 2023:
£23m). The highest concentration with any single bank rated below
A- was £2m (30 June 2023: £4m).
The Group considers the fair value of other current
liabilities to be equal to the carrying value.
12. Provisions for liabilities and charges
The Group has provisions for termite damage claims,
self-insurance, environmental, and other. Provisions are recognised
when the Group has a present obligation as a result of past events,
it is probable that an outflow of resources will be required to
settle the obligation, and the amount is capable of being reliably
estimated. If such an obligation is not capable of being reliably
estimated it is classified as a contingent liability.
|
Termite
damage
claims
£m
|
Self
insurance
£m
|
Environmental
£m
|
Other
£m
|
Total
£m
|
At 31 December 2023
|
260
|
164
|
16
|
11
|
451
|
|
|
|
|
|
|
At 1 January 2024
|
260
|
164
|
16
|
11
|
451
|
Exchange differences
|
2
|
-
|
-
|
-
|
2
|
Additional provisions
|
3
|
34
|
1
|
3
|
41
|
Used during the period
|
(33)
|
(30)
|
(1)
|
(4)
|
(68)
|
Unused amounts reversed
|
(3)
|
-
|
(1)
|
(1)
|
(5)
|
Unwinding of discount on provisions
|
4
|
-
|
-
|
-
|
4
|
At 30 June 2024
|
233
|
168
|
15
|
9
|
425
|
|
At 30
June
2024
Total
£m
|
At 31
December
2023
Total
£m
|
Analysed as follows:
|
|
|
Non-current
|
357
|
357
|
Current
|
68
|
94
|
Total
|
425
|
451
|
Termite damage claims
The Group holds provisions for termite damage claims
covered by contractual warranties. Termite damage claim provisions
are subject to significant assumptions and estimation uncertainty.
The assumptions included in valuing termite provisions are based on
an estimate of the volume and value of future claims (based on
historical and forecast information), customer churn rates and
discount rates. These provisions are expected to be substantially
utilised within the next 17 years at a declining rate. The trend of
volume and value of claims is monitored and reviewed over time
(with the support of external advisers) and as such the value of
the provision is also likely to change.
The sensitivity of the liability balance to changes in
the inputs is illustrated as follows:
●
|
Discount rate - The exposure to termite damage claims
is largely based within the United States, therefore measurement is
based on a seven-year US bond risk-free rate. During 2024, interest
rates (and therefore discount rates) have moved up and are close to
their highest level in over a decade. Rates could move in either
direction and management has modelled that an increase/decrease of
5% in yields (would decrease/increase the provision by £2m (2023:
£3m). Over the 6 months to 30 June 2024, seven-year risk-free rate
yields have increased c.14% from 3.88% to 4.42%.
|
●
|
Claim value - Claim value forecasts have been based on
the latest available historical settled Terminix claims. Claims
values are dependent on a range of inputs including labour cost,
materials costs (e.g. timber), whether a claim becomes litigated or
not, and specific circumstances including contributory factors at
the premises. Management has determined the historical time period
for each material category of claim, between three months and one
year, to determine an estimate for costs per claim. Recent
fluctuations in input prices (e.g. timber prices) means that there
is potential for volatility in claim values and therefore future
material changes in provisions. Management has modelled that an
increase/decrease of 5% in claim values would increase/decrease the
provision by c.£9m (2023: £15m). Over the 6 months to 30 June 2024,
as a result of accelerating the clear down of legacy longstanding
claims and other macroeconomic factors, in-year costs per claim
rose by c.11% (2023: 32%).
|
●
|
Claim rate - Management has estimated claim rates
based on statistical historical incurred claims. Data has been
captured and analysed by a third-party agency, to establish
incidence curves that can be used to estimate likely future cash
outflows. Changes in rates of claim are largely outside the Group's
control and may depend on litigation trends within the US, and
other external factors such as how often customers move property
and how well they maintain those properties. This causes estimation
uncertainty that could lead to material changes in provision
measurement. Management has modelled that an increase/decrease of
5% in overall claim rates would increase/decrease the provision by
c.£10m (2023: £15m), accordingly. Over the 6 months to 30 June
2024, claim rates fell by c.20% (2023: 7%).
|
●
|
Customer churn rate - If customers choose not to renew
their contracts each year, then the assurance warranty falls away.
As such there is sensitivity to the assumption on how many
customers will churn out of the portfolio of customers each year.
Data has been captured and analysed by a third-party agency, to
establish incidence curves for customer churn, and forward looking
assumptions have been made based on these curves. Changes in churn
rates are subject to macroeconomic factors and to the performance
of the Group. A 1% movement in customer churn rates, up or down,
would change the provision by c.£8m up or down (2023: £11m),
accordingly. On average over the last 10 years to December 2023
churn rates have moved by +/- c.1.8% per annum.
|
Self-insurance
The Group purchases external insurance from a
portfolio of international insurers for its key insurable risks,
mainly employee-related risks. Self-insured deductibles within
these insurance policies have changed over time due to external
market conditions and scale of operations. These provisions
represent obligations for open claims and are estimated based on
actuarial/management's assessment at the balance sheet date. The
Group expects to continue self-insuring the same level of risks and
estimates that all pending claims should settle within the next
five years.
Environmental
The Group owns, or formerly owned, a number of
properties in Europe and the US where environmental contamination
is being managed. These issues tend to be complex to determine and
resolve and may be material, although it is often not possible to
accurately predict future costs of management or remediation
reliably. Provisions are held where liability is probable and costs
can be reliably estimated. Contingent liabilities exist where the
conditions for recognising a provision under IAS 37 have not been
met. The Group monitors such properties to determine whether
further provisions are necessary. The provisions that have been
recognised are expected to be substantially utilised within the
next five years.
Other
Other provisions principally comprise amounts required
to cover obligations arising and costs relating to disposed
businesses and restructuring costs. Other provisions also includes
costs relating to onerous contracts and property dilapidations
settlements. Existing provisions are expected to be substantially
utilised within the next five years.
13. Post balance sheet events
There have been no significant post balance sheet
events affecting the Group since 30 June 2024.
14. Use of Non-IFRS Measures
The Group uses a number of non-IFRS measures to
present the financial performance of the business. These are not
measures as defined under IFRS, but management believe that these
measures provide valuable additional information for users of the
Financial Statements, in order to better understand the underlying
trading performance in the year from activities that will
contribute to future performance. The Group's internal strategic
planning process is also based on these measures and they are used
for management incentive purposes. They should be viewed as
complements to, and not replacements for, the comparable IFRS
measures. Other companies may use similarly labelled measures which
are calculated differently to the way the Group calculates them,
which limits their usefulness as comparative measures. Accordingly,
investors should not place undue reliance on these non-IFRS
measures.
The following sets out an explanation and the
reconciliation to the nearest IFRS measure for each non-IFRS
measure.
Constant exchange rates (CER)
Given the international nature of the Group's
operations, foreign exchange movements can have a significant
impact on the reported results of the Group when they are
translated into sterling (the presentation currency of the Group).
In order to help understand the underlying trading performance of
the business, revenue and profit measures are often presented at
constant exchange rates. CER is calculated by translating
current-year reported numbers at the full-year average exchange
rates for the prior year. It is used to give management and other
users of the accounts clearer comparability of underlying trading
performance against the prior period by removing the effects of
changes in foreign exchange rates. The major exchange rates used to
calculate CER in 2024 are £/$ 1.2441 and £/€ 1.1503. Comparisons
are to the six months ended 30 June 2023 (H1 2023) unless otherwise
stated.
Organic Revenue Growth
Acquisitions are a core part of the Group's growth
strategy. The Organic Revenue Growth measures (absolute and
percentage) are used to help investors and management understand
the underlying performance of the business, by identifying Organic
Revenue Growth separately from the impact of Acquired Revenue. This
approach isolates changes in performance of the Group that take
place under the Company's stewardship, and thereby reflects the
potential benefits and risks associated with owning and managing a
professional services business.
Organic Revenue Growth is calculated based on
year-over-year revenue growth at CER to eliminate the effects of
movements in foreign exchange rates.
Acquired Revenue represents a 12-month estimate of the
increase in Group revenue from each business acquired. Acquired
Revenue is calculated as: a) the revenue from the acquisition date
to the year end in the year of acquisition in line with IFRS 3; and
b) the pre-acquisition revenues from 1 January up to the
acquisition date in the year of acquisition. The pre-acquisition
revenue is based on the previously reported revenues of the
acquired entity and is considered to be an estimate.
In the year a business is acquired, all of its revenue
reported under a) above is classified as non-organic growth. In the
subsequent first full financial year after acquisition, Organic
Revenue Growth is calculated for each acquisition as the reported
revenue less Acquired Revenue.
At a Group level, calculating Organic Revenue Growth
therefore involves isolating and excluding from the total
year-over-year revenue change: i) the impacts from foreign exchange
rate changes, ii) the growth in revenues that have resulted from
completed acquisitions in the current period, and iii) the estimate
of pre-acquisition revenues from each business acquired. The sum of
ii) and iii) is equal to the total Acquired Revenues for all
acquisitions. The calculated Organic Revenue is expressed as a
percentage of prior year revenue. Prior year revenue is not
'pro-forma' adjusted in the calculation, as any such estimated
adjustments would have an immaterial impact.
If an acquisition is considered to be a material
transaction, such as the Terminix acquisition in October 2022, the
above calculation is amended in order to give a 'pro-forma' view of
any Organic Revenue Growth for the full financial year in the year
of acquisition, as if the acquisition had been part of the Group
from the beginning of the prior year. The pro-forma calculation is
completed using pre-acquisition revenues to normalise current and
prior periods as shown in the table below. These revenue
normalisations are considered estimates, and ensure that the
potentially larger Organic Revenue Growth is measured over a
denominator that includes the material acquisition. The same
adjustments are made to our North America and Pest Control segment
revenues for 2022 and 2023 as a result of the material Terminix
acquisition.
While management believes that the methodology used in
the calculation of Organic Revenue is representative of the
performance of the Group, the calculations may not be comparable to
similarly labelled measures presented by other publicly traded
companies in similar or other industries.
|
North
America
£m
|
Europe
(incl.
LATAM)
£m
|
UK &
Sub-
Saharan
Africa
£m
|
Asia &
MENAT
£m
|
Pacific
£m
|
Central
and
regional
£m
|
Total
£m
|
2023 Revenue
|
1,654
|
529
|
190
|
168
|
125
|
5
|
2,671
|
2023 Exchange differences
|
(11)
|
(4)
|
(1)
|
(3)
|
(2)
|
-
|
(21)
|
2023 Revenue (at 2023 CER)
|
1,643
|
525
|
189
|
165
|
123
|
5
|
2,650
|
2023 Revenue from closed business1
|
(14)
|
-
|
-
|
-
|
-
|
-
|
(14)
|
Normalised 2023 Revenue (at 2023 CER) - base for
Organic Revenue Growth percentage
|
1,629
|
525
|
189
|
165
|
123
|
5
|
2,636
|
Revenue from 2024 acquisitions (at 2023 CER)²
|
1
|
2
|
10
|
3
|
1
|
-
|
17
|
Revenue from 2023 acquisitions (at 2023 CER)³
|
11
|
4
|
5
|
2
|
7
|
-
|
29
|
Organic Revenue Growth 2024 (at 2023 CER)4
|
21
|
31
|
9
|
8
|
4
|
1
|
74
|
2024 Exchange differences
|
(30)
|
(11)
|
-
|
(6)
|
(3)
|
-
|
(50)
|
2024 Revenue (at AER)
|
1,632
|
551
|
213
|
172
|
132
|
6
|
2,706
|
Organic Revenue Growth %
|
1.3%
|
5.8%
|
5.1%
|
4.7%
|
4.1%
|
8.0%
|
2.8%
|
1. The adjustment removes revenue from 1 April 2023 to
30 June 2023 from the Paragon distribution business, closed with
effect from 1 April 2024.
2. Revenue from completed acquisitions in the current
period.
3. Estimate of revenue from each business acquired by
the Group in the previous financial year through to the 12-month
anniversary of the Group's ownership.
4. Organic Revenue Growth includes Organic Revenue
Growth for all entities in the Group as at 30 June 2023.
|
North
America
£m
|
Europe
(incl.
LATAM)
£m
|
UK &
Sub-
Saharan
Africa
£m
|
Asia &
MENAT
£m
|
Pacific
£m
|
Central
and
regional
£m
|
Total
£m
|
2022 Revenue
|
693
|
434
|
179
|
152
|
109
|
5
|
1,572
|
Adjustment for Terminix pre-acquisition 2022
Revenue¹
|
796
|
13
|
-
|
-
|
-
|
-
|
809
|
Normalised 2022 Revenue
|
1,489
|
447
|
179
|
152
|
109
|
5
|
2,381
|
2022 Exchange differences
|
67
|
6
|
-
|
3
|
1
|
-
|
77
|
Normalised 2022 Revenue (at 2022 CER) - base for
Organic Revenue Growth percentage
|
1,556
|
453
|
179
|
155
|
110
|
5
|
2,458
|
Revenue from 2023 acquisitions (at 2022 CER)²
|
13
|
2
|
5
|
2
|
6
|
-
|
28
|
Revenue from 2022 acquisitions (at 2022 CER)³
|
15
|
24
|
-
|
6
|
4
|
-
|
49
|
Organic Revenue Growth 2023 (at 2022 CER)4
|
62
|
43
|
8
|
10
|
8
|
-
|
131
|
2023 Exchange differences
|
8
|
7
|
(2)
|
(5)
|
(3)
|
-
|
5
|
2023 Revenue (at AER)
|
1,654
|
529
|
190
|
168
|
125
|
5
|
2,671
|
Organic Revenue Growth %
|
4.1%
|
9.8%
|
3.9%
|
6.5%
|
7.3%
|
(2.1)%
|
5.4%
|
1. The adjustment brings in 2023 pre-acquisition
revenue back to the first day of the prior financial period for the
acquired Terminix entities.
2. Revenue from completed acquisitions in the current
period.
3. Estimate of revenue from each business acquired by
the Group in the previous financial year through to the 12-month
anniversary of the Group's ownership.
4. Organic Revenue Growth includes Organic Revenue
Growth for all entities in the Group as at 30 June 2022.
Adjusted expenses and profit measures
Adjusted expenses and profit measures are used to give
investors and management a further understanding of the underlying
profitability of the business over time by stripping out income and
expenses that can distort results due to their size and nature.
Adjusted profit measures are calculated by adding the following
items back to the equivalent IFRS profit measure:
• amortisation and impairment of intangible assets
(excluding computer software);
• one-off and adjusting items; and
• net interest adjustments.
Intangible assets (such as customer lists and brands)
are recognised on acquisition of businesses which, by their nature,
can vary by size and amount each year. Capitalisation of
innovation-related development costs will also vary from year to
year. As a result, amortisation of intangibles is added back to
assist with understanding the underlying trading performance of the
business and to allow comparability across regions and categories
(see table on page 23).
One-off and adjusting items are significant expenses
or income that will have a distortive impact on the underlying
profitability of the Group. Typical examples are costs related to
the acquisition of businesses, gain or loss on disposal or closure
of a business, material gains or losses on disposal of fixed
assets, adjustments to legacy environmental liabilities, and
payments or receipts as a result of legal disputes. An analysis of
one-off and adjusting items is set out below.
Net interest adjustments are other non-cash or one-off
accounting gains and losses that can cause material fluctuations
and distort understanding of the performance of the business, such
as amortisation of discount on legacy provisions and gains and
losses on hedge accounting.
Adjusted expenses are one-off and adjusting items, and
Adjusted Interest. Adjusted profit measures used are Adjusted
Operating Profit, Adjusted Profit Before and After Tax, and
Adjusted EBITDA. Adjusted Earnings Per Share is also reported,
derived from Adjusted Profit After Tax.
One-off and adjusting items
One-off and adjusting items is a charge of £37m (2023:
£46m) which mainly relates to acquisition and integration costs,
£31m of which relates to the Terminix acquisition (2023: £35m).
Adjusted Interest
Adjusted Interest is calculated by adjusting the
reported finance income and costs by net interest adjustments
(amortisation of discount on legacy provisions and foreign exchange
and hedge accounting ineffectiveness).
|
6 months to
30 June
2024
£m
|
6 months to
30 June
2023
£m
|
Finance cost
|
96
|
88
|
Finance income
|
(24)
|
(17)
|
Add back:
|
|
|
Amortisation on discount of legacy provisions
|
(4)
|
-
|
Foreign exchange and hedge accounting
ineffectiveness
|
(2)
|
(4)
|
Adjusted Interest
|
66
|
67
|
Adjusted Operating Profit
Adjusted Operating Profit is calculated by adding back
one-off and adjusting items, and amortisation and impairment of
intangible assets to operating profit.
|
6 months to
30 June
2024
£m
|
6 months to
30 June
2023
£m
|
Operating profit
|
321
|
304
|
Add back:
|
|
|
One-off and adjusting items
|
37
|
46
|
Amortisation and impairment of intangible assets¹
|
87
|
87
|
Adjusted Operating Profit (at AER)
|
445
|
437
|
Effect of foreign exchange
|
10
|
(3)
|
Adjusted Operating Profit (at CER)
|
455
|
434
|
1. Excluding computer software.
Adjusted Profit Before and After Tax
Adjusted Profit Before Tax is calculated by adding
back net interest adjustments, one-off and adjusting items, and
amortisation and impairment of intangible assets to profit before
tax. Adjusted Profit After Tax is calculated by adding back net
interest adjustments, one-off and adjusting items, amortisation and
impairment of intangible assets, and the tax effect on these
adjustments to profit after tax.
6 months to 30 June 2024
|
|
IFRS
measures
£m
|
Net interest
adjustments
£m
|
One-off
and
adjusting
items
£m
|
Amortisation
and
impairment of
intangibles1
£m
|
Non-IFRS
measures
£m
|
|
Profit before income tax
|
253
|
6
|
37
|
87
|
383
|
Adjusted Profit Before Tax
|
Income tax expense
|
(57)
|
(1)
|
(10)
|
(22)
|
(90)
|
Tax on Adjusted Profit
|
Profit for the period
|
196
|
5
|
27
|
65
|
293
|
Adjusted Profit After Tax
|
6 months to 30 June 2023
|
|
IFRS
measures
£m
|
Net interest
adjustments
£m
|
One-off
and
adjusting
items
£m
|
Amortisation
and
impairment of
intangibles1
£m
|
Non-IFRS
measures
£m
|
|
Profit before income tax
|
240
|
4
|
46
|
87
|
377
|
Adjusted Profit Before Tax
|
Income tax expense
|
(55)
|
(1)
|
(12)
|
(20)
|
(88)
|
Tax on Adjusted Profit
|
Profit for the period
|
185
|
3
|
34
|
67
|
289
|
Adjusted Profit After Tax
|
1. Excluding computer
software.
Adjusted EBITDA
Adjusted EBITDA is calculated by adding back finance
income, finance cost, share of profit from associates net of tax,
income tax expense, depreciation, one-off and adjusting items, and
amortisation, impairment of intangible assets and other non-cash
expenses to profit for the year.
|
6 months to
30 June
2024
£m
|
6 months to
30 June
2023
£m
|
Profit for the period
|
196
|
185
|
Add back:
|
|
|
Finance income
|
(24)
|
(17)
|
Finance cost
|
96
|
88
|
Share of profit from associates net of tax
|
(4)
|
(7)
|
Income tax expense
|
57
|
55
|
Depreciation
|
153
|
147
|
Other non-cash expenses
|
13
|
18
|
One-off and adjusting items
|
37
|
46
|
Amortisation and impairment of intangible assets¹
|
87
|
87
|
Adjusted EBITDA
|
611
|
602
|
1. Excluding computer software.
Adjusted Earnings Per Share
Basic earnings per share is calculated by dividing the
profit attributable to equity holders of the Company by the
weighted average number of shares in issue during the year, and is
explained in Note A2 to the Consolidated Financial Statements in
the 2023 Annual Report. Adjusted Earnings Per Share is calculated
by dividing adjusted profit from continuing operations attributable
to equity holders of the Company by the weighted average number of
ordinary shares in issue and is shown below.
For Adjusted Diluted Earnings Per Share, the weighted
average number of ordinary shares in issue is adjusted to include
all potential dilutive ordinary shares. The Group's potentially
dilutive ordinary shares are explained in Note A2 to the
Consolidated Financial Statements in the 2023 Annual Report.
|
2024
£m
|
2023
£m
|
Profit attributable to equity holders of the
Company
|
196
|
185
|
Add back:
|
|
|
Net interest adjustments
|
6
|
4
|
One-off and adjusting items
|
37
|
46
|
Amortisation and impairment of intangibles1
|
87
|
87
|
Tax on above items2
|
(33)
|
(33)
|
Adjusted profit attributable to equity holders of the
Company
|
293
|
289
|
|
|
|
Weighted average number of ordinary shares in issue
(million)
|
2,521
|
2,513
|
Adjustment for potentially dilutive shares
(million)
|
9
|
14
|
Weighted average number of ordinary shares for diluted
earnings per share (million)
|
2,530
|
2,527
|
|
|
|
Basic Adjusted Earnings Per Share
|
11.64p
|
11.47p
|
Diluted Adjusted Earnings Per Share
|
11.60p
|
11.41p
|
1. Excluding computer software.
2. The tax effect on add-backs is as follows: one-off
and adjusting items £10m (2023: £12m); amortisation and impairment
of intangibles £22m (2023: £20m); and, net interest adjustments £1m
(2023: £1m).
Adjusted cash measures
The Group aims to generate sustainable cash flow in
order to support its acquisition programme and to fund dividend
payments to shareholders. Management considers that this is useful
information for investors. Adjusted cash measures in use are Free
Cash Flow, Adjusted Free Cash Flow, and Adjusted Free Cash Flow
Conversion.
Free Cash Flow
Free Cash Flow is measured as net cash flows from
operating activities, adjusted for cash flows related to the
purchase and sale of property, plant, equipment and intangible
assets, cash flows related to leased assets, cash flows related to
one-off and adjusting items and dividends received from associates.
These items are considered by management to be non-discretionary,
as continued investment in these assets is required to support the
day-to-day operations of the business. Free Cash Flow is used by
management for incentive purposes and is a measure shared with and
used by investors.
A reconciliation of net cash flows from operating
activities in the Consolidated Cash Flow Statement to Free Cash
Flow is provided in the table below.
|
6 months to
30 June
2024
£m
|
6 months to
30 June
2023
£m
|
Net cash flows from operating activities
|
307
|
332
|
Purchase of property, plant, equipment
|
(84)
|
(81)
|
Purchase of intangible assets
|
(21)
|
(21)
|
Capital element of lease payments and initial direct
costs incurred
|
(72)
|
(81)
|
Proceeds from sale of property, plant, equipment and
software
|
1
|
2
|
Cash impact of one-off and adjusting items
|
41
|
78
|
Free Cash Flow
|
172
|
229
|
Adjusted Free Cash Flow and Adjusted Free Cash Flow
Conversion
Adjusted Free Cash Flow Conversion is provided to
demonstrate to investors the proportion of Adjusted Profit After
Tax that is converted to cash. It is calculated by dividing
Adjusted Free Cash Flow by Adjusted Profit After Tax, expressed as
a percentage. Adjusted Free Cash Flow is measured as Free Cash Flow
adjusted for product development additions and net investment hedge
cash interest through Other Comprehensive Income. Product
development additions are adjusted due to their variable size and
non-underlying nature. Net investment hedge cash interest through
Other Comprehensive Income is adjusted because the cash relates to
an item that is not recognised in Adjusted Profit After Tax.
|
6 months to
30 June
2024
£m
|
6 months to
30 June
2023
£m
|
Free Cash Flow
|
172
|
229
|
Product development additions
|
5
|
5
|
Net investment hedge cash interest through Other
Comprehensive Income
|
6
|
6
|
Adjusted Free Cash Flow (a)
|
183
|
240
|
Adjusted Profit After Tax (b)
|
293
|
289
|
Free Cash Flow conversion (a/b)
|
62.21%
|
83.00%
|
The nearest IFRS-based equivalent measure to Adjusted
Free Cash Flow Conversion would be Cash Conversion, which is shown
in the table below to provide a comparison in the calculation. Cash
Conversion is calculated as net cash flows from operating
activities divided by profit attributable to equity holders of the
Company, expressed as a percentage. Management considers that this
is useful information for investors as it gives an indication of
the quality of profits, and ability of the Group to turn profits
into cash flows.
|
6 months to
30 June
2024
£m
|
6 months to
30 June
2023
£m
|
Net cash flows from operating activities (a)
|
307
|
332
|
Profit attributable to equity holders of the Company
(b)
|
196
|
185
|
Cash Conversion (a/b)
|
157.00%
|
179.00%
|
Adjusted Effective Tax Rate (Adjusted ETR)
Adjusted Effective Tax Rate is used to show investors
and management the rate of tax applied to the Group's Adjusted
Profit Before Tax. The measure is calculated by dividing Adjusted
Income Tax Expense by Adjusted Profit Before Tax, expressed as a
percentage.
|
6 months to
30 June
2024
£m
|
6 months to
30 June
2023
£m
|
Income tax expense
|
57
|
55
|
Tax adjustments on:
|
|
|
Amortisation and impairment of intangible assets
(excluding computer software)
|
22
|
20
|
Net interest adjustments
|
1
|
1
|
One-off and adjusting items
|
10
|
12
|
Adjusted income tax expense (a)
|
90
|
88
|
Adjusted profit before tax (b)
|
383
|
377
|
Adjusted effective tax rate (a/b)
|
23.5%
|
23.4%
|
The Group's effective tax rate (ETR) for the period
was 22.5% (June 2023: 22.9%). The Group's Adjusted Effective Tax
Rate before amortisation of intangible assets (excluding computer
software), one-off items and the net interest adjustments for the
period was 23.5% (June 2023: 23.4%). This compares with a blended
rate of tax for the countries in which the Group operates of 25.3%
(June 2023: 25.0%).
The Group's tax charge and Adjusted ETR will be
influenced by the global mix and level of profits, changes in
future tax rates and other tax legislation, foreign exchange rates,
the utilisation of brought-forward tax losses on which no deferred
tax asset has been recognised, the resolution of open issues with
various tax authorities, acquisitions and disposals.
15. Legal statements
The financial information for the six month period
ended 30 June 2024 contained in this interim announcement has been
approved by the Board on 24 July 2024 and authorised for release on
25 July 2024.
These condensed interim financial statements do not
comprise statutory accounts within the meaning of section 434 of
the Companies Act 2006. Statutory accounts for the year 31 December
2023 were approved by the Board of Directors and authorised for
release on 7 March 2024 and delivered to the Registrar of
Companies. The report of the auditors on those accounts was (i)
unqualified, (ii) did not include a reference to any matters to
which the auditors drew attention by way of emphasis without
qualifying their report and (iii) did not contain a statement under
section 498 (2) or (3) of the Companies Act 2006.
The directors of Rentokil Initial plc are listed in
the Rentokil Initial plc Annual Report for 31 December 2023. A list
of the current directors is maintained on the Rentokil Initial
website: rentokil-initial.com.
Responsibility statement of the directors in respect of the
2024 interim statement
We confirm that to the best of our knowledge:
●
|
the condensed set of financial statements prepared in
accordance with IAS 34, 'Interim Financial Reporting', as adopted
in the UK (IAS 34), gives a true and fair view of the assets,
liabilities, financial position and profit or loss of the Company
and its subsidiaries included in the consolidation as a whole as
required by DTR 4.2.4R; and
|
●
|
the interim management report includes a fair review
of the information required by DTR 4.2.7R of the Disclosure
Guidance and Transparency Rules, being an indication of important
events that have occurred during the first six months of the
financial year and their impact on the condensed set of financial
statements; and a description of the principal risks and
uncertainties for the remaining six months of the year.
|
We have reviewed, and found that we have nothing to
report in relation to the requirements of DTR 4.2.8R of the
Disclosure Guidance and Transparency Rules, being related party
transactions that have taken place in the first six months of the
current financial year and that have materially affected the
financial position or performance of the entity during that period;
and any changes in the related party transactions described in the
last annual report that could do so.
By Order of the Board
Andy Ransom
Chief Executive
25 July 2024
Independent review report to Rentokil Initial plc
Report on the condensed consolidated interim financial
statements
Our conclusion
We have reviewed Rentokil Initial plc's condensed
consolidated interim financial statements (the "interim financial
statements") in the 2024 Interim Results of Rentokil Initial 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 Consolidated Balance Sheet as at 30 June 2024;
|
●
|
the Consolidated Statement of Profit or Loss and Other
Comprehensive Income for the period then ended;
|
●
|
the Consolidated Cash Flow Statement for the period
then ended;
|
●
|
the Consolidated Statement of Changes in Equity for
the period then ended; and
|
●
|
the Explanatory notes to the unaudited interim
financial statements.
|
The interim financial statements included in the 2024
Interim Results of Rentokil Initial 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
2024 Interim 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 2024 Interim Results, including the interim
financial statements, is the responsibility of, and has been
approved by the directors. The directors are responsible for
preparing the 2024 Interim Results in accordance with the
Disclosure Guidance and Transparency Rules sourcebook of the United
Kingdom's Financial Conduct Authority. In preparing the 2024
Interim 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 2024 Interim 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
25 July 2024
Cautionary statement
In order, among other things, to utilise the 'safe
harbour' provisions of the U.S. Private Securities Litigation
Reform Act of 1995 (the "PSLRA") and the general doctrine of
cautionary statements, Rentokil Initial plc ("the Company") is
providing the following cautionary statement: This communication
contains forward-looking statements within the meaning of the
PSLRA. Forward-looking statements can sometimes, but not always, be
identified by the use of forward-looking terms such as "believes,"
"expects," "may," "will," "shall," "should," "would," "could,"
"potential," "seeks," "aims," "projects," "predicts," "is
optimistic," "intends," "plans," "estimates," "targets,"
"anticipates," "continues" or other comparable terms or negatives
of these terms and include statements regarding Rentokil Initial's
intentions, beliefs or current expectations concerning, amongst
other things, the results of operations of the Company and its
consolidated entities ("Rentokil Initial" or "the Group), financial
condition, liquidity, prospects, growth, strategies and the
economic and business circumstances occurring from time to time in
the countries and markets in which Rentokil Initial operates.
Forward-looking statements are based upon current plans, estimates
and expectations that are subject to risks, uncertainties and
assumptions. Should one or more of these risks or uncertainties
materialise, or should underlying assumptions prove incorrect,
actual results may vary materially from those indicated or
anticipated by such forward-looking statements. The Company can
give no assurance that such plans, estimates or expectations will
be achieved and therefore, actual results may differ materially
from any plans, estimates or expectations in such forward-looking
statements. Important factors that could cause actual results to
differ materially from such plans, estimates or expectations
include: the Group's ability to integrate acquisitions
successfully, or any unexpected costs or liabilities from the
Group's disposals; difficulties in integrating, streamlining and
optimising the Group's IT systems, processes and technologies; the
Group's ability to attract, retain and develop key personnel to
lead the Group's business; the availability of a suitably skilled
and qualified labour force to maintain the Group's business; cyber
security breaches, attacks and other similar incidents, as well as
disruptions or failures in the Group's IT systems or data security
procedures and those of its third-party service providers;
inflationary pressures, such as increases in wages, fuel prices and
other operating costs; weakening general economic conditions,
including changes in the global job market, or decreased consumer
confidence or spending levels especially as they may affect demand
from the Group's customers; the Group's ability to implement its
business strategies successfully, including achieving its growth
objectives; the Group's ability to retain existing customers and
attract new customers; the highly competitive nature of the Group's
industries; extraordinary events that impact the Group's ability to
service customers without interruption, including a loss of its
third-party distributors; the impact of environmental, social and
governance ("ESG") matters, including those related to climate
change and sustainability, on the Group's business, reputation,
results of operations, financial condition and/or prospects; supply
chain issues, which may result in product shortages or other
disruptions to the Group's business; the Group's ability to protect
its intellectual property and other proprietary rights that are
material to the Group's business; the Group's reliance on third
parties, including third-party vendors for business process
outsourcing initiatives, investment counterparties, and
franchisees, and the risk of any termination or disruption of such
relationships or counterparty default or litigation; any future
impairment charges, asset revaluations or downgrades; failure to
comply with the many laws and governmental regulations to which the
Group is subject or the implementation of any new or revised laws
or regulations that alter the environment in which the Group does
business, as well as the costs to the Group of complying with any
such changes; termite damage claims and lawsuits related thereto
and associated impacts on the termite provision; the Group's
ability to comply with safety, health and environmental policies,
laws and regulations, including laws pertaining to the use of
pesticides; any actual or perceived failure to comply with
stringent, complex and evolving laws, rules, regulations and
standards in many jurisdictions, as well as contractual
obligations, including data privacy and security; the
identification of a material weakness in the Group's internal
control over financial reporting within the meaning of Section 404
of the Sarbanes-Oxley Act; changes in tax laws and any
unanticipated tax liabilities; adverse credit and financial market
events and conditions, which could, among other things, impede
access to or increase the cost of financing; the restrictions and
limitations within the agreements and instruments governing our
indebtedness; a lowering or withdrawal of the ratings, outlook or
watch assigned to the Group's debt securities by rating agencies;
an increase in interest rates and the resulting increase in the
cost of servicing the Group's debt; and exchange rate fluctuations
and the impact on the Group's results or the foreign currency value
of the Company's ADSs and any dividends. The list of factors
presented here is representative and should not be considered to be
a complete statement of all potential risks and uncertainties.
Unlisted factors may present significant additional obstacles to
the realisation of forward-looking statements. The Company cautions
you not to place undue reliance on any of these forward-looking
statements as they are not guarantees of future performance or
outcomes and that actual performance and outcomes, including,
without limitation, the Group's actual results of operations,
financial condition and liquidity, and the development of new
markets or market segments in which the Group operates, may differ
materially from those made in or suggested by the forward-looking
statements contained in this communication. Except as required by
law, Rentokil Initial assumes no obligation to update or revise the
information contained herein, which speaks only as of the date
hereof.
The Company makes no guarantee that trends in the
management of termite damage claims will continue. Additionally,
the Company makes no guarantee that its operational improvement
plans will mitigate against or reduce the number of termite damage
claims (litigated and non-litigated) against the Company nor that
these plans will reduce the ongoing cost to resolve such
claims.
Additional information concerning these and other
factors can be found in Rentokil Initial's filings with the U.S.
Securities and Exchange Commission ("SEC"), which may be obtained
free of charge at the SEC's website, http:// www.sec.gov, and
Rentokil Initial's Annual Reports, which may be obtained free of
charge from the Rentokil Initial website,
https://www.rentokil-initial.com
No statement in this announcement is intended to be a
profit forecast and no statement in this announcement should be
interpreted to mean that earnings per share of Rentokil Initial for
the current or future financial years would necessarily match or
exceed the historical published earnings per share of Rentokil
Initial.
This communication presents certain non-IFRS measures,
which should not be viewed in isolation as alternatives to the
equivalent IFRS measure, rather they should be viewed as
complements to, and read in conjunction with, the equivalent IFRS
measure. These include revenue and measures presented at actual
exchange rates ("AER" - IFRS) and constant full year 2023 exchange
rates ("CER" - Non-IFRS). Non-IFRS measures presented also include
Organic Revenue Growth, One-off and adjusting items, Adjusted
Interest, Adjusted Operating Profit, Adjusted Profit Before and
After Tax, Adjusted EBITDA, Adjusted Earnings Per Share, Free Cash
Flow, Adjusted Free Cash Flow, Adjusted Free Cash Flow Conversion
and Adjusted Effective Tax Rate. Definitions for these measures can
be found in note 14 of the financial statements. The Group's
internal strategic planning process is also based on these
measures, and they are used for incentive purposes. These measures
may not be calculated in the same way as similarly named measures
reported by other companies.