TIDMBWRA

RNS Number : 2589B

Bristol Water PLC

01 June 2023

Announcement of unaudited preliminary financial results for the year ended 31 March 2023

Bristol Water plc (the "Company") announces its unaudited results for the twelve months ending 31 March 2023.

The Company's interim financial results are set out below and can also be accessed via the Company's website.

FINANCIAL PERFORMANCE

 
                                          2022/23                 2021/22 
                                       (10 months     (12 months trading) 
                                         trading) 
                                                                 restated 
  Revenue                               GBP109.0m               GBP125.5m 
  Underlying revenue(1,2)               GBP115.6m               GBP125.5m 
  Underlying (loss)/profit before       (GBP3.8m)                GBP15.1m 
   tax(1) 
  Non-underlying items before          (GBP20.9m)               (GBP0.1m) 
   tax [1] 
  (Loss)/profit before tax             (GBP24.7m)                GBP15.0m 
 
 
  Earnings per share 
  Statutory loss per share               (336.7p)                (175.0p) 
 

Highlights

-- The full year results include the 10 months trading of Bristol Water plc as a statutory water undertaker, to the point of the statutory transfer which transferred its licence, trading, assets and liabilities to South West Water Limited on 1(st) February 2023. All comparators are for 12 months of trading.

-- Post the statutory transfer, no transactions were recognised in the income statement except for those relating to the remaining preference shares, debentures and pension asset. Going forward remaining obligations relating to these will be met from matching intra-group contracted assets and related receipts.

-- GBP115.6 million underlying Revenue - reduction reflecting 2 months fewer of trading, offset by increased tariffs in line with the regulatory mechanism.

-- GBP3.8 million underlying loss before tax - reduction reflecting the near-term pressures on earnings from inflation driven power pricing and financing costs.

-- Significant net non-underlying reduction in profits - delivering on our WaterShare+ commitments and cost resulting from the statutory transfer to South West Water Limited, including bond redemption costs and legal costs.

-- Statutory loss per share of 336.7 pence includes significant non-underlying items. Statutory loss per share for 2021/22 was impacted by the significant non-underlying deferred tax charge in respect of the change in corporation tax rate.

For further information, please contact:

 
 Paul Boote            Group Chief Financial Officer       01392 443 168 
 Jennifer Cooke        Group Head of Investor Relations 
 James Murgatroyd 
  Harry Worthington    FGS Global                          020 7251 3801 
 

PERFORMANCE REPORT

On 1 February 2023, the merger of South West Water and Bristol Water completed with Bristol Water's operating licence transferring to South West Water Limited ('SWW'). As part of the transfer scheme, the trade and majority of assets and liabilities of Bristol Water plc ('BW') were transferred to SWW. SWW will continue to operate under the Bristol Water name in the area Bristol Water serves. From this date, the operating activities of BW ceased with only residual preference shares, debt and the pension surplus remaining in the company. Any commitments under these instruments are fully supported by interest bearing loans receivable from SWW. As a result of the above, the financial performance included in this announcement relates to 10 months of trade up to the point of the statutory transfer.

Revenue reduced in the year reflecting 2 months fewer of trading, offset by increased tariffs in line with the regulatory mechanism. Household demand continues to reduce as the number of people working from home after COVID-19 continues to reduce, and as a result Non-household demand continues to recover towards pre-COVID-19 levels.

Significant levels of inflation in the year resulted in a number of costs increasing markedly. Power prices increased significantly in the year, and while we were hedged to a high level in the first half of the year the second half resulted in cost around 50% higher than previous year. Chemicals prices also increased by around the same proportion (including secondary power increase effects).

In addition the very warm summer led to increased usage of the northern area of our supply region's resources, which require more power and chemical consumption, in order to maintain resilience to our supply.

As a result of the high levels of inflation over the last two years, our indexation costs remained high.

A number of non-underlying items have been incurred this year as a result of the statutory transfer. Customers were able to take advantage of the WaterShare+ scheme which led to GBP6.6 million being returned to customers as a bill credit or shares, and our index linked bond was redeemed resulting in a loss of GBP13.1 million.

BRISTOL WATER PLC

UNAUDITED PRELIMINARY FINANCIAL STATEMENTS

FOR THE YEARED 31 MARCH 2023

INCOME STATEMENT (UNAUDITED)

for the year ended 31 March 2023

 
                                                                                      2023        2022 
                                                                                              Restated 
                                                                                              (note 4) 
                                                                         Notes        GBPm        GBPm 
 
 Revenue before non underlying items                                       5         115.6       125.5 
 Non underlying revenue                                                    5         (6.6)           - 
                                                                                 ---------  ---------- 
 Total revenue                                                                       109.0       125.5 
 
 Operating costs excluding impairment losses on trade receivables          6        (84.6)      (88.8) 
 Impairment losses on trade receivables                                    6         (3.5)       (2.7) 
 Operating costs before non underlying items                                        (88.1)      (91.5) 
 
 Non underlying operating costs                                            6         (1.2)       (0.1) 
 Total net operating costs                                                 6        (89.3)      (91.6) 
 
 Operating profit                                                                     19.7        33.9 
 
 Interest payable and similar charges before non underlying items             7     (34.0)      (22.8) 
 Interest receivable and similar charges before non underlying items       7           2.7         3.9 
 Non underlying interest payable and similar charges                       7        (13.1)           - 
 Total net interest payable and similar charges                            7        (44.4)      (18.9) 
                                                                                 ---------  ---------- 
 
 (Loss) / profit before tax                                                         (24.7)        15.0 
 
 Taxation on profit on ordinary activities                                 8           4.5      (25.5) 
 
 Loss for the financial year                                                        (20.2)      (10.5) 
                                                                                 ---------  ---------- 
 
 
 Loss per ordinary share                                                   9      (336.7)p    (175.0)p 
                                                                                 ---------  ---------- 
 
 Substantially all of the Company's operations were discontinued in the year. 
 
 

STATEMENT OF COMPREHENSIVE INCOME (UNAUDITED)

for the year ended 31 March 2023

 
                                                                               2023        2022 
                                                                                       Restated 
                                                                                       (note 4) 
                                                                 Notes         GBPm        GBPm 
 
 Loss for the financial year                                                 (20.2)      (10.5) 
 
 Other comprehensive income/(loss): 
 Items that will not be reclassified to profit and loss 
 Actuarial loss on retirement benefit surplus                                   0.5       (1.0) 
 Remeasurement of defined benefit pension scheme restriction       8          (0.1)         0.4 
 
 Other comprehensive income/(loss) for the year, net of tax                     0.4       (0.6) 
                                                                            -------  ---------- 
 Total comprehensive loss for the year                                       (19.8)      (11.1) 
                                                                            -------  ---------- 
 
 
 

STATEMENT OF FINANCIAL POSITION (UNAUDITED)

at 31 March 2023

 
                                                    2023        2022 
                                                            Restated 
                                                            (note 4) 
                                        Notes       GBPm        GBPm 
 
 Non-current assets 
 Property, plant and equipment                         -       696.6 
 Intangible assets                                     -        12.7 
 Other investments - Loans to group 
  undertakings                                         -        61.1 
 Other receivables                                  26.6           - 
 Retirement benefit surplus                          8.2         8.1 
                                                 -------  ---------- 
                                                    34.8       778.5 
                                                 -------  ---------- 
 Current assets 
 Inventory                                             -         1.9 
 Trade and other receivables              10       144.5        29.5 
 Current tax asset                           10      0.7           - 
 Cash and cash equivalents                           0.1        12.0 
                                                 -------  ---------- 
                                                   145.3        43.4 
                                                 -------  ---------- 
 
 Total assets                                      180.1       821.9 
                                                 -------  ---------- 
 
 
 Non-current liabilities 
 Lease liabilities                                     -       (1.1) 
 Deferred income tax liabilities                       -      (99.6) 
 Borrowings and derivatives               11       (1.6)     (399.7) 
 8.75% irredeemable cumulative 
  preference shares                       11      (12.5)      (12.5) 
 Deferred income                                       -      (18.5) 
 Government grants                                     -       (0.3) 
 
                                                  (14.1)     (531.7) 
                                                 -------  ---------- 
 Current liabilities 
 Lease liabilities                                     -       (0.4) 
 Current portion of deferred income                    -       (2.7) 
 Trade and other payables                          (0.9)      (36.7) 
 Current tax liability                                 -       (1.3) 
                                                   (0.9)      (41.1) 
 
 Total liabilities                                (15.0)     (572.8) 
                                                 -------  ---------- 
 
 
 Net assets                                        165.1       249.1 
                                                 -------  ---------- 
 
 Equity 
 Called-up share capital                             6.0         6.0 
 Share premium account                               4.4         4.4 
 Other reserves                                      5.8         5.8 
 Retained earnings                                 148.9       232.9 
 Total Equity                                      165.1       249.1 
                                                 -------  ---------- 
 

STATEMENT OF CHANGES IN EQUITY (UNAUDITED)

For the year ended 31 March 2023

 
 
                               Called up share   Share premium   Capital redemption   Retained earnings      Total 
                                       capital         account              reserve 
 
                                          GBPm            GBPm                 GBPm                GBPm       GBPm 
 
 Balance at 1 April 2021 
  (as restated) (note 4)                   6.0             4.4                  5.8               252.8      269.0 
                           -------------------  --------------  -------------------  ------------------  --------- 
 
 Loss for the year (as 
  restated)                                  -               -                    -              (10.5)     (10.5) 
 
 Other comprehensive loss 
 for the year: 
  Actuarial loss 
  recognised in respect 
  of 
  retirement benefit 
   obligations                               -               -                    -               (1.0)      (1.0) 
  Remeasurement of 
   defined benefit 
   pension scheme                            -               -                    -                 0.4        0.4 
 
 
   Total comprehensive 
   loss for the year                         -               -                    -              (11.1)     (11.1) 
                           -------------------  --------------  -------------------  ------------------  --------- 
 
 Ordinary dividends                          -               -                    -               (8.9)      (8.9) 
 Share based payments                                                                               0.1        0.1 
 
 
   Balance as at 31 March 
   2022 (restated) (note 
   4)                                      6.0             4.4                  5.8               232.9      249.1 
                           -------------------  --------------  -------------------  ------------------  --------- 
 
 
 
   Balance as at 1 April 
   2022 (restated) (note 
   4)                                      6.0             4.4                  5.8               232.9      249.1 
                           -------------------  --------------  -------------------  ------------------  --------- 
 
 Loss for the year                           -               -                    -              (20.2)     (20.2) 
 
  Other comprehensive 
  income for the year: 
  Actuarial profit 
  recognised in respect 
  of 
  retirement benefit 
   obligations                               -               -                    -                 0.5        0.5 
  Remeasurement of 
   defined benefit 
   pension scheme                            -               -                    -               (0.1)      (0.1) 
 
 
   Total comprehensive 
   loss for the year                         -               -                    -              (19.8)     (19.8) 
                           -------------------  --------------  -------------------  ------------------  --------- 
 
 Ordinary dividends                          -               -                    -              (64.3)     (64.3) 
 Share based payments                        -               -                    -                 0.1        0.1 
 
 
   Balance as at 31 March 
   2023                                    6.0             4.4                  5.8               148.9      165.1 
                           -------------------  --------------  -------------------  ------------------  --------- 
 
 

The Board has not proposed a final dividend in respect of the financial year 2022/23 (2022: GBPnil).

CASH FLOW STATEMENT (UNAUDITED)

For the year ended 31 March 2023

 
                                                                               2023        2022 
                                                                                       Restated 
                                                                                       (note 4) 
                                                                     Notes     GBPm        GBPm 
 Cash flows from operating activities 
 (Loss)/profit before taxation                                               (24.7)        15.0 
 Adjustments for: 
  Share based payments                                                          0.1         0.1 
  Deferred income amortisation                                                (3.3)       (3.2) 
  Depreciation                                                         6       21.4        25.0 
  Amortisation of intangibles                                          6        2.9         3.9 
  Difference between pension charges and 
  contributions paid                                                            0.6         0.9 
  Loss / (profit) on disposal of assets                                6        0.1       (0.1) 
  Interest income                                                      7      (2.4)       (3.6) 
  Interest expense                                                     7       47.1        22.8 
  Pension interest income                                              7      (0.3)       (0.3) 
 
  (Increase) in inventory                                                     (0.5)       (0.2) 
  Decrease/(increase) in trade and other receivables                            0.5       (1.3) 
  Increase/(decrease) in trade and other creditors and provisions               9.5       (0.7) 
 Cash generated from operations                                                51.0        58.3 
 
 Interest paid                                                               (21.4)      (12.4) 
 Corporation taxes paid                                                       (1.6)       (1.9) 
 Contributions received                                                         2.8         2.1 
 
 Net cash generated from operating activities                                  30.8        46.1 
                                                                            -------  ---------- 
 
 Cash flows from investing activities 
 Purchase of property, plant and equipment and intangibles                   (40.7)      (40.4) 
 Proceeds from sale of fixed assets                                               -         0.2 
 Interest received                                                     7        2.4         3.6 
 Repayment of intercompany loan receivable                                     61.1           - 
 Disposal of trade and assets                                         15      (5.1)           - 
                                                                            -------  ---------- 
 Net cash used in investing activities                                         17.7      (36.6) 
                                                                            -------  ---------- 
 
 
 Cash flows from financing activities 
 Proceeds from loans and borrowings                                            81.1        11.0 
 Repayment of loans and borrowings                                           (75.8)       (9.0) 
 Payment of lease liabilities                                                 (0.3)       (0.4) 
 Preference dividends paid                                             7      (1.1)       (1.1) 
 Equity dividends paid                                                       (64.3)       (8.9) 
 
 Net cash used in financing activities                                       (60.4)       (8.4) 
                                                                            -------  ---------- 
 
 
 Net (decrease)/increase in cash and cash equivalents                        (11.9)         1.1 
 
 Cash and cash equivalents, beginning of year                                  12.0        10.9 
 
 Cash and cash equivalents, end of year                                         0.1        12.0 
                                                                            =======  ========== 
 

Substantially all of the Company's operations were discontinued in the year.

NOTES TO THE FINANCIAL STATEMENTS

 
 1       General information 
          Bristol Water plc is a public company, limited by shares, with 
          irredeemable preference shares and debenture stock listed on 
          the London Stock Exchange. 
 
          The Company is incorporated and domiciled in England, United 
          Kingdom. The address of its registered office is Bridgwater Road, 
          Bristol, BS13 7AT, England. 
 
 2       Basis of preparation 
         The unaudited financial statements of the Company are prepared 
          on a historical cost basis, except for financial assets and financial 
          liabilities (including derivative instruments) measured at fair 
          value and in accordance with UK adopted international financial 
          reporting standards (IFRS) in conformity with the requirements 
          of the Companies Act 2006. 
 
          The preparation of financial statements in conformity with IFRS 
          requires the use of certain critical accounting estimates. It 
          also requires management to exercise its judgement in the process 
          of applying the Company's accounting policies. 
 
          New and amended standards adopted by the Company 
 
          The Company has applied the following amendments for the first 
          time for their annual reporting period commencing 31 March 2023: 
          -- Property, Plant and Equipment: Proceeds before Intended Use 
          - Amendments to IAS 16; and 
          -- Annual Improvements to IFRS Standards 2018-2020. 
 
          The amendments listed above did not have any impact on the amounts 
          recognised in prior periods and are not expected to significantly 
          affect the current or future periods. 
 
          New standards and interpretations not yet adopted 
 
          Certain new accounting standards, amendments to accounting standards 
          and interpretations have been published that are not mandatory 
          for 31 March 2023 reporting periods and have not been early adopted 
          by the Company. These standards, amendments or interpretations 
          are not expected to have a material impact on the entity in the 
          current or future reporting periods and on foreseeable future 
          transactions. 
 
   3     Going concern 
         The Company's licence, trade, assets and obligations were transferred 
         to South West Water Limited as a going concern on 1 February 
         2023, the consideration being the net asset carrying value of 
         GBP171.1m settled via an intercompany debtor. Post the statutory 
         transfer, no transactions were recognised in the income statement 
         except for those relating to the remaining preference shares, 
         debentures, pension asset and intercompany loans. Going forward 
         remaining obligations relating to these will be met from matching 
         intra-group contracted assets and related receipts. The Company 
         has received confirmation from Pennon Group plc that it will 
         provide support to the Company should it be required, to meet 
         its liabilities as they fall due for the foreseeable future. 
         As a result, the Directors have concluded that the Company has 
         adequate resources, or the reasonable expectation of raising 
         further resources as required, to continue in operational existence 
         for the foreseeable future. The Company therefore continues to 
         adopt the going concern basis in preparing its financial statements. 
 
 
 
 4                           Change in accounting policies 
 
                              As a result of the acquisition of the Company by Pennon Group Plc 
                              on 3 June 2021, the Company's accounting policies adopted for the 
                              statutory financial statements have been aligned with those of 
                              Pennon Group Plc. This note explains the impact of these accounting 
                              policies on the Company's financial statements. 
 
 Reconciliation of equity as at 1 April 2021 
  and 31 March 2022 
                                           31 March   Change      31 March         31 March   Change      31 March 
                                               2021                   2021             2022                   2022 
                                      as originally               restated    as originally               restated 
                                          presented             (unaudited        presented             (unaudited 
                                                                         )                                       ) 
                              Note             GBPm     GBPm          GBPm             GBPm     GBPm          GBPm 
 Non-current assets 
 Property, plant 
  and equipment                               682.9        -         682.9            696.6        -         696.6 
 Intangible assets                             13.3        -          13.3             12.7        -          12.7 
 Investments                                   61.1        -          61.1             61.1        -          61.1 
 Deferred tax assets             B              5.9    (5.9)             -              7.9    (7.9)             - 
 Retirement benefit 
  surplus                                       9.1        -           9.1              8.1        -           8.1 
                                    ---------------  -------  ------------  ---------------  -------  ------------ 
                                              772.3    (5.9)         766.4            786.4    (7.9)         778.5 
 Current assets 
 Inventory                                      1.7        -           1.7              1.9        -           1.9 
 Trade and other 
  receivables                                  29.6        -          29.6             29.5        -          29.5 
 Cash and cash equivalents                     10.9        -          10.9             12.0        -          12.0 
                                    ---------------  -------  ------------  ---------------  -------  ------------ 
                                               42.2        -          42.2             43.4        -          43.4 
                                    ---------------  -------  ------------  ---------------  -------  ------------ 
 Total assets                                 814.5    (5.9)         808.6            829.8    (7.9)         821.9 
                                    ---------------  -------  ------------  ---------------  -------  ------------ 
 
 Non-current liabilities 
 Lease liabilities                            (1.5)                  (1.5)            (1.1)        -         (1.1) 
 Deferred tax liabilities        B           (72.3)    (6.3)        (78.6)           (93.2)    (6.4)        (99.6) 
 Borrowings and 
  derivatives                               (379.2)        -       (379.2)          (399.7)        -       (399.7) 
 8.75% irredeemable 
  cumulative preference 
  shares                                     (12.5)        -        (12.5)           (12.5)        -        (12.5) 
 Deferred income                 A           (82.9)     63.3        (19.6)           (83.0)     64.5        (18.5) 
 Government grants                            (0.3)        -         (0.3)            (0.3)        -         (0.3) 
                                    ---------------  -------  ------------  ---------------  -------  ------------ 
                                            (548.7)     57.0       (491.7)          (589.8)     58.1       (531.7) 
                                    ---------------  -------  ------------  ---------------  -------  ------------ 
 
 Current liabilities 
 Lease liabilities                            (0.4)        -         (0.4)            (0.4)        -         (0.4) 
 Borrowings and 
  derivatives                                 (9.0)        -         (9.0)                -        -             - 
 Deferred income                 A            (1.8)    (0.9)         (2.7)            (1.9)    (0.8)         (2.7) 
 Trade and other 
  payables                                   (35.3)        -        (35.3)           (38.0)        -        (38.0) 
 Provisions for 
  liabilities                                 (0.5)        -         (0.5) 
                                    ---------------  -------  ------------  ---------------  -------  ------------ 
                                             (47.0)    (0.9)        (47.9)           (40.3)    (0.8)        (41.1) 
                                    ---------------  -------  ------------  ---------------  -------  ------------ 
 Total liabilities                          (595.7)     56.1       (539.6)          (630.1)     57.3       (572.8) 
                                    ---------------  -------  ------------  ---------------  -------  ------------ 
 
 Net assets                                   218.8     50.2         269.0            199.7     49.4         249.1 
 
 Equity 
 Called-up share 
  capital                                       6.0        -           6.0              6.0        -           6.0 
 Share premium account                          4.4        -           4.4              4.4        -           4.4 
 Other reserves                                 5.8        -           5.8              5.8        -           5.8 
 Retained earnings             A,B            202.6     50.2         252.8            183.5     49.4         232.9 
 
 Total Equity                                 218.8     50.2         269.0            199.7     49.4         249.1 
                                    ---------------  -------  ------------  ---------------  -------  ------------ 
 
 

The impact of the above adjustments includes the correction of a presentational error whereby deferred tax assets should have been offset against deferred tax liabilities in line with IAS 12.

 
 4   Change in accounting policies (continued) 
 

Reconciliation of total comprehensive income for the year ended 31 March 2022

 
                                                                            Year to   Change          Year to 
                                                                      31 March 2022             31 March 2022 
                                                            as originally presented                  restated 
                                                                                                  (unaudited) 
                                                    Note                       GBPm     GBPm             GBPm 
 
 Revenue                                               A                      124.2      1.3            125.5 
 
 Total operating costs                                                       (91.6)        -           (91.6) 
                                                          -------------------------  -------  --------------- 
 Operating profit                                                              32.6      1.3             33.9 
 
 Net interest payable and similar charges                                    (18.9)        -           (18.9) 
 
 Profit on ordinary activities before taxation                                 13.7      1.3             15.0 
 
 Taxation on profit on ordinary activities             B                     (23.4)    (2.1)           (25.5) 
 
 Loss for the year                                                            (9.7)    (0.8)           (10.5) 
                                                          -------------------------  -------  --------------- 
 
 Other comprehensive loss for the year, net of tax                            (0.6)        -            (0.6) 
 
 Total comprehensive loss for the year                                       (10.3)    (0.8)           (11.1) 
                                                          -------------------------  -------  --------------- 
 
 
 
 Notes to the reconciliation of equity as at 1 April 2021 and 31 March 
  2022 and total comprehensive loss for the year ended 31 March 2022 
 Developer contributions 
  The Company previously recognised all contributions received from 
  developers in respect of network and other assets as deferred income 
  and amortised this to revenue over a period of 60 years. This policy 
  has been changed to align with the Pennon Group plc's policy as follows. 
 A   Contributions relating to connections or alterations to the water 
      network. 
      Where the performance obligation relates solely to a connection 
      to the network, revenue is recognised at the point of connection 
      when the customer is deemed to obtain control. 
 
      Contributions paid in advance where the connection has not yet 
      completed are treated as a contract liability and are recognised 
      in deferred income on the balance sheet. 
 
      As at 31 March 2022, GBP63.7m (1 April 2021: GBP62.4m) cumulative 
      additional revenue has been recognised. 
 
      Revenues and profit before tax for the year ended 31 March 2023 
      was increased by GBP2.0m (31 March 2022, increased by GBP1.3m). 
 B   Taxation 
 
     The adjustments per note A leads to different temporary taxation 
      differences. In line with the Company's accounting policies, the 
      Company has accounted for such differences and recognised the related 
      net deferred tax and corporation tax liabilities. 
 
      At 31 March 2022, an increase in deferred tax liability of GBP14.3m 
      (1 April 2021: GBP12.2m) was recognised, resulting in a reclassification 
      from assets to liabilities on the balance sheet. 
 
 
 5    REVENUE 
                                                                               2023             2022 
                                                                               GBPm         Restated 
                                                                                                GBPm 
      Appointed income 
   Household - measured                                                        50.0             55.3 
   Household - unmeasured                                                      36.1             40.9 
   Non-household - measured                                                    22.2             22.2 
   Non-household - unmeasured                                                   0.3              0.3 
   Contributions from developers                                                3.3              3.2 
   Third party services                                                         1.8              1.4 
   Rental income                                                                1.0              1.0 
                                                                              114.7            124.3 
      Non-appointed income 
   Recreations                                                                  0.5              0.7 
   Rental income                                                                0.2              0.2 
   Other                                                                        0.2              0.3 
                                                                         ----------  --------------- 
                                                                                0.9              1.2 
 
  Underlying income                                                           115.6            125.5 
                                                                         ----------  --------------- 
 
      Non-Underlying income 
       Watershare +                                                           (6.6)                - 
 
 
  Total income                                                                109.0            125.5 
                                                                         ----------  --------------- 
 
      Appointed income is income earned under the Company's licence 
       to supply water for the period until 1 February 2023 when the 
       licence was transferred to SWW. Non-appointed income relates 
       to activities that do not require a water supply licence. All 
       revenue relates to the trade and assets transferred to SWW. 
 
       In the year, the Company offered Pennon Group plc's, its parent 
       company, WaterShare+ scheme to its customers whereby customers 
       could choose to accept a credit on their bill or take shares 
       in Pennon Group plc. The value of the rebate equated to GBP13 
       per customer and the total value of GBP6.6 million was recognised 
       in full as a non-underlying reduction to revenue in the year 
       ended 31 March 2023. This item was non-underlying in nature given 
       its individual size and its non-recurring nature. 
 6    OPERATING COSTS 
      (a) Operating costs include: 
                                                                               2023             2022 
                                                                                            Restated 
                                                                               GBPm             GBPm 
 
   Wages and salaries                                                          19.0             22.2 
   Social security costs                                                        2.1              2.4 
   Defined contribution scheme costs                                            2.2              2.2 
   Defined benefit scheme costs                                                 0.4              0.9 
   Share-based payments                                                         0.1              0.1 
   Total payroll cost                                                          23.8             27.8 
   Less capitalised as tangible and intangible 
    assets                                                                    (9.8)           (10.8) 
 
   Net staff costs                                                             14.0             17.0 
                                                                         ----------  --------------- 
 
   Inventory recognised as an expense                                           4.5              2.8 
 
       Depreciation of tangible assets including impairment 
    On owned assets                                                            21.0             24.5 
    On leased assets                                                            0.4              0.5 
       Amortisation of intangible assets 
    On owned assets                                                             2.9              3.9 
 
       Other operating charges 
        Auditor's remuneration                                                  0.3              0.3 
        Loss / (profit) on disposal of tangible 
         assets                                                                 0.1            (0.1) 
        Other charges less recoveries                                          41.4             39.9 
   Operating costs excluding impairment losses 
    on trade receivables                                                       84.6             88.8 
   Impairment of trade receivables                                              3.5              2.7 
                                                                         ----------  --------------- 
   Total operating costs before non underlying 
    items                                                                      88.1             91.5 
 
 
       Legal costs                                                              1.0                - 
       Integration costs                                                        0.2                - 
   Acquisition costs                                                              -              0.1 
   Total non underlying items in the income statement                           1.2              0.1 
 
   Total net operating costs                                                   89.3             91.6 
 
  On 17 October 2022 the Company gave notice of redemption of the 
   GBP40m bonds due to be repaid in March 2041. The bonds were redeemed 
   as part of the statutory transfer of the Company's business to 
   South West Water. Associated legal costs of cGBP1m were incurred 
   in relation to the bond redemption. The redemption of the bonds 
   is non-recurring and of a material value, hence the expense has 
   been treated as non-underlying. 
 
   The Company incurred expenses of GBP0.2m relating to the integration 
   and statutory transfer of the Company's trade, assets and obligations 
   to South West Water. These costs are classified as non-underlying 
   due to their non-recurring nature. 
 
   In the year ended 31 March 2022 costs were incurred in relation 
   to the acquisition of the Company by Pennon Group plc and the 
   resulting merger review by the Competition and Markets Authority. 
 
 
 
 6    OPERATING COSTS (continued) 
 
      (b) Employee details 
       The monthly average number of employees by activity, including Directors on a service contract, 
        (on a full-time equivalents basis) during the year to 31 January 2023 was as follows. From 
        the 1 February 2023 the Company has nil employees. 
 
                                                                                           2023         2022 
                                                                                            No.          No. 
 
   Water treatment and distribution                                                         215          207 
   Support services                                                                         141          137 
   Administration                                                                           181          182 
   Non-appointed activities                                                                  14           14 
                                                                                    -----------  ----------- 
                                                                                            551          540 
 
 
  (c) Directors' emoluments 
                                                                                              2023      2022 
                                                                                              GBPm      GBPm 
 
   Aggregate emoluments of Directors, being remuneration, bonus, pension, LTIP and 
    benefits in 
    kind                                                                                       0.7       1.1 
                                                                                          --------  -------- 
                                                                                               0.7       1.1 
 
     The highest paid Director during the year was Mr Karam. 
 
  (d) Independent auditors' remuneration 
   During the year the Company obtained the following services from the Company's auditors and 
    its associates: 
                                                                                              2023      2022 
                                                                                           GBP'000   GBP'000 
 
 
   Fees payable for the audit of the Company's annual statutory financial statement          274.0     188.0 
 
   Fees payable for other services: 
 
    services pursuant to legislation, principally assurance and audit of regulatory 
     accounts and 
     returns                                                                                     -      45.0 
 
    Review of interim financial statements                                                    20.0      31.0 
 
   Total non-audit fees                                                                       20.0      76.0 
 
 
 
 7    NET INTEREST PAYABLE AND SIMILAR CHARGES 
                                                                                                2023     2022 
                                                                                                GBPm     GBPm 
      Interest payable and similar charges relate to: 
 
  Bank borrowings                                                                                3.7      2.0 
      Term loans and debentures: 
   Interest charges                                                                              9.4     10.4 
   Indexation                                                                                   20.0      9.6 
  Leases                                                                                         0.1      0.1 
  Capitalisation of borrowing cost                                                             (0.9)    (0.4) 
  Dividends on 8.75% irredeemable cumulative preference shares                                   1.1      1.1 
      Loan from Pennon Group plc                                                                 0.6        - 
                                                                                                34.0     22.8 
      Less interest receivable and similar income: 
 
  Interest income in respect of retirement benefit scheme                                      (0.3)    (0.3) 
  Interest income on intercompany loans                                                        (2.4)    (3.6) 
                                                                                               (2.7)    (3.9) 
 
  Total underlying net interest payable and similar charges                                     31.3     18.9 
                                                                                    ----------------  ------- 
 
      Bond redemption costs                                                                     13.1        - 
 
  Total net interest payable and similar charges                                                44.4     18.9 
 
 
    Bonds with a carrying value of GBP59.2m were redeemed on 17 November 2022 for GBP72.3 million. 
    The difference of GBP13.1m arising on early settlement was debited to finance costs in the 
    year. The redemption of the bonds is non-recurring and of a material value, hence the debit 
    has been treated as non-underlying. 
 
    The rate used to determine the amount of borrowing costs eligible for capitalisation was 8.7% 
    (2022: 5.0%), which is the weighted average interest rate of applicable borrowings. 
 
  Dividends on the 8.75% irredeemable cumulative preference shares are payable at a fixed rate 
   of 4.375% on 1 April and 1 October each year. Payment by the Company to the share registrars 
   is made two business days earlier. The payments are classified as interest in accordance with 
   IFRS 9. 
 
 
 
 8    TAXATION 
                                                                                                2023          2022 
                                                                                                          Restated 
                                                                                                GBPm          GBPm 
      Tax (income)/expense included in Income Statement 
 
      Current tax: 
        Corporation tax on profits for the year                                                  0.4           1.3 
        Adjustment to prior years                                                              (0.1)           3.3 
                                                                                            --------  ------------ 
  Total current tax                                                                              0.3           4.6 
 
      Deferred tax: 
        Origination and reversal of timing differences                                         (4.9)           1.6 
        Adjustment to prior years                                                                0.1         (3.1) 
        Effect of change in UK corporation tax rate                                                -          22.4 
  Total deferred tax                                                                           (4.8)          20.9 
 
  Tax (income)/expense on (loss) / profit                                                      (4.5)          25.5 
                                                                                            --------  ------------ 
 
      Tax expense/(income) included in other comprehensive income/(loss) 
 
  Remeasurement of post-employment benefit liability                                             0.1         (0.4) 
                                                                                            --------  ------------ 
  Total tax expense/(income) included in other comprehensive income/(loss)                       0.1         (0.4) 
 8    TAXATION (continued) 
 
      Reconciliation of the tax on profit on ordinary activities 
      The current tax rate for the year is lower than (2022: higher) the standard rate of tax. A 
       reconciliation between tax (income)/expense and the product of accounting (loss)/profit multiplied 
       by UK corporation tax rate is as follows: 
 
                                                                                                2023          2022 
                                                                                                GBPm          GBPm 
  (Loss)/Profit before tax                                                                    (24.7)        15.0 
 
  At statutory income tax rate of 19% (2022: 19%)                                              (4.7)         2.9 
 
  Adjustment in respect of prior years' current tax                                              0.1         3.3 
  Adjustment in respect of prior years' deferred tax                                           (0.1)       (3.1) 
 
      Non-deductible expenses for tax purposes: 
   8.75% irredeemable cumulative preference share                                                0.2         0.2 
   Non-qualifying asset depreciation                                                             0.1         0.1 
   Other                                                                                         0.1         0.1 
  Capital expenditure tax depreciation super deduction allowances                              (0.2)       (0.4) 
                                                                                            --------  ---------- 
                                                                                               (4.5)         3.1 
 
  Effective tax rate before change in UK corporation tax rate                                  18.2%       20.7% 
 
  Effect of tax rate change on opening balances                                                    -        22.4 
  Total taxation expense included in income statement                                          (4.5)        25.5 
 
  Effective tax rate after change in UK corporation tax rate                                   18.2%      170.0% 
 
 
  From 1 April 2021 to 31 March 2023, a "super-deduction" on qualifying plant and machinery 
   equivalent to 130% of spend on expenditure relating to contracts entered into after 3 March 
   2021 is available in respect of qualifying expenditure. The Company incurs significant capital 
   expenditure each year as it maintains and enhances its assets for the benefit of its customers, 
   communities and the environment. The first year allowance on certain other types of assets, 
   including long-life was boosted to 50% for the same period, again for contracts entered into 
   after 3 March 2021. These enhanced allowances have increased capital allowance claims for 
   the year and hence reduced the current tax charge for the year ended 31 March 2022. The tax 
   credit was increased for the year ended 31 March 2023 for the same reason. There is also a 
   consequently higher deferred tax liability and charge due to the additional capital allowance 
   deductions. 
 
 
 
 
 
 9    LOSS PER ORDINARY SHARE 
                                                                                        2023       2022 
                                                                                           m          m 
      Basic loss per ordinary share have been calculated as follows: 
       Loss attributable to ordinary shares                                          GBP20.2    GBP10.5 
   Weighted average number of ordinary shares                                            6.0        6.0 
                                                                                   ---------  --------- 
                                                                                      336.7p     175.0p 
 
  As the Company has no obligation to issue further shares, disclosure of earnings per share 
   on a fully diluted basis is not relevant. 
 
 
 10    TRADE AND OTHER RECEIVABLES 
       Trade and other receivables comprise:                         2023      2022 
                                                                     GBPm      GBPm 
 
  Trade receivables                                                     -      25.7 
  Less bad debt provision                                               -    (16.1) 
                                                         ----------------  -------- 
                                                                        -       9.6 
 
  Amounts owed by group undertakings (a)                            144.5       2.3 
  Other receivables                                                     -       1.8 
  Prepayments and accrued income                                        -      15.8 
       Corporation tax                                                0.7         - 
                                                         ----------------  -------- 
                                                                    145.2      29.5 
                                                         ----------------  -------- 
 
  As at 31 March 2022 GBP16.1m of trade receivables were considered 
   impaired and were provided for. 
 
   The Company's policy is to consider the trade receivables impairment 
   to be allocated on a collective basis and only impaired for the 
   purposes of IFRS 7, 'Financial Instruments: Disclosures' when 
   the loss can be specifically identified with the trade receivables. 
   The Company is required to continue providing residential customers 
   with water regardless of payment. 
 
   Other receivables at 31 March 2022 were not impaired. 
 
  (a) The current year amounts owed by group undertakings relate 
   to amounts owed by the Company's parent company, South West Water 
   Limited, as a result of the transfer of the Company's trade and 
   assets. The amounts due are repayable on demand. The prior year 
   balance included the sum of GBP0.4m in respect of amounts advanced 
   to Bristol Wessex Billing Services Limited ("BWBSL"), a joint 
   venture company between Bristol Water Holdings Limited ("BWH"), 
   an intermediate parent company until 1 February 2023, and Wessex 
   Water Services Limited, to fund the purchase of tangible assets. 
   This amount had no fixed repayment date. 
 
 
 
 11    BORROWINGS AND DERIVATIVES 
                                                                                               2023     2022 
                                                                                               GBPm     GBPm 
       Amounts falling due after more than one year but less than five years 
  Bank and other term loans - secured                                                             -     58.0 
  Net unamortised premiums arising on issue of term loans                                         -      0.3 
                                                                                                  -     58.3 
 
       Amounts falling due after more than five years 
  Bank and other term loans - secured                                                             -    339.0 
  Net unamortised premiums arising on issue of term loans                                         -      0.8 
                                                                                                  -    339.8 
 
       Irredeemable 
  Debentures                                                                                    1.6      1.6 
  8.75% irredeemable cumulative preference shares                                              12.5     12.5 
                                                                                             ------  ------- 
                                                                                               14.1     14.1 
 
  Total                                                                                        14.1    412.2 
                                                                                             ------  ------- 
 
  None of the bank and other term loans included within creditors are payable in instalments. 
 
   Bonds with a carrying value of GBP59.2m were redeemed on 17 November 2022 for GBP72.3 million. 
   The difference of GBP13.1m arising on early settlement was debited to finance costs in the 
   year. 
 
 
 
 11    BORROWINGS AND DERIVATIVES (continued) 
                                                      Interest rate                  Total   Total 
                                                                          Maturity    2023    2022 
                                                                                      GBPm    GBPm 
       Non current loans and borrowings 
   GBP42,000,000 bank loan                                    1.06%    21 Jun 2023       -    42.0 
   GBP16,000,000 bank loan                                    1.06%     2 Dec 2023       -    16.0 
   GBP50,000,000 bank loan                                    1.24%    14 Jun 2028       -    50.0 
   GBP25,000,000 bank loan                                    2.61%    24 Aug 2028       -    25.0 
   GBP91,109,686 indexed linked term loan                     3.64%   30 Sept 2032       -   151.0 
   GBP57,500,000 term loan                                    6.01%   30 Sept 2033       -    57.5 
   GBP40,000,000 indexed linked term loan                     2.70%    25 Mar 2041       -    55.5 
   Net unamortised premiums                                                              -     1.1 
   GBP1,405,218 Consolidated debentures                       4.00%   irredeemable     1.4     1.4 
        GBP36,740 perpetual debentures                        4.25%   irredeemable       -       - 
   GBP54,875 perpetual debentures                             4.00%   irredeemable     0.1     0.1 
   GBP72,900 perpetual debentures                             3.50%   irredeemable     0.1     0.1 
   GBP12,500,000 cumulative preference shares                 8.75%   irredeemable    12.5    12.5 
                                                                                    ------  ------ 
  Total non- current loans and borrowings                                             14.1   412.2 
                                                                                    ------  ------ 
 
 
 
  Borrowing facilities 
 
  Unutilised borrowing facilities are as follows:                            2023    2022 
                                                                             GBPm    GBPm 
 
  Expiring in June 2023                                                         -    19.0 
  Expiring in December 2023                                                     -     8.0 
 
                                                                                -    27.0 
   ------------------------------------------------------------------------------  ------ 
  The facilities are floating rate and incur non-utilisation fees at market rates. 
 
 
 12   COMMITMENTS 
 
      Capital commitments at 31 March 2023 contracted for but not provided were 
       GBPnil (2022: GBP6.9m). 
 13   ULTIMATE PARENT COMPANY AND CONTROLLING PARTY 
      As at 31 March 2022 the immediate parent company for this entity 
       was Bristol Water Core Holdings Limited ("BWCH"), a company 
       incorporated in England and Wales. On 1 February 2023 the share 
       capital of the Company was transferred to SWW, a subsidiary 
       of Pennon Group plc. As a result SWW became the immediate parent 
       company. 
 
       As at 31 March 2022 and 31 March 2023 the Directors considered 
       the ultimate parent and controlling party to be Pennon Group 
       plc. 
 
       The smallest and largest group in which the Company is consolidated 
       is Pennon Group plc which is registered in England and copies 
       of its consolidated annual report and accounts are available 
       from Peninsula House, Rydon Lane, Exeter, Devon, England, EX2 
       7HR. 
 
 
 
 
 14.    RELATED PARTY TRANSACTIONS 
        From 3 June 2021 related parties include members and joint ventures of the Pennon Water plc 
         group of companies and key management personnel. Until 2 June 2021 related parties included 
         members and joint ventures of the Bristol Water Group Limited group of companies; members 
         of the iCON Infrastructure LLP group of companies; members of Itochu Corporation; and key 
         management personnel. 
 
         The principal related parties are: 
 
        Pennon Group plc ("PG"), registered in England and Wales, whose year end is 31 March, and 
         is the Company's ultimate UK holding company. 
 
         SWW, the Company's immediate parent, registered in England and Wales, whose year end is 31 
         March. 
 
         BWHUK , registered in England and Wales, whose year end is 31 March. 
 
         BWCH , registered in England and Wales, whose year end is 31 March. 
 
         BWBSL , registered in England and Wales, whose year-end is 31 March. The joint venture interest 
         is held by Bristol Water Holdings Limited, an intermediate holding company within the BWHUK 
         group of companies, which owns 100 class 'B' shares in the company, representing a holding 
         of 50% of the voting and equity rights of the company. BWBSL is a joint venture undertaking 
         between Bristol Water Holdings Limited and Wessex Water Services Limited, and provides meter 
         reading, billing, debt recovery and customer contact management services to this Company and 
         Wessex Water Services Limited, under a cost sharing arrangement. 
 
         Water 2 Business Limited ("W2B" ), registered in England and Wales, whose year-end is 30 
         June. The interest is held by BWH Limited, an intermediate holding company, which owns 30 
         class 'B' shares in the company representing a holding of 30% of equity rights and 40% of 
         voting rights of the company. W2B has a retail water and sewerage supply licence and provides 
         retail water services to non-household customers. 
 
         Pennon Water Services Limited ("PWS"), registered in England and Wales, whose year-end is 
         31 March. The interest is held by PG, the ultimate parent company, which owns 80% of PWS. 
         On 3 June 2021, following the acquisition by Pennon Group plc, PWS became a related party 
         of the Company. PWS has a retail water and sewerage supply licence and provides retail water 
         services to non-household customers. 
 
         Bristol Water Group Limited ("BWG"), registered in England and Wales, whose year end is 31 
         March, and until 2 June 2021 was the Company's ultimate UK holding company. F ollowing the 
         acquisition by Pennon Group plc, BWG ceased to be a related party of the Company on 2 June 
         2021. 
        Trading transactions 
         During the year the Company entered into trading transactions with related parties totalling: 
                                                     Sales of goods and services   Purchases of goods and services 
                                                            2023            2022              2023              2022 
                                                            GBPm            GBPm              GBPm              GBPm 
        Joint ventures and associates of the 
        Pennon Group plc group 
        BWBSL 
   - management charges                                        -               -               2.5               2.8 
   - capital expenditure                                       -               -               0.3               0.2 
   - other recharges                                           -               -               0.1               0.1 
        W2B 
  - non-household supply of water                           16.2            16.7                 -                 - 
 
        PWS 
  - non-household supply of water                            0.9             0.6                 -                 - 
 
                                                            17.1            17.3               2.9               3.1 
                                                  --------------  --------------  ----------------  ---------------- 
 
  The current year amounts above relate to the period to 31 January 2023. The trade and assets 
   of the Company were transferred to SWW on 1 February 2023. The prior year amounts above relating 
   to PWS are for the period from 3 June 2021, when PWS became a related party of the Company, 
   to 31 March 2022. 
 
 
 14.    RELATED PARTY TRANSACTIONS (continued) 
        Non trading transactions 
        During the year BW received GBPnil (2022: GBP1.6m) from BWG for employee services to BWG relating 
         to the sale of the business. At 31 March 2022 the balance was GBPnil. 
 
        At the year end the balances held with related parties were: 
                                                                                   Amounts due from     Amounts due to 
 
                                                                                      2023     2022      2023     2022 
                                                                                      GBPm     GBPm      GBPm     GBPm 
        Joint ventures and associates of the Bristol Water Group Limited group 
  BWBSL                                                                                  -      0.9         -      1.4 
  W2B                                                                                    -      1.4         -      0.3 
        PWS                                                                              -        -         -        - 
 
                                                                                         -      2.3         -      1.7 
                                                                                ----------  -------  --------  ------- 
 
  The amounts outstanding at 31 March 2022 were unsecured and were settled in cash. The trade 
   and assets of the Company were transferred to SWW on 1 February 2023. 
 
 
 15.    DISCONTINUED OPERATIONS 
 
        On 1 February 2023 the trade and majority of assets and liabilities of the Company were transferred 
         to SWW, the Company's parent company. Consideration for the transfer was settled via an intercompany 
         debtor created as part of the transfer. Settlement of this intercompany debtor is expected 
         in the year to 31 March 2024. The net assets transferred on the date of transfer are shown 
         below. 
 
 
 
        Assets                                                                                              GBPm 
  Property, plant and equipment                                                                            713.3 
  Intangible assets                                                                                         13.6 
  Inventory                                                                                                  2.4 
  Trade and other receivables                                                                               29.1 
  Cash and cash equivalents                                                                                  5.1 
                                                                                              ------------------ 
  Total assets                                                                                             763.5 
 
        Liabilities 
  Borrowings                                                                                             (423.9) 
  Leases                                                                                                   (1.2) 
  Deferred income                                                                                         (20.6) 
  Government grants                                                                                        (0.3) 
  Trade and other payables                                                                                (51.5) 
  Deferred tax liabilities                                                                                (94.9) 
  Total liabilities                                                                                      (592.4) 
 
  Net assets disposed of                                                                                   171.1 
                                                                                              ------------------ 
 
        Net cash outflow arising on disposal 
  Cash and cash deposits disposed of                                                                       (5.1) 
 
 
 
 16.   CIRCULATION 
        This unaudited announcement is available on the Bristol Water website. Paper copies are also 
        available from the Company's parent company's registered office at Peninsula House, Rydon 
        Lane, Exeter EX2 7HR. 
 

[1] Non-underlying items are adjusted for by virtue of their size, nature or incidence to enable a full understanding of financial performance

2 The Company's statutory revenue for 2022/23 of GBP109m included non-underlying revenue reductions of GBP6.6m in respect of a customer bill credit under WaterShare+

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June 01, 2023 02:00 ET (06:00 GMT)

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