PARIS--(BUSINESS WIRE)--
Groupe Eurotunnel (Paris:GET)
- Revenues increased to €396 million (+22%)
- EBITDA improved to €189 million (+37%)
- Trading profit almost doubled: €112 million (+88%)
- Net profit of €2 million
- The cross-Channel Fixed Link:
-
Revenues increased significantly to €324 million (+10%) compared to
the first half of 2010 at a constant exchange rate:
- Shuttle revenues increased by 9%
- Revenues from the railway network increased by 11%
-
Traffic growth:
- Truck Shuttles (+21%), Passenger Shuttles (cars +5%)
- Eurostar passengers (+3%)
-
Europorte : a major contribution to revenues
- New contracts and the integration of GBRf have brought revenues to €72 million
Jacques Gounon, Chairman and Chief Executive Officer of Groupe Eurotunnel SA, stated, “This first half result is very satisfying: we have increased traffic without sacrificing prices which is positive given the strongly competitive nature of the Short Straits market. Developments in rail freight have brought expected growth and provide new opportunities for the future”.
Key events in the first half of the year
- Eurostar and SNCF have withdrawn their claim, which is an important step towards a settlement of the damages resulting from the fire in 2008. €66 million in insurance indemnities was received in the first half, of which €30 million has been included in the income statement. Thus Eurotunnel has recovered the sums due and continues to negotiate the final settlement for operating losses relating to Truck Shuttle activity.
- Distributed Traction has now been accepted and this should lead to a rapid increase in exchanges between Great Britain and Continental Europe as part of the European Directive on the liberalisation of international passenger traffic.
- The European Commission has opened a second phase of investigation into the recapitalisation request made by Seafrance, which remains in judicial administration.
- As part of Tunnel optimisation, the Eurotunnel Group announced the creation of a joint venture with STAR Capital to develop an electrical interconnector between Great Britain and France.
- Having already won the tenders for the management of the railway infrastructures at the ports of Dunkirk and Nantes, Eurotunnel has been retained to produce the Safety Document for the Grand Port Maritime de Bordeaux.
- The spectacular increase in tonnage (+21%) carried on rail freight trains travelling through the Channel Tunnel and the increase in the number of these trains (+16%) is evidence of a return to rail for many industrial customers who see the advantages of using clean and low energy transport.
- The whole of the Eurotunnel Group has been certified by the independent British organisation, the Carbon Trust Standard for its policy and results in relation to the reduction of the Group’s carbon footprint. The cross-Channel Fixed Link has reduced its carbon emissions by a further 20.5%, following the reduction in greenhouse gas emissions of 44% between 2006 and 2008.
Sustained activity and retention of market share
Eurotunnel has continued to demonstrate its capacities as a major player in the cross-Channel market with strong growth in activities both in terms of its Shuttle traffic (cars and trucks) and numbers of Eurostar passengers and rail freight. For the first half of 2011, market share for Truck Shuttles has been stable at above 37%. For Passenger Shuttles, Eurotunnel continues to be the leader in the cross-Channel market, with a market share close to 50%. Eurotunnel has increased its market share despite a slight contraction (-2%) in the Short Straits market, as the first half of 2010 was impacted positively by the one-off effects of the eruption of the volcano in Iceland.
The spectacular growth in tonnage transported on rail freight trains travelling though the Channel Tunnel (+21%) is linked to the development of Open Access, which has improved the competitiveness of rail freight, whilst a short term increase in steel traffic has brought an acceleration of this growth.
Financial results in line
The figures for the first half show a significant increase in EBITDA (+37% at a constant exchange rate).
The evaluation of the gross debt was made on the basis of an assumption for inflation in the United Kingdom estimated to be at 5% in 2011 (compared to an average of just under 3% from 2007-2010), resulting in a charge of €130 million. However, the interest paid in June was not affected and remained stable at €102 million.
After payment of the interest, €53 million of capital expenditure and €21 million of dividends, cash has increased to €346 million (€316 million at 31/12/2010).
Finally, the consolidated net result passed from a loss of €47 million (recalculated at a constant exchange rate2) for the first half of 2010 to a profit of €2 million for the first half of 2011.
Appendix 1: Traffic and revenue figures for the first half of 2011
Appendix 2: Half-Yearly Financial Report at 30 June 2011
1 All comparisons with 2010 are made at a constant exchange rate of £1= €1.119
2 And without insurance indemnities.
APPENDIX 1: TABLES SHOWING REVENUE AND TRAFFIC FOR THE FIRST HALF OF 2011
REVENUE
Reminder: first quarter (January - March)
€ million |
1st quarter
2011 |
1st quarter
2010 restated* |
% change |
1st quarter
2010 published** |
|||||
Shuttle Services | 81.7 | 71.6 | +14% | 71.3 | |||||
Railway network | 59.9 | 57.0 | +5% | 56.9 | |||||
Other revenues | 1.9 | 1.9 | -1% | 1.9 | |||||
Sub-total Fixed Link | 143.5 | 130.5 | +10% | 130.1 | |||||
Europorte | 35.7 | 14.3 | +150% | 14.3 | |||||
Revenue | 179.2 | 144.8 | +24% | 144.4 | |||||
* Average exchange rate: £1=€1.132 ** Average exchange rate: £1=€1.124 |
Second quarter (April - June)
€ million |
2nd quarter
2011 |
2nd quarter
2010 restated* |
% change |
2nd quarter
2010 published** |
|||||
Shuttle Services | 100.2 | 94.7 | +6% | 99.3 | |||||
Railway network | 76.7 | 66.6 | +15% | 69.7 | |||||
Other revenues | 3.4 | 2.3 | +45% | 2.6 | |||||
Sub-total Fixed Link | 180.3 | 163.6 | +10% | 171.6 | |||||
Europorte | 36.6 | 15.4 | +139% | 15.3 | |||||
Revenue | 216.9 | 179.0 | +21% | 186.9 |
First half (January - June)
€ million |
1st half
2011 |
1st half
2010 restated* |
% change |
1st half
2010 published** |
|||||
Shuttle Services | 181.8 | 166.2 | +9% | 170.6 | |||||
Railway network | 136.7 | 123.7 | +11% | 126.6 | |||||
Other revenues | 5.3 | 4.3 | +24% | 4.5 | |||||
Sub-total Fixed Link | 323.8 | 294.2 | +10% | 301.7 | |||||
Europorte | 72.4 | 29.6 | +145% | 29.6 | |||||
Revenue | 396.2 | 323.8 | +22% | 331.3 | |||||
* Average exchange rate for the first half of 2011: £1=€1.119 ** Average exchange rate for the first half of 2010: £1=€1.178 |
TRAFFIC
Reminder: 1st quarter
1st quarter
2011 |
1st quarter
2010 |
%
change |
|||||||
Truck Shuttles | 301,074 | 231,264 | +30% | ||||||
Passenger Shuttles | Cars* | 399,869 | 373,595 | +7% | |||||
Coaches | 9,544 | 10,160 | -6% | ||||||
Eurostar** | Passengers | 2,152,369 | 1,997,626 | +8% | |||||
Rail freight*** | Tonnes | 305,789 | 298,964 | +2% | |||||
Trains | 589 | 557 | +6% |
Second quarter
2nd quarter
2011 |
2nd quarter
2010 |
%
change |
|||||||
Truck Shuttles | 307,558 | 269,711 | +14% | ||||||
Passenger Shuttles | Cars* | 606,536 | 580,806 | +4% | |||||
Coaches | 18,876 | 19,807 | -5% | ||||||
Eurostar** | Passengers | 2,553,884 | 2,590,222 | -1% | |||||
Rail freight*** | Tonnes | 404,072 | 290,080 | +39% | |||||
Trains | 687 | 545 | +26% |
First half
1st half
2011 |
1st half
2010 |
%
change |
|||||||
Truck Shuttles | 608,632 | 500,975 | +21 | ||||||
Passenger Shuttles | Cars* | 1,006,405 | 954,401 | +5% | |||||
Coaches | 28,420 | 29,967 | -5% | ||||||
Eurostar** | Passengers | 4,706,253 | 4,587,848 | +3% | |||||
Rail freight*** | Tonnes | 709,861 | 589,044 | +21% | |||||
Trains | 1,276 | 1,102 | +16% |
* Including motorcycles, vehicles with trailers, caravans and motor homes.
** Only passengers using Eurostar to cross the Channel are included in this table, thus excluding journeys between Paris-Calais and Brussels-Lille.
*** Rail freight services by trains operators (DB Schenker on behalf of BRB, SNCF and its subsidiaries, and Europorte) using the Tunnel.
APPENDIX 2
HALF-YEARLY FINANCIAL REPORT* FOR
GROUPE EUROTUNNEL SA
FOR THE SIX MONTHS TO 30 JUNE 2011
* English translation of GET SA’s 2011 “rapport financier semestriel” for information purposes only.
Contents |
|||
HALF-YEARLY ACTIVITY REPORT AT 30 JUNE 2011 | 1 | ||
Summary | 1 | ||
Analysis of the result | 2 | ||
Analysis of cash flows | 4 | ||
Outlook | 5 | ||
SUMMARY CONSOLIDATED HALF-YEARLY FINANCIAL STATEMENTS AT 30 JUNE 2011 | 6 | ||
Consolidated income statement | 6 | ||
Consolidated statement of comprehensive income | 6 | ||
Consolidated balance sheet | 7 | ||
Consolidated statement of changes in equity | 8 | ||
Consolidated statement of cash flows | 9 | ||
Notes to the summary financial statements | 10 | ||
1 Important events | 10 | ||
2 Basis of preparation and significant accounting policies | 10 | ||
3 Segment reporting | 11 | ||
4 Other operating income and (expenses) | 12 | ||
5 Gross cost of servicing debt | 12 | ||
6 Other financial income and (charges) | 13 | ||
7 Earnings per share | 13 | ||
8 Property, plant and equipment | 14 | ||
9 Other receivables | 14 | ||
10 Share capital and 2007 Warrants | 14 | ||
11 Changes in equity | 15 | ||
12 Financial liabilities | 16 | ||
13 Provisions | 16 | ||
14 Related party transactions | 17 | ||
15 Post balance sheet events | 17 | ||
DECLARATION BY THE PERSON RESPONSIBLE FOR THE HALF-YEARLY FINANCIAL REPORT AT 30 JUNE 2011 | 18 | ||
STATUTORY AUDITORS’ REPORT ON THE 2011 HALF-YEARLY FINANCIAL INFORMATION | 19 |
HALF-YEARLY ACTIVITY REPORT AT 30 JUNE 2011
For a better comparison between the two periods, Groupe Eurotunnel SA’s consolidated income statement for the first half of 2010 presented in this half-yearly activity report has been recalculated at the exchange rate used for the 2011 half-yearly income statement of £1=€1.119.
Summary
The figures at 30 June 2011 include the activity of GB Railfreight Limited (GBRf), a subsidiary acquired on 28 May 2010 but not consolidated at 30 June 2010.
In total, consolidated revenue for the first half of 2011 amounted to €396 million, an increase of €72 million (22%) compared to the first half of 2010. On an equivalent basis (excluding GBRf’s €37 million contribution to revenues in the first half of 2011), the Group’s revenues grew by €35 million (11%) as a result of increased activity for the Fixed Link (€30 million) and Europorte (€5 million). The Group accounted for income of €9 million relating to indemnities for operating losses resulting from the fire in 2008 following payments received during the period from insurers. Operating costs of €216 million were slightly reduced on a like-for-like basis. At €189 million, the operating margin increased by €51 million and the trading profit increased by €52 million (88%) compared to the first half of 2010. After taking into account other net operating income of €23 million (being primarily the final compensation payment for the rolling stock that was destroyed in the fire), the operating profit amounted to €135 million compared to €66 million in 2010. The net cost of financing increased by 11% mainly as a result of the unusual and historically high level of inflation rates in the UK (estimated at 5% for 2011 compared to an average of just under 3% between 2007 and 2010 due in particular to the effect of the increase in VAT) and the resulting effect on the revaluation of the index-linked tranche of the debt. For the first six months of 2011, Groupe Eurotunnel SA’s net consolidated result was a profit of €2 million, compared to a loss of €47 million (restated at a constant exchange rate) for the first six months of 2010.
At 30 June 2011, the Group held cash balances of €346 million (31 December 2010: €316 million).
30 June 2011 | 30 June 2010 |
|
30 June 2010 | ||||||
€ million | restated* |
% |
|||||||
Exchange rate €/£ | 1.119 | 1.119 |
change |
1.178 | |||||
Shuttle services | 182 | 166 | +9% | 171 | |||||
Railway network | 137 | 124 | +11% | 126 | |||||
Other revenue | 5 | 4 | +24% | 5 | |||||
Sub-total Fixed Link | 324 | 294 | +10% | 302 | |||||
Europorte | 72 | 30 | +145% | 29 | |||||
Revenue | 396 | 324 | +22% | 331 | |||||
Other income | 9 | - | - | ||||||
Total turnover | 405 | 324 | +25% | 331 | |||||
External operating expenses | (129) | (110) | +18% | (111) | |||||
Employee benefit expense | (87) | (76) | +14% | (77) | |||||
Operating margin (EBITDA) | 189 | 138 | +37% | 143 | |||||
Depreciation | (77) | (78) | -2% | (78) | |||||
Trading profit | 112 | 60 | +88% | 65 | |||||
Net other operating income | 23 | 6 | 6 | ||||||
Operating profit (EBIT) | 135 | 66 | 71 | ||||||
Income from cash and cash equivalents | 1 | 5 | 6 | ||||||
Gross cost of servicing debt | (130) | (121) | +8% | (125) | |||||
Net cost of financing and debt service | (129) | (116) | +11% | (119) | |||||
Other net financial (charges)/income and income tax expense | (4) | 3 | 3 | ||||||
Net result: profit/(loss) | 2 | (47) | (45) | ||||||
* Restated at the rate of exchange used for the 2011 half-year income statement (£1=€1.119). |
Analysis of the result
Revenues
At €324 million for the first half of 2011, revenues for the Fixed Link increased by 10% compared to the first half of 2010 at a constant exchange rate. Europorte revenues amounted to €72 million, an increase of €42 million of which €37 million related to GBRf which was not consolidated at 30 June 2010.
In total, consolidated revenues for the first half of 2011 amounted to €396 million, an increase of €72 million (22%) compared to the first half of 2010. On a comparable basis (excluding GBRf’s contribution to the first half of 2011) the Eurotunnel Group’s revenues grew by €35 million (11%).
Shuttle services
TRAFFIC | 1st quarter (January to March) | 2nd quarter (April to June) | 1st half (January to June) | ||||||||||||||||||
2011 | 2010 | % change | 2011 | 2010 | % change | 2011 | 2010 | % change | |||||||||||||
Truck Shuttle: | |||||||||||||||||||||
Trucks | 301,074 | 231,264 | +30% | 307,558 | 269,711 | +14% | 608,632 | 500,975 | +21% | ||||||||||||
Passenger Shuttle: | |||||||||||||||||||||
Cars(*) | 399,869 | 373,595 | +7% | 606,536 | 580,806 | +4% | 1,006,405 | 954,401 | +5% | ||||||||||||
Coaches | 9,544 | 10,160 | -6% | 18,876 | 19,807 | -5% | 28,420 | 29,967 | -5% | ||||||||||||
* Including motorcycles, vehicles with trailers, caravans and motor homes. |
Revenues for the Shuttle activity increased by 9% in the first half of 2011 to €182 million mainly as a result of the increase in the number of trucks transported.
Truck Shuttles
The Short Straits cross-Channel market for trucks continued to grow (growth estimated at 5% for the first half of 2011) but nevertheless still remains 13% below 2008 levels. The number of trucks transported by Eurotunnel during the first half of 2011 has increased by 21% compared to the first half of 2010 as a result of the gradual recovery of market share during 2010, particularly in the second half. For the first half of 2011, Eurotunnel’s market share stabilised at a level similar to that of the second half of 2010 and to levels before the fire in 2008.
Passenger Shuttles
For the first half of 2011, the Short Straits cross-Channel market for cars contracted by about 2% compared to the same period in 2010 during which it was boosted by the consequences of the eruption of the Icelandic volcano on air transport. Despite this, Eurotunnel’s car traffic continued to improve, with the number of cars transported by its Shuttles during the first half of 2011 increasing by 5% compared to the first half of 2010 as a result of improved market share.
The coach market has continued with its downward trend during the first half of 2011 leading to a reduction in Eurotunnel’s coach traffic of 5% for the period, with a relatively stable market share.
Railway network
TRAFFIC | 1st quarter (January to March) | 2nd quarter (April to June) | 1st half (January to June) | ||||||||||||||||||
2011 | 2010 | % change | 2011 | 2010 | % change | 2011 | 2010 | % change | |||||||||||||
Passenger trains: | |||||||||||||||||||||
Eurostar Passengers* |
2,152,369 | 1,997,626 | +8% | 2,553,884 | 2,590,222 | -1% | 4,706,253 | 4,587,848 | +3% | ||||||||||||
Rail freight trains**: | |||||||||||||||||||||
Tonnes | 305,789 | 298,964 | +2% | 404,072 | 290,080 | +39% | 709,861 | 589,044 | +21% | ||||||||||||
Trains | 589 | 557 | +6% | 687 | 545 | +26% | 1,276 | 1,102 | +16% | ||||||||||||
* Only passengers using Eurostar to cross the Channel are included in this table, thus excluding journeys between Paris-Calais and Brussels-Lille. ** Rail freight services by trains operators (DB Schenker on behalf of BRB, SNCF and its subsidiaries, and Europorte) using the Tunnel. |
The Eurotunnel Group earned revenues of €137 million from the use of its Tunnel railway network by Eurostar passenger trains and the freight train services of the rail companies during the first half of 2011, an increase of 11% compared to the first half of 2010 mainly due to the increase in the number of Eurostar passengers and rail freight trains travelling though the Tunnel.
After an increase of 8% in the first quarter of 2011 compared to 2010, Eurostar passenger numbers decreased by 1% in the second quarter compared to the second quarter of 2010 which had benefitted from the transfer of air traffic following the eruption of the Icelandic volcano.
The increase of 16% in the number of rail freight services through the Tunnel to 1,276 trains is encouraging: the intermodal services launched during the last quarter of 2010 have enabled a return to growth and compensated for the ending of wagonload services. Improved industrial relations in Europe have also contributed to a stabilisation of traffic flows, as activity in 2010 was disrupted by a series of strikes.
Europorte
Europorte’s revenues for the first half of 2011 have increased to €72 million, an increase of €42 million compared to the same period in 2010 mainly as a result of the integration of the British rail freight subsidiary GBRf, which earned revenues of €37 million during the period. On a comparative basis, Europorte’s revenues increased by €5 million (20%), mainly as a result of the start of new contracts and increased activity of existing ones.
Total turnover
An income of €9 million was accounted for in the first half of 2011 relating to operating losses following the payments received from the insurers during the period (see note 1 of the summary half-year consolidated financial statements at 30 June 2011).
Operating margin (EBITDA)
External operating expenses for the first half of 2011 increased by €19 million (18%) and employee benefit expense increased by €11 million (14%) mainly as a result of the impact of GBRf’s operating expenses (€23 million on external operating expenses and €11 million on employee benefit expense, totalling €34 million). On a comparable basis (excluding GBRf), the Group’s operating expenses decreased slightly by €4 million (2%) compared to the first half of 2010.
At €189 million, the operating margin for the first half of 2011 improved by €51 million (37%) compared to the first half of 2010.
Operating profit (EBIT)
Depreciation charges for the first half of 2011 decreased slightly compared to the first half of 2010. The €23 million of other net operating income mainly consisted of the final compensation for rolling stock considered irreparable following the fire in September 2008 and written off during the 2008 and 2009 financial years.
The operating result for the first half of 2011 was a profit of €135 million compared to a profit of €66 million in the first half of 2010, an improvement of €69 million.
Net cost of financing and debt service
Income from cash and cash equivalents decreased by €4 million in 2011, the first half of 2010 having benefitted from the receipt of penalty interest received in respect of the VAT reimbursement.
At €130 million for the first half of 2011, the gross cost of servicing debt increased by €9 million compared to the first half of 2010 at a constant exchange rate, as a result of the increase in inflation rates and its effect on the revaluation of the nominal value of the index-linked tranche of the debt. This increase in interest charges has no effect on the cash flows of the period (see “analysis of cash flows” below) as the effect of the indexation on the nominal gives rise to cash payments only upon repayment of the debt.
Net result
The net consolidated result for the Eurotunnel Group for the first six months of 2011 was a profit of €2 million, compared to a loss of €47 million (restated at a constant exchange rate) for the same period in 2010.
Analysis of cash flows
€ million | 30 June 2011 | 30 June 2010 | |||
Exchange rate €/£ | 1.108 | 1.223 | |||
Net cash inflow from trading | 195 | 158 | |||
Other operating cash flows and taxation | (1) | 8 | |||
Net cash inflow from operating activities | 194 | 166 | |||
Net cash outflow from investing activities | (33) | (47) | |||
Net cash outflow from financing activities | (121) | (102) | |||
Increase in cash | 40 | 17 |
In total the net increase in cash was €40 million for the first half of 2011, compared to a net increase of €17 million in the same period in 2010. In 2011, this included total of €66 million received for insurance indemnities relating to the 2008 fire.
At €194 million, the net cash inflow from operating activities increased by €28 million in 2011 compared to 2010. This increase is mainly explained by:
- an increase in receipts from insurers relating to operating losses and material damage and supplementary costs resulting from the fire in 2008 (€46 million in the first half of 2011 compared to €10 million in the first half of 2010); and
- a decrease of €4 million resulting from the movement in exchange rates used to consolidate the cash flows of the two periods.
At €33 million, the net cash outflow from investing activities decreased by €14 million compared to 2010. It comprised:
- €30 million of capital expenditure by the Fixed Link segment (€20 million in 2010), of which €9 million related to the installation of the SAFE stations;
- €23 million of capital expenditure by the Europorte segment (€3 million in 2010), which relates mainly to the purchase of locomotives as part of their development plan;
- a receipt of €20 million relating to compensation of rolling stock destroyed during the fire (€6 million in 2010); and
- in 2010, €30 million was paid for the acquisition of GBRf.
The net cash outflow from financing activities for the first half of 2011 amounted to €121 million compared to €102 million for the first half of 2010. This increase is mainly explained by the fact that the dividend of €21 million was paid in May in 2011 whilst the dividend in 2010 was paid in July.
Debt service cover ratio
Under the terms of the Term Loan, Groupe Eurotunnel SA is required to meet certain financial covenants as described in paragraph 10.6 of the 2010 Reference Document.
The debt service cover ratio and the synthetic debt service cover ratio for Groupe Eurotunnel SA at 30 June 2011 were 1.68 and 1.49 respectively, and thus the financial covenants for the period were respected.
Outlook
The main risks and uncertainties by which the Eurotunnel Group may be confronted in the remaining six months of the year have not evolved significantly compared to those identified in chapter 4 “Risk Factors” of the 2010 Reference Document filed with the Autorité des marchés financiers (the French financial markets authority) on 4 March 2011. Nevertheless, the global economic situation and financial environment increase these uncertainties.
Despite the continuation of the gradual recovery of the different sectors of the economy, the competitive environment in the Short Straits market remains complex. During the first half of 2011, the Group has nevertheless consolidated its Shuttle market shares recovered in 2010 and intends to continue its strategy of improving reliability, service quality and safety, notably with the introduction into service of the SAFE stations during the second half of 2011. This strategy, together with a strict control of cash and the optimisation of operating costs, should enable the Group to improve is operating margin in 2011.
The first half was marked by the withdrawal of the claim made by Eurostar and SNCF against Eurotunnel’s insurers following the fire in September 2008 as described in note 1 to the 2011 summary half year consolidated financial statements. Negotiations continue with insurers on the final amount of the losses resulting from the fire.
Concerning the activities of Europorte, the new organisation put into place in 2010 has enabled the Group to complete the integration of its new subsidiaries and to finalise the development strategy for this sector. During 2011, the Group is continuing its preparation for future growth in this activity, in particular with the launch of new services and the investment in new rolling stock and resources.
On 26 May 2011, the Group announced the creation of a joint venture with Star Capital Partners to construct and manage an electricity interconnector between France and Great Britain. The Eurotunnel Group will own 49% of this joint venture. The steps necessary to obtain the required regulatory authorisations should begin during the second half of 2011.
GROUPE EUROTUNNEL SA: HALF-YEARLY FINANCIAL REPORT FOR THE SIX MONTHS TO 30 JUNE 2011
Summary consolidated half-yearly financial statements
SUMMARY CONSOLIDATED HALF-YEARLY FINANCIAL STATEMENTS AT 30 JUNE 2011
Consolidated income statement |
|||||||||
€’000 | Note |
30 June 2011 |
30 June 2010 |
31 December 2010 |
|||||
Revenue | 3 | 396,175 | 331,346 | 736,582 | |||||
Other income | 1.1 | 9,321 | - | – | |||||
Total turnover | 405,496 | 331,346 | 736,582 | ||||||
Operating expenses | (128,780) | (110,666) | (234,842) | ||||||
Employee benefit expense | (87,358) | (77,376) | (165,711) | ||||||
Depreciation | (77,206) | (78,720) | (156,249) | ||||||
Trading profit | 112,152 | 64,584 | 179,780 | ||||||
Other operating income | 4 | 22,669 | 8,252 | 17,583 | |||||
Other operating expenses | 4 | (29) | (1,727) | (7,505) | |||||
Operating profit | 134,792 | 71,109 | 189,858 | ||||||
Income from cash and cash equivalents | 1,475 | 5,698 | 6,898 | ||||||
Gross cost of servicing debt | 5 | (130,201) | (124,367) | (254,935) | |||||
Net cost of financing and debt service | (128,726) | (118,669) | (248,037) | ||||||
Other financial income | 6 | 6,625 | 36,099 | 12,356 | |||||
Other financial charges | 6 | (10,516) | (33,158) | (10,543) | |||||
Income tax expense | (291) | (230) | (436) | ||||||
Profit/(loss) for the period | 1,884 | (44,849) | (56,802) | ||||||
Profit/(loss): Group share | 1,884 | (44,847) | (56,800) | ||||||
Profit/(loss): minority interest share | – | (2) | (2) | ||||||
Profit/(loss) per share (€) | 7 | N/S | (0.10) | (0.12) | |||||
Profit/(loss) per share after dilution (€) | 7 | N/S | (0.08) | (0.11) |
Consolidated statement of comprehensive income |
|||||||
€’000 | Note |
30 June 2011 |
31 December 2010 |
||||
Foreign exchange translation differences | 78,457 | (56,179) | |||||
Movement in fair value of hedging contracts* | 12 | 105,984 | (117,489) | ||||
Net income recognised directly in equity | 184,441 | (173,668) | |||||
Profit/(loss) for the period - Group share | 1,884 | (56,800) | |||||
Total comprehensive income/(expense) - Group share | 186,325 | (230,468) | |||||
Total comprehensive income/(expense) - minority interest share | – | 3 | |||||
Total comprehensive income/(expense) | 186,325 | (230,465) | |||||
* Including accrued interest. |
The notes form part of these financial statements.
Consolidated balance sheet |
|||||||
€’000 | Note |
30 June 2011 |
31 December 2010 |
||||
ASSETS | |||||||
Goodwill | 15,701 | 16,463 | |||||
Intangible assets | 11,666 | 12,673 | |||||
Total intangible assets | 27,367 | 29,136 | |||||
Concession property, plant and equipment | 8 | 6,587,457 | 6,644,299 | ||||
Other property, plant and equipment | 8 | 78,145 | 46,933 | ||||
Total property, plant and equipment | 6,665,602 | 6,691,232 | |||||
Non-current financial assets | |||||||
Investment in subsidiary undertakings | 5 | 5 | |||||
Other financial assets | 2,457 | 2,344 | |||||
Total non-current assets | 6,695,431 | 6,722,717 | |||||
Stock | 2,040 | 1,419 | |||||
Trade receivables | 103,534 | 80,438 | |||||
Other receivables | 9 | 40,018 | 62,465 | ||||
Other financial assets | 436 | 458 | |||||
Cash and cash equivalents | 345,767 | 316,323 | |||||
Total current assets | 491,795 | 461,103 | |||||
Total assets | 7,187,226 | 7,183,820 | |||||
EQUITY AND LIABILITIES | |||||||
Issued share capital | 10 | 211,243 | 213,684 | ||||
Share premium account | 1,771,288 | 1,812,316 | |||||
Other reserves | 11 | 679,574 | 606,964 | ||||
Profit/(loss) for the period | 1,884 | (56,800) | |||||
Cumulative translation reserve | 322,705 | 244,248 | |||||
Total equity | 2,986,694 | 2,820,412 | |||||
Retirement benefit obligations | 26,524 | 29,813 | |||||
Financial liabilities | 12 | 3,698,464 | 3,753,824 | ||||
Other financial liabilities | 946 | 992 | |||||
Interest rate derivatives | 12 | 286,287 | 392,271 | ||||
Total non-current liabilities | 4,012,221 | 4,176,900 | |||||
Provisions | 13 | 4,486 | 8,744 | ||||
Financial liabilities | 12 | 4,795 | 4,815 | ||||
Other financial liabilities | 446 | 472 | |||||
Trade payables | 138,366 | 146,719 | |||||
Other payables | 40,218 | 25,758 | |||||
Total current liabilities | 188,311 | 186,508 | |||||
Total equity and liabilities | 7,187,226 | 7,183,820 |
The notes form part of these financial statements.
Consolidated statement of changes in equity |
|||||||||||||||||||
€’000 |
Issued share capital |
Share premium account |
Consolidated reserves |
Other equity and similar instruments |
Retained earnings |
Cumulative translation reserve |
Group share |
Minority interests |
Total | ||||||||||
At 31 December 2009 | 190,825 | 1,780,896 | 582,169 | 215,357 | 1,564 | 300,427 | 3,071,238 | 48 | 3,071,286 | ||||||||||
Transfer to non-distributable reserves | 1,564 | (1,564) | – | – | |||||||||||||||
Payment of dividend | (18,490) | (18,490) | (18,490) | ||||||||||||||||
Merger of TNU PLC | 180 | 3,135 | 3,315 | (51) | 3,264 | ||||||||||||||
Cost of merger of TNU PLC | (1,175) | (1,175) | (1,175) | ||||||||||||||||
Share issue costs | (513) | (513) | (513) | ||||||||||||||||
Contractual redemption of NRS I T3 | 21,190 | 164,244 | (185,139) | 295 | 295 | ||||||||||||||
Contractual redemption of SDES | 1,489 | 29,906 | (1,177) | (30,218) | – | – | |||||||||||||
Change in scope of consolidation | (818) | (818) | (818) | ||||||||||||||||
Share based payments | 239 | 239 | 239 | ||||||||||||||||
Adjustment of special reserve | 67 | (67) | – | – | |||||||||||||||
Acquisition/sale of treasury shares | (3,211) | (3,211) | (3,211) | ||||||||||||||||
Result for the year | (56,800) | (56,800) | (2) | (56,802) | |||||||||||||||
Net profit/(loss) recorded directly in equity | (117,489) | (56,179) | (173,668) | 5 | (173,663) | ||||||||||||||
At 31 December 2010 | 213,684 | 1,812,316 | 606,964 | – | (56,800) | 244,248 | 2,820,412 | – | 2,820,412 | ||||||||||
Transfer to non-distributable reserves | (56,800) | 56,800 | – | – | |||||||||||||||
Payment of dividend (note 11) | (20,938) | (20,938) | (20,938) | ||||||||||||||||
Share issue costs | (7) | (7) | (7) | ||||||||||||||||
Allocation of loyalty shares for 2008 rights issue (note 10) and adjustment of special reserve (note 11) | 959 | 30 | (989) | – | – | ||||||||||||||
Conditional additional return on SDES | (404) | (404) | (404) | ||||||||||||||||
Cancellation of treasury shares (note 10) | (3,400) | (40,647) | 44,047 | – | – | ||||||||||||||
Share based payments | 525 | 525 | 525 | ||||||||||||||||
Acquisition/sale of treasury shares | 781 | 781 | 781 | ||||||||||||||||
Result for the period | 1,884 | 1,884 | 1,884 | ||||||||||||||||
Net profit/(loss) recorded directly in equity (note 12) | 105,984 | 78,457 | 184,441 | 184,441 | |||||||||||||||
At 30 June 2011 | 211,243 | 1,771,288 | 679,574 | – | 1,884 | 322,705 | 2,986,694 | – | 2,986,694 |
The notes form part of these financial statements.
Consolidated statement of cash flows |
|||||||
€’000 |
30 June 2011 |
30 June 2010 |
31 December 2010 |
||||
Result for the period: profit/(loss) | 1,884 | (44,849) | (56,802) | ||||
Income tax expense | 291 | 230 | 436 | ||||
Other financial expenses and (income) | 3,891 | (2,941) | (1,813) | ||||
Net cost of financing and debt service | 128,726 | 118,669 | 248,037 | ||||
Other net operating income | (22,640) | (6,525) | (10,078) | ||||
Depreciation | 77,206 | 78,720 | 156,249 | ||||
Trading profit before depreciation | 189,358 | 143,304 | 336,029 | ||||
Exchange adjustment* | (1,047) | 3,724 | (1,349) | ||||
(Increase)/decrease in inventories | (634) | – | 168 | ||||
Decrease in trade and other receivables | 1,388 | 1,343 | 13,766 | ||||
Increase in trade and other payables | 6,460 | 9,714 | 4,854 | ||||
Net cash inflow from trading | 195,525 | 158,085 | 353,468 | ||||
Other net operating cash flows | (922) | 7,790 | 3,388 | ||||
Taxation | (206) | (24) | (456) | ||||
Net cash inflow from operating activities | 194,397 | 165,851 | 356,400 | ||||
Payments to acquire property, plant and equipment | (53,070) | (23,326) | (49,905) | ||||
Sale of property, plant and equipment | 7 | 719 | 2,368 | ||||
Receipt of compensation for rolling stock | 19,880 | 5,720 | 5,719 | ||||
Acquisition of shareholdings in subsidiary undertakings | – | (30,130) | (32,409) | ||||
Cash advance to a non-consolidated subsidiary | – | (1,414) | – | ||||
Net cash from subsidiaries entering into consolidation scope | – | 1,792 | 3,751 | ||||
Net cash outflow from investing activities | (33,183) | (46,639) | (70,476) | ||||
Dividend paid | (20,938) | – | (18,490) | ||||
Share issue costs | (780) | (693) | (1,575) | ||||
Payments relating to equity operations | (403) | – | – | ||||
Purchase of treasury shares | – | (14,329) | (2,886) | ||||
Interest paid on the NRS | – | – | (5,712) | ||||
Interest paid on Term Loan | (76,476) | (77,369) | (151,622) | ||||
Interest paid on hedging instruments | (25,140) | (27,670) | (53,896) | ||||
Interest received on cash and cash equivalents | 1,199 | 7,610 | 8,920 | ||||
Other interest received | 17 | 19 | 38 | ||||
Net proceeds from sale of treasury shares | 1,001 | 10,544 | (300) | ||||
Net cash outflow from financing activities | (121,520) | (101,888) | (225,523) | ||||
Increase in cash in period | 39,694 | 17,324 | 60,401 |
* The adjustment relates to the restatement of elements of the income statement at the exchange rate ruling at the period end.
Movements during the period |
|||||||
€’000 |
30 June 2011 |
30 June 2010 |
31 December 2010 |
||||
Cash and cash equivalents at 1 January | 316,323 | 251,226 | 251,226 | ||||
Increase in cash in the period | 39,694 | 17,324 | 60,401 | ||||
Increase in interest receivable in the period | 245 | 99 | 88 | ||||
Effect of movement in exchange rate | (10,495) | 12,535 | 4,608 | ||||
Cash and cash equivalents at the end of the period | 345,767 | 281,184 | 316,323 |
The notes form part of these financial statements.
GROUPE EUROTUNNEL SA: HALF-YEARLY FINANCIAL REPORT FOR THE SIX MONTHS TO 30 JUNE 2011
Summary consolidated half-yearly financial statements
Notes to the summary financial statements
Groupe Eurotunnel SA (GET SA) refers to the holding company governed by French law, whose registered office is at 3 rue La Boétie, 75008 Paris, France. GET SA is the consolidating entity of the Group and its shares are listed on Euronext Paris and the London Stock Exchange.
The term “Group” or “Eurotunnel Group” refers to Groupe Eurotunnel SA and all its subsidiaries.
The principal activities of the Group are the design, financing, construction and operation of the Fixed Link, in accordance with the terms of the Concession, and the development of the rail freight activity. The Concession will expire in 2086.
1 Important events
1.1 Consequences of the fire in September 2008
The Group’s insurance policy covered material damage and operating losses resulting from the fire in September 2008 up to €900 million. Operating losses were insured for a period of 24 months and this cover therefore expired in September 2010.
At 31 December 2010, the Group had received compensation from its insurers totalling €157 million and had accounted for €35 million of insurance indemnities to be received in other receivables. As described in note A to the Group’s consolidated financial statements at 31 December 2010, Eurotunnel received a total of €18 million of indemnities from its insurers in early 2011. In June 2011, following the withdrawal by Eurostar and SNCF of the claim launched against Eurotunnel’s insurers in May 2009, Eurotunnel received the €48 million that had been blocked by this procedure. As a result, in the first half of 2011 the Group accounted for net income of €29 million corresponding to the amount received from the insurers less the insurance receivable at the end of 2010. Of this, €20 million relating to compensation for the destroyed rolling stock was accounted for in other operating income, and €9 million relating to operating losses was accounted for in other income.
In total to 30 June 2011, Eurotunnel has received and accounted for €223 million of insurance indemnities, of which €122 million relates to operating losses, €65 million to Tunnel repairs (€57 million) and supplementary costs (€8 million), and €36 million in compensation for the rolling stock that was destroyed.
Negotiations between Eurotunnel and its insurers continue over the final amount of compensation for operating losses relating to the Truck Shuttle activity. At 30 June 2011, the Group has not accounted for any additional income to be received in relation to this.
1.2 Financial operations
During the first half of 2011, the Group carried out the final steps of the financial operations begun in 2008:
- the allocation of the loyalty shares on the 2008 rights issue (see note 10 below), and
- the payment of the conditional additional return on the SDES with GET SA shares (see note 10 below).
On 4 April 2011, the Group reduced its capital by cancelling 8,500,000 treasury shares (see note 10 below).
The exercise of the 2007 Warrants during the second half of 2011 (see note 10.2 below) will be the final step in the financial restructuring begun in 2007.
2 Basis of preparation and significant accounting policies
2.1 Statement of compliance
The half-year summary consolidated financial statements have been prepared in accordance with IAS 34 and accordingly do not contain all the information necessary for complete annual financial statements and must be read in conjunction with Groupe Eurotunnel SA’s consolidated financial statements for the year ended 31 December 2010.
The half-year summary consolidated financial statements for 2011 were drawn up by the board of directors on 21 July 2011. There have been no significant events between 30 June and 21 July 2011 (see note 15 below).
2.2 Scope of consolidation
The half-year summary consolidated financial statements for Groupe Eurotunnel SA and its subsidiaries are prepared as at 30 June. The basis of consolidation at 30 June 2011 is the same as that used for Groupe Eurotunnel SA’s annual financial statements to 31 December 2010.
2.3 Basis of preparation and presentation of the consolidated financial statements
The half-year summary consolidated financial statements have been prepared using the principles of currency conversion as defined in the 2010 annual financial statements.
The average and closing exchange rates used in the preparation of the 2011 and 2010 half-year accounts and the 2010 annual accounts are as follows:
€/£ | 30 June 2011 | 30 June 2010 | 31 December 2010 | ||||
Closing rate | 1.108 | 1.223 | 1.162 | ||||
Average rate | 1.119 | 1.178 | 1.169 |
2.4 Principal accounting policies
The half-year summary consolidated financial statements have been prepared in accordance with IFRS. The accounting principles and bases of calculation used for these half-year summary consolidated financial statements are consistent in all significant aspects with those used for GET SA’s 2010 annual consolidated financial statements.
The following standards and interpretations published by the IASB and adopted by the European Union became applicable to the Group on 1 January 2011:
- the revised IAS 24 “Related Party Disclosures”,
- the amendments to IAS 32 “Classification of Rights Issues” and to IFRS 1 “Limited exemption to the presentation of comparative information for IFRS 7”,
- the amendment IFRIC 14 “Prepayments of a Minimum Funding Requirement”, and
- the interpretation IFRIC 19 “Extinguishing Financial Liabilities with Equity Instruments”.
The Group has not opted for early adoption of standards, amendments and interpretations published by the IASB but not yet adopted by the European Union.
The Group does not expect that these standards, amendments and interpretations, the application of which is not mandatory from 1 January 2011 and which may be adopted early, will have any significant impact on its results or its financial situation.
3 Segment reporting
The Group is organised around the following two activities which correspond to the internal information reviewed and used by the main operational decision makers (the Executive Committee):
- the segment “Concession for the cross-Channel Fixed Link”, and
- the segment “Europorte” which includes the activities of Europorte SAS and its subsidiaries Europorte Channel, Europorte France, Europorte Proximité, Socorail, GBRf, and Europorte Services.
At 30 June 2011 | At 30 June 2010 | At 31 December 2010 | |||||||||||
€’000 | Revenue | Trading result | Revenue | Trading result | Revenue | Trading result | |||||||
Fixed Link | 323,782 | 116,427 | 301,743 | 69,183 | 638,854 | 186,454 | |||||||
Europorte | 72,392 | (4,275) | 29,603 | (4,599) | 97,728 | (6,674) | |||||||
Total | 396,175 | 112,152 | 331,346 | 64,584 | 736,582 | 179,780 |
The Europorte segment includes the activity of GBRf from the second half of 2010.
4 Other operating income and (expenses)
€’000 |
30 June 2011 |
30 June 2010 |
31 December 2010 | ||||
Negative goodwill | – | 4,500 | 12,771 | ||||
Reimbursement of British VAT | – | 2,751 | 2,730 | ||||
Net profit on disposal or write-off of assets | 19,890 | 606 | – | ||||
Other | 2,779 | 395 | 2,082 | ||||
Other operating income | 22,669 | 8,252 | 17,583 | ||||
Legal and financial restructuring | – | (1,086) | (1,315) | ||||
Costs incurred in the acquisition of new subsidiaries | – | (587) | (1,113) | ||||
Net loss on disposal or write-off of assets | – | – | (2,805) | ||||
Other | (29) | (54) | (2,272) | ||||
Other operating charges | (29) | (1,727) | (7,505) | ||||
Total | 22,640 | 6,525 | 10,078 |
During the first half of 2011, the Group accounted for €19.9 million relating to the final compensation for the rolling stock considered irreparable following the fire in September 2008 and written off during 2008 and 2009.
At 30 June 2010, the Group accounted for a provisional negative goodwill relating to the acquisition of Europorte’s French rail freight subsidiaries in November 2009 amounting to €4,500,000. Following finalisation of the valuation of the acquired assets and liabilities at their fair value during the second half of 2010, the amount was definitively adjusted to €12,771,000 at 31 December 2010.
5 Gross cost of servicing debt
€’000 |
30 June 2011 |
30 June 2010 |
31 December 2010 |
Interest on loans before hedging | 76,829 | 75,921 | 152,329 |
Adjustments relating to hedging instruments | 25,069 | 27,276 | 53,937 |
Effective rate adjustment | 414 | 381 | 800 |
Sub-total | 102,312 | 103,578 | 207,066 |
Inflation indexation of the nominal | 27,889 | 20,591 | 47,626 |
Accretion expense of the NRS | – | 198 | 243 |
Total gross cost of servicing debt after hedging | 130,201 | 124,367 | 254,935 |
At the end of June, the inflation indexation of the nominal reflects the estimated effect of annual French and British inflation rates on the nominal amount of Tranches A1 and A2 of the Term Loan as described in note X.1i of the annual consolidated financial statements at 31 December 2010.
6 Other financial income and (charges)
€’000 |
30 June 2011 |
30 June 2010 |
31 December 2010 | ||||
Unrealised exchange gains* | 5,767 | 34,268 | 9,173 | ||||
Realised exchange gains | 858 | 1,575 | 2,101 | ||||
Other | – | 256 | 1,082 | ||||
Other financial income | 6,625 | 36,099 | 12,356 | ||||
Unrealised exchange losses* | (9,631) | (31,945) | (8,134) | ||||
Realised exchange losses | (885) | (1,163) | (1,686) | ||||
Other | – | (50) | (723) | ||||
Other financial charges | (10,516) | (33,158) | (10,543) | ||||
Total | (3,891) | 2,941 | 1,813 |
* A net loss of €3,864,000 at 30 June 2011 resulting from the re-evaluation of intra-group debtors and creditors (30 June 2010: net gain of €2,323,000, 31 December 2010: net gain of €1,039,000).
7 Earnings per share
30 June 2011 |
30 June 2010 |
31 December 2010 | |||||||
Weighted average number: | |||||||||
- of issued ordinary shares | 531,602,705 | 477,117,282 | 498,722,778 | ||||||
- of treasury shares | (8,219,714) | (14,271,893) | (14,492,838) | ||||||
Number of shares used to calculate the result per share (A) | 523,382,991 | 462,845,389 | 484,229,940 | ||||||
- conversion of NRS (2010) | – | 52,975,341 | – | ||||||
- conversion of 2007 Warrants (2011) | i | 35,588,160 | 35,588,160 | 35,588,160 | |||||
- conversion of SDES (2010) | – | 3,487,607 | – | ||||||
- conditional additional return on SDES (2011) | – | 3,939,173 | 3,928,859 | ||||||
- loyalty shares on 2008 rights issue (2011) | – | 2 549 938 | 2,473,175 | ||||||
- share options | ii | 125,591 | – | 3,699 | |||||
- free shares | iii | 664,600 | – | – | |||||
Potential number of ordinary shares (B) | 36,378,351 | 98 540 219 | 41,993,893 | ||||||
Number of shares used to calculate the diluted result per share (A+B) | 559,761,342 | 561,385,608 | 526,223,833 | ||||||
Profit/(loss) (€’000) (C) | 1,884 | (44,847) | (56,800) | ||||||
Profit/(loss) per share (€) (C/A) | N/S | (0.10) | (0.12) | ||||||
Profit/(loss) per share after dilution (€) (C/(A+B)) | N/S | (0.08) | (0.11) |
The calculations were made on the following bases:
(i) on the assumption of a conversion of the maximum number of 2007 Warrants remaining in circulation at 30 June 2011 (see note 10.2 below);
(ii) on the assumption of the exercise of the maximum number of options issued on 16 July 2010 and still in issue at 30 June 2011. The exercise of these options is conditional on attaining the targets described in note V of the consolidated financial statements at 31 December 2010; and
(iii) on the assumption of the acquisition of the maximum number of free shares issued to staff (see note 10.3 below).
8 Property, plant and equipment
At 30 June 2011, the Eurotunnel Group has not identified any indication of impairment.
Intangible assets are mainly composed of the rolling stock owned by the subsidiaries of Europorte. During the first half of 2011, Europorte France and GBRf invested a total of €31 million in the purchase of new locomotives as part of their business plans.
9 Other receivables
€’000 |
30 June 2011 |
31 December 2010 |
|||
Suppliers | 169 | 65 | |||
State debtors | 18,561 | 17,357 | |||
Prepayments | 16,899 | 6,241 | |||
Insurance indemnities to be received | – | 35,297 | |||
Other | 4,389 | 3,505 | |||
Total | 40,018 | 62,465 |
The €35.3 million insurance indemnities receivable at 31 December 2010 were received during the first half of 2011 (see note 1.1 above).
10 Share capital and 2007 Warrants
10.1 Share capital
€’000 | |||||
At 31 December 2010 | 534,211,182 ordinary shares of €0.40 each | 213,684 | |||
Loyalty shares on the 2008 rights issue | 2,396,905 ordinary shares of €0.40 each | 959 | |||
Cancellation of treasury shares | 8,500,000 ordinary shares of €0.40 each | (3,400) | |||
At 30 June 2011 | 528,108,087 ordinary shares of €0.40 each | 211,243 |
On 18 March 2011, 2,396,905 additional ordinary loyalty shares were attributed to persons having held until 6 March 2011 the shares for which they subscribed as part of the rights issue in 2008 as described in the securities note issued in April 2008. These shares were paid up by drawing on the special reserve set up for this purpose in 2008 (see note 11.2 below).
At 30 June 2011, the issued share capital of GET SA amounted to €211,243,234.80 divided into 528,108,087 fully paid-up GET SA ordinary shares with a nominal value of €0.40 each.
Treasury shares
Movements in the number of treasury shares held as part of the share buy back programme renewed by the general meeting of shareholders and implemented by decision of the board of directors on 28 April 2011 were as follows:
At 1 January 2011 | 14,496,608 | |
Payment of the conditional additional return on the SDES | (3,925,338) | |
Cancellation of treasury shares | (8,500,000) | |
Share buy back programme | – | |
At 30 June 2011 | 2,071,270 |
During the first half of 2011, the conditional additional return was paid to initial SDES subscribers in accordance with the terms described in section 7.2 of the securities note dated 20 February 2008. As a result, 3,925,338 ordinary shares were allocated on 15 March 2011 using treasury shares.
On 4 April 2011, GET SA cancelled 8.5 million GET SA treasury shares which had the following effect on the accounts:
- a reduction in issued share capital of €3,400,000,
- a reduction in the share premium account of €40,647,000, and
- an increase in consolidated reserves of €44,047,000.
At 30 June 2011, GET SA held 113,178 treasury shares purchased under a liquidity contract.
10.2 2007 Warrants
At 30 June 2011, 1,046,710,613 2007 Warrants remained in circulation following the simplified public exchange offer in 2009, giving the right to issue a maximum of 35,588,160 GET SA ordinary shares (excluding adjustments for fractional shares). As initially planned, the exercise period for these warrants will be 6 months, from 1 July to 30 December 2011. The exercise ratio is 0.034 GET SA ordinary shares for each warrant exercised (or a rounded inverse ratio excluding fractional shares of approximately 29.41 warrants per GET SA ordinary share), the exercise price being equal to the nominal value of the GET SA ordinary shares to be issued, i.e. €0.40 per GET SA ordinary share received.
The fair value of the 2007 Warrants can be estimated by reference to market value: on this basis, the fair value of the 2007 Warrants at 30 June 2011 was €274 million (€234 million at 31 December 2010).
10.3 Free shares
Following the approval by the general meeting of shareholders and the implementation by decision of the board of directors on 28 April 2011 of the plan to issue free shares, a total of 664,600 GET SA ordinary shares were allocated free of charge to all Group employees with the exception of executive and corporate officers (200 shares per employee). The definitive acquisition of these shares by the employees is subject to their remaining in employment with the Group for a minimum period of 4 years. A charge of €307,000 relating to the free shares allocated on 28 April 2011 was made in the half year accounts to 30 June 2011.
11 Changes in equity
11.1 Dividend
On 28 April 2011, Groupe Eurotunnel SA’s shareholders’ general meeting approved the payment of a dividend relating to the financial year ended 31 December 2010, of 4 cents of a euro per share. This dividend was paid on 6 May 2011 for a total of €20.9 million.
11.2 Special reserve
In 2008, a specific non-distributable reserves account was set up to be used to issue the loyalty shares in respect of the rights issue of 4 June 2008. Following the issue of these shares on 18 March 2011 (see note 10.1 above), this reserve was cancelled and integrated into the share premium account.
12 Financial liabilities
The movements in financial liabilities during the period were as follows:
€’000 |
31 December 2010 published |
31 December 2010 restated* |
Interest and indexation |
30 June 2011 |
|||||
Non-current financial liabilities | |||||||||
Term Loan | 3,753,824 | 3,670,433 | 28,031 | 3,698,464 | |||||
Total non-current financial liabilities | 3,753,824 | 3,670,433 | 28,031 | 3,698,464 | |||||
Current financial liabilities | |||||||||
Accrued interest on Term Loan | 4,815 | 4,709 | 86 | 4,795 | |||||
Total current financial liabilities | 4,815 | 4,709 | 86 | 4,795 | |||||
Total | 3,758,639 | 3,675,142 | 28,117 | 3,703,259 |
* The financial liabilities at 31 December 2010 (calculated at the year end exchange rate of £1=€1.162) have been recalculated at the exchange rate at 30 June 2011 (£1=€1.108) in order to facilitate comparison.
At 30 June 2011, the Group has not identified any new factors that would modify the information relating to the fair value of the financial liabilities as described in note Z.2 of the annual consolidated financial statements to 31 December 2010.
Interest rate exposure
The Eurotunnel Group has hedging contracts in place to cover its floating rate loans (tranches C1 and C2) in the form of swaps for the same duration and for the same value (EURIBOR against a fixed rate of 4.85% and LIBOR against a fixed rate of 5.2%). No premiums were paid to obtain these contracts. The nominal value of the swaps is €953 million and £350 million.
These derivatives generated a net charge of €25,069,000 during the first six months of 2011, which has been accounted for in the income statement (a net charge of €27,276,000 during the first six months of 2010).
In accordance with IAS 39, these derivatives have been measured at their fair value on the balance sheet as follows:
Market value of hedging contracts | *Changes in market value | |||||||
€’000 | 30 June 2011 | 31 December 2010 | ||||||
Contracts in euros | Liability of 197,663 | Liability of 284,864 | 87,201 | |||||
Contracts in sterling | Liability of 88,624 | Liability of 107,407 | 18,783 | |||||
Total | Liability of 286,287 | Liability of 392,271 | 105,984 |
* Recorded directly in equity.
13 Provisions
€’000 |
1 January 2011 |
Charge to income statement | Release of unspent provisions | Provisions utilised | Exchange difference |
30 June 2011 |
|||||||
Restructuring | 2,903 | (1,491) | (613) | 799 | |||||||||
Other | 5,841 | 722 | (1,471) | (1,405) | 3,687 | ||||||||
Total | 8,744 | 722 | (2,962) | (2,018) | – | 4,486 |
14 Related party transactions
14.1 Eurotunnel Group subsidiaries
At 30 June 2011, all companies are fully consolidated within the Eurotunnel Group.
14.2 Other related parties
During the financial restructuring in 2007, the Eurotunnel Group concluded interest rate hedging contracts with financial institutions, in the form of swaps (see note 12 above). Goldman Sachs International was one of the counterparties to these hedging contracts, and at 30 June 2011 held 2.7% of the contracts, representing a charge of €0.6 million in the first half of 2011 and a liability of €7.7 million at 30 June 2011.
Two of Goldman Sachs’s infrastructure funds (GS Global Infrastructure Partners I, L.P., et GS International Infrastructure Partners I, L.P., together known as GSIP) hold approximately 16% of GET SA’s share capital at 30 June 2011.
15 Post balance sheet events
Nothing to report.
DECLARATION BY THE PERSON RESPONSIBLE FOR THE HALF-YEARLY FINANCIAL REPORT AT 30 JUNE 2011
I declare that, to the best of my knowledge, these summary half-year consolidated financial statements have been prepared in accordance with applicable accounting standards and present fairly the assets, financial situation and results of Groupe Eurotunnel SA and of all the companies included in the consolidation, and that this half-yearly financial report presents fairly the important events of the first six months of the financial year, their effect on the summary half-year consolidated financial statements, the main transactions between related parties, and a description of the main risks and uncertainties for the remaining six months of the financial year.
Jacques Gounon,
Chairman and Chief Executive Officer of Groupe Eurotunnel SA,
21 July 2011
STATUTORY AUDITORS’ REPORT ON THE 2011 HALF-YEARLY FINANCIAL INFORMATION
This is a free translation into English of the statutory auditors’ report issued in the French language and is provided solely for the convenience of English speaking readers.
This report should be read in conjunction with, and is construed in accordance with, French Law and professional auditing standards applicable in France.
To the Shareholders,
Following our appointment as statutory auditors by your Annual General Meeting and in accordance with article L.451-1-2 III of the French Monetary and Financial Law (“Code monétaire et financier”), we hereby report to you on:
- the review of the accompanying summary half-year consolidated financial statements of Groupe Eurotunnel SA for the six-month period ended 30 June 2011, as attached to the present report;
- the verification of the information contained in the half-year activity report.
These summary half-year consolidated financial statements are the responsibility of the board of directors. Our role is to express a conclusion on these financial statements based on our review.
I. Conclusion on the financial statements
We conducted our review in accordance with professional standards applicable in France. A review of interim financial information consists of making inquiries, 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 professional standards applicable in France 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.
Based on our review, nothing has come to our attention that causes us to believe that the accompanying summary half-year consolidated financial statements are not prepared in all material respects in accordance with IAS 34 – the standard of the IFRSs as adopted by the European Union applicable to interim financial information.
II. Specific verification
We have also verified the information given in the half-year activity report on the summary half-year consolidated financial statements subject to our review. We have no matters to report as to its fair presentation and consistency with the summary half-year consolidated financial statements.
The statutory auditors | |||||
Paris La Défense, 21 July 2011 | Courbevoie, 21 July 2011 | ||||
KPMG Audit Department of KPMG S.A. |
Mazars | ||||
Philippe Cherqui |
Jean-Marc Deslandes Partner |
Groupe Eurotunnel SA
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Michael.schuller@eurotunnel.com