Subsidiary undertakings Group historical cost profits and losses Financial information Notes relating to the financial statements Accounting Policies Company Balance Sheet Movements in group shareholders' funds Group total recognised gains and losses Group cash flow statement Group balance sheet Group profit and loss account Financial Review
 
1. Segmental analysis
2. Operating profit
3. Profit on disposal of discontinued operations
4. The following have been charged in arriving at profit before taxation
5. Net interest payable
6. Taxation
7. Profits applicable to shareholders of IMI plc
8. Dividends
9. Earnings per ordinary share
 
10. Employee information
11. Intangible fixed assets
12. Tangible fixed assets
13. Fixed assets - investments
14. Stocks
15. Debtors
16. Creditors: amounts falling due within one year
17. Creditors: amounts falling due after more than one year
18. Financial Instruments
 
19. Provisions for liabilities and charges
20. Share Capital
21. Reserves
22. Acquisitions
23. Cash flow notes
24. Post-retirement liabilities
25. Operating leases
26. Commitments
27. Contingencies

 
1. Segmental Analysis
 
BY ACTIVITY
Turnover
£m
1998
Operating
profit
£m
Net
assets
£m
Turnover
£m
1997
Operating
profit
£m
Net
assets
£m

Hydronic Controls
431 61.5 148 471 59.6 149
Drinks Dispense
370 38.5 124 345 35.7 118

Fluid Power
Continuing operations
320 32.8 336 38.0
Acquisitions
144 6.6 - -

Fluid Power total
464 39.4 237 336 38.0 236

Energy Controls
156 16.6 42 145 14.3 37

Total continuing operations
1,421 156.0 551 1,297 147.6 540

BY GEOGRAPHICAL ORIGIN
UK
389 40.3 162 427 49.1 164
Rest of Europe
545 64.8 202 394 49.2 216
The Americas
430 49.2 165 404 46.3 138
Asia/Pacific
57 1.7 22 72 3.0 22

Total continuing operations
1,421 156.0 551 1,297 147.6 540

The segmental analysis above reflects the new business area names of Hydronic Controls (formerly Building Products) and Energy Controls (formerly Special Engineering). There have been no changes to the constituent operations within each business area other than the acquisitions and disposals described below.

Acquisitions
KIP Inc., based in the USA, was acquired by Fluid Power in June 1998. KIP contributed turnover of £6m and operating profit of £0.8m, before goodwill amortisation of £0.4m. Herion-Werke, based primarily in Germany, was acquired by Fluid Power in November 1997. Turnover of £138m and operating profit of £6.2m arising in the period since acquisition (including turnover of £21m and operating profit of £0.7m in respect of 1997) are included within acquisitions.

Discontinued operations
Discontinued operations include IMI Waterheating, previously reported within Hydronic Controls, and IMI Birmingham Mint, IMI Pactrol, the Industrial Heat Exchanger Division of IMI Marston and five smaller engineering components businesses which were previously reported within Energy Controls. Discontinued operations were previously included by geographical origin primarily within the UK. The reported figures for 1997 have been re-stated in respect of these discontinued operations.
 
TURNOVER BY GEOGRAPHICAL DESTINATION
1998
£m
1997
£m

UK
306 335
Germany
238 159
Rest of Europe
356 301
USA
358 336
Asia
62 67
Rest of World
101 99

Total continuing operations
1,421 1,297

RECONCILIATION OF NET ASSETS
1998
£m
1997
£m

Operating assets of continuing operations
551 540
Discontinued operations
- 31
Investments
13 12
Net borrowings
(86 ) (189 )
Taxation liabilities and dividend payable
(69 ) (69 )

Net assets per Group balance sheet
409 325  

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2. Operating profit
 
1998 1997
Continuing
operations
£m
Discontinued
operations
£m
Total
£m
Continuing
operations
£m
Discontinued
operations
£m
Total
£m

Turnover
1421.0 33.6 1454.6 1296.5 137.4 1433.9
Cost of
sales
(940.4 ) (26.9 ) (967.3 ) (878.0 ) (113.6 ) (991.6 )

Gross profit
480.6 6.7 487.3 418.5 23.8 442.3
Distribution costs
(194.2 ) (2.5 ) (196.7 ) (157.3 ) (9.8 ) (167.1 )
Administrative expenses
(132.2 ) (2.4 ) (134.6 ) (115.1 ) (9.3 ) (124.4 )
Other operating income
1.8 - 1.8 1.5 - 1.5

Operating profit
156.0 1.8 157.8 147.6 4.7 152.3

Continuing operations for 1998 include the following amounts relating to acqusitions: cost of sales £98.0m, distribution costs £22.5m, administrative expenses £16.8m.
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3. Profit on disposal of discontinued operations
  Profit on disposal of discontinued operations comprises the surplus arising on the sale of the discontinued businesses(note 1) which is stated after deducting £19.8m for previously acquired goodwill.

The profit in 1997 represents the surplus arising following the sale of Conax Buffalo, the release of provisions of £4.2m in respect of IMI Yorkshire Alloys and the cost of establishing a provision of £2.0m in respect of the disposal of certain businesses within Energy Controls which was completed in February 1998.
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4. The following have been charged in arriving at profit before taxation
 
1998
£m
1997
£m

Depreciation of tangible fixed assets
55.1 48.0
Amortisation of goodwill
0.4 -
Bonus under employees’ profit sharing scheme
2.0 2.5
Auditor’s remuneration:
Fees and expenses
1.9 1.7
Non-audit services (mainly overseas)
0.9 0.7
Rentals under operating leases:
Property rents
9.8 9.4
Hire of plant and machinery
4.0 2.3
Research and development expenditure
19.1 16.1

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5. Net interest payable
 
1998
£m
1997
£m

Interest payable:
Bank loans and overdrafts
9.2 7.5
Interest on finance leases
0.2 0.2
Other loans
5.4 1.6

14.8 9.3
Interest receivable
(9.2 ) (3.5 )

5.6 5.8

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6. Taxation
 
1998
£m
1997
£m

UK corporation tax
17.7 7.8
Overseas taxes
32.8 32.3
Adjustment in respect of previous years
(0.8 ) -

49.7 40.1

Current UK corporation tax has been provided at the average rate for the year of 31.0% (1997:31.5%). Deferred tax has been provided at 30.0% (1997:31.0%). The charge for UK corporation tax has been reduced by double taxation relief of £1.6m (1997: £39.5m). A charge of £0.6m (1997 : £2.3m) is included in respect of deferred taxation. UK corporation tax includes a credit of £3.5m (1997: £11.9m) for advance corporation tax.
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7. Profits applicable to shareholders of IMI plc
  Of the Group profit of £117.0m (1997 : £108.6m), £65.9m (1997 : £49.3m) has been dealt with in the profit and loss account of the Company.
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8. Dividends
 
    1998
£m
  1997
£m
 

Ordinary dividend:
Interim 5.7p (1997 : 5.4p)
20.0 18.8
Proposed final 9.1p (1997 : 8.6p)
31.9 30.0

51.9 48.8

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9. Earnings per ordinary share
  The weighted average number of shares in issue during the year was 349.5m, 350.7m diluted for the effect of outstanding share options (1997 : 347.9m, 349.9m diluted). Earnings per share have been calculated on earnings of £117.0m (1997 : £108.6m) and adjusted earnings per share have been calculated on earnings £106.2m (1997 : £106.7m) being the profit for the year before exceptional items. The impact on the tax charge of paying Foreign Income Dividends has increased both earnings per share and adjusted earnings per share by 1.0p (1997: 2.5p). Adjusted earnings per share figures have been shown because the Directors consider that they give a more meaningful indication of the underlying performance.
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10. Employee information
  The number of people employed by the Group on average each month during the year was:
1998 1997

Hydronic Controls
4,229 4,516
Drinks Dispense
4,302 4,187
Fluid Power
7,087 5,153
Energy Controls
1,878 2,858
Other
224 231

17,720 16,945

The aggregate employment cost for the year was:
£m £m

Wages and salaries
380.1 346.7
Social security costs
54.1 44.6
Pension costs
12.9 9.9

447.1 401.2

Directors’ emoluments for the year were:
£000 £000

Emoluments for qualifying service
1,501 1,534
Gains on exercise of share options
6 51

The detailed information concerning Directors’ emoluments, shareholdings and options is shown in theCorporate Governance Report.
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11. Intangible fixed assets
 
Goodwill
Gross book
value
£m
Amortisation
£m
Net book
value
£m

At 31 December 1997
- - -
Acquisitions during the year
20.5 - 20.5
Amortisation
- 0.4 (0.4 )

At 31 December 1998
20.5 0.4 20.1

Goodwill arising from the acquisitions in the year is being amortised over 20 years.
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12. Tangible fixed assets
 
  Land and buildings Plant and
machinery
  Assets in course of construction
Total

Gross
book
value
£m
Depre-ciation
£m
Net
book
value
£m
Gross
book
value
£m
Depre-
ciation
£m
Net
book
value
£m
Gross
book
value
£m
Net
book
value
£m

At 31 December 1997
173.6 60.1 113.5 571.9 367.0 204.9 13.8 332.2
Exchange adjustments
4.2 1.2 3.0 5.6 3.3 2.3 - 5.3
Acquisitions
4.8 3.3 1.5 12.0 9.8 2.2 - 3.7
Disposal of subsidiaries
(7.2 ) (2.2 ) (5.0 ) (33.9 ) (22.1 ) (11.8 ) (0.7 ) (17.5 )
Additions
5.2 5.2 35.6 35.6 13.6 54.4
Disposals
(5.2 ) (1.2 ) (4.0 ) (57.8 ) (51.3 ) (6.5 ) - (10.5 )
Transfers
0.7 0.7 16.2 16.2 (16.9 ) -
Depreciation for year
5.9 (5.9 ) 49.2 (49.2 ) - (55.1 )

At 31 December 1998
176.1 67.1 109.0 549.6 355.9 193.7 9.8 312.5


The net book value of land and buildings comprises:

1998
£m
1997
£m

Freehold: land
15.4 13.0
buildings
85.2 91.2
Long leasehold
6.5 6.6
Short leasehold
1.9 2.7

109.0 113.5

Gross book value represents cost except for £1.0m in respect of revaluations of land and buildings in certain overseas subsidiaries.

Included in the total net book value is £2.8m (1997 : £2.4m) in respect of assets acquired under finance leases. Depreciation for the year on these assets was £0.5m (1997 : £0.3m).
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13. Fixed assets - investments
 
Company
Subsidiary undertakings
Shares
£m
Loans
£m
Total
£m

At 31 December 1997 at cost
80.6 242.1 322.7
Transfer to other group companies
(4.8 ) - (4.8 )
Advances during the year
- 100.9 100.9

At 31 December 1998 at cost
75.8 343.0 418.8

Details of subsidiary undertakings at 31 December 1998 are shown inSubsidiary Undertakings.

The Company’s cost of investment in subsidiary undertakings is stated at the aggregate of (a) the cash consideration, (b) the nominal value of the shares issued as consideration where sections 131 and 133 of the Companies Act 1985 apply and (c) in all other cases the market value of the Company’s shares on the date they were issued as consideration.
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14. Stocks
 
1998
£m
1997
£m

Raw materials and consumables
91.7 99.5
Work in progress
51.6 67.8
Finished goods
114.5 114.8
Payments on account
(5.6 ) (9.2 )

252.2 272.9

The replacement value of stocks is not considered to be significantly different from the amounts stated above.
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15. Debtors
 
        Group         Company
1998
£m
1997
£m
1998
£m
1997
£m

Falling due for payment within one year:
Trade debtors
195.6 226.6 - -
Amounts owed by subsidiary undertakings
- - 52.2 218.2
Prepayments and accrued income
8.7 10.4 1.1 0.9
Other debtors
21.2 21.4 7.5 4.7

225.5 258.4 60.8 223.8

Falling due for payment after more than one year:
Pension fund prepayment
8.9 7.0 - -
Other debtors
3.7 10.5 - 7.5

12.6 17.5 - 7.5

238.1 275.9 60.8 231.3

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16. Creditors: amounts falling due within one year
 
        Group         Company
Borrowings and finance leases
1998
£m
1997
£m
1998
£m
1997
£m

Bank loans and overdrafts
43.2 48.7 30.7 12.3
Obligations under finance leases
0.1 0.2 - -
Other loans
0.6 0.2 - -

43.9 49.1 30.7 12.3

The Group borrowings include bank loans and overdrafts of £4.9m (1997: £2.8m) and obligations under finance leases of £0.1m (1997: £0.2m) which are secured by charges over the assets of certain overseas subsidiary companies.

Other creditors
        Group         Company
1998
£m
1997
£m
1998
£m
1997
£m

Trade creditors
98.7 129.3 - -
Bills of exchange payable
0.9 0.9 - -
Corporation tax
11.1 5.6 5.7 -
Other taxation
21.1 31.7 - 12.2
Social security
6.3 6.3 - -
Accruals and deferred income
87.7 92.4 1.0 2.2
Proposed dividend
31.9 30.0 31.9 30.0
Other creditors
2.8 3.1 - -

260.5 299.3 38.6 44.4

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17. Creditors: amounts falling due after more than one year
 
   
        Group         Company
Borrowings and finance leases
1998
£m
1997
£m
1998
£m
1997
£m

Bank loans
Secured
15.5 18.5 - -
Unsecured
5.5 116.3 1.6 104.6

  21.0 134.8 1.6 104.6

Loan stock
Unsecured
5.5% loan stock 2001/06
1.6 1.6 1.6 1.6
US loan notes (6.70% to 7.17%) 2007/22
60.5 61.0 - -

  62.1 62.6 1.6 1.6

Other loans
Secured
4.9 4.9 - -
Obligations under finance leases
0.9 1.2 - -

5.8 6.1 - -

Total loans
88.9 203.5 3.2 106.2

Security consists of charges over the assets of certain overseas subsidiary companies.
 
Total borrowings and finance leases
        Group         Company
1998
£m
1997
£m
1998
£m
1997
£m

Secured
21.3 24.6 - -
Unsecured
67.6 178.9 3.2 106.2

Total loans
88.9 203.5 3.2 106.2

        Group         Company
Repayment of loans
1998
£m
1997
£m
1998
£m
1997
£m

Bank loans
Between one and two years
6.1 11.0 1.6 -
Between two and five years
6.7 115.1 - 104.6
In five years or more
8.2 8.7 - -

21.0 134.8 1.6 104.6

Loan stock and other loans
Between one and two years
0.8 0.4 - -
Between two and five years
1.3 1.8 0.6 0.6
In five years or more
65.8 66.5 1.0 1.0

67.9 68.7 1.6 1.6

Total loans
88.9 203.5 3.2 106.2

Of the loans and loan stock repayable more than five years from the balance sheet date, the US loan notes mature between 2007 and 2022. The majority of other loans are repayable in instalments between 2004 and 2007.
   
        Group         Company
Other creditors
1998
£m
1997
£m
1998
£m
1997
£m

Amounts owed to subsidiary undertakings
- - 43.2 45.1
Overseas taxation
20.9 21.8 - -
Accruals and deferred income
5.3 6.4 - -

26.2 28.2 43.2 45.1

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18. Financial Instruments
  Currency profile of assets and liabilities
Assets
excluding
cash and debt
1998
£m
Cash
1998
£m
Debt
1998
£m
Exchange
contracts
1998
£m
Net asset
exposure
1998
£m
Net asset
exposure
1997
£m

Sterling
98 4 (17 ) 281 366 266
US Dollars
162 10 (73 ) (93 ) 6 42
Euro-bloc currencies
177 17 (38 ) (151 ) 5 (12 )
Rest of World
58 16 (5 ) (37 ) 32 29

Total
495 47 (133 ) - 409 325

Exchange contracts are financial instruments used as currency hedges of overseas net assets.

Currency profile of interest exposure at 31 December 1998
Financial assets

Cash and
exchange
contracts
£m
Floating
rate
£m
Fixed
rate
£m
Weighted
average
interest rate
%
Weighted
average
period for which
rate is fixed
( years)

Sterling
285 255 30 7.5 1.0
US Dollars
10 10 - - -
Euro-bloc currencies
17 17 - - -
Rest of World
16 16 - - -

Total
328 298 30

Floating rate financial assets comprise short term cash of £47m bearing interest at short term bank deposit rates and the asset side of exchange contracts where the interest element is based primarily on six month inter bank rate.

Financial liabilities
Debt and
exchange
contracts
£m
Floating
rate
£m
Fixed
for
more
than 1
year
£m
Weighted
average
interest
rate
%
Weighted
average
period for which
rate is
fixed
(years)

Sterling
17 15 2 5.5 7.5
US Dollars
166 88 78 6.9 10.7
Euro-bloc currencies
189 156 33 5.7 3.5
Rest of World
42 42 - - -

Total
414 301 113

Interests rates are managed using fixed and floating rate debt and financial instruments including interest rate swaps. Floating rate liabilities comprise short term debt which bears interest at short term bank rates and the liability side of exchange contracts where the interest element is based primarily on six month inter bank rate.

Undrawn committed facilities

The Group has various undrawn committed borrowing facilities. The facilities available at 31 December 1998 in respect of which all conditions precedent had been met were as follows:
£m
Expiring within one year
-
Expiring between one and two years
38
Expiring after more than two years
133
171
The weighted average life of these facilities is 3.2 years.

There is no material difference between the fair value and book value of the financial instruments.
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19. Provisions for liabilities and charges
 
Deferred
taxation
£m
Post-
retirement
liabilities
£m
Other
£m
Total
£m

At 31 December 1997
3.0 24.1 23.4 50.5
Exchange adjustment
- 0.5 0.2 0.7
Disposals
(0.4 ) - (0.1 ) (0.5 )
Utilised in the year
- (1.0 ) (8.3 ) (9.3 )
Advance corporation tax
5.5 - - 5.5
Profit and loss account
0.6 2.0 4.0 6.6

At 31 December 1998
8.7 25.6 19.2 53.5

Post-retirement liabilities are in respect of overseas pension liabilities and US post-retirement benefits which have not been separately funded. At 31 December 1998 other provisions comprise mainly environmental provisions of £6m and warranties given in the normal course of trade of £9m.

The potential liability for deferred tax calculated at 30% (1997 : 31%) is analysed as follows:

1998 1997
Provided
£m
Not provided
£m
Provided
£m
Not provided
£m

Accelerated capital allowances
7.3 5.2 8.4 6.5
Other timing differences
1.4 - 0.1 -
Advance corporation tax recoverable
- - (5.5 ) (3.5 )

8.7 5.2 3.0 3.0

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20. Share capital
 
1998
£m
1997
£m

Authorised
440m ordinary shares of 25p each
110.0 110.0
Issued and fully paid
350.2m (1997 : 348.7m) ordinary shares of 25p each
87.5 87.2

During the year 1,494,905 shares were issued under employee share schemes realising £4.2m.

Share Options
All UK employees may participate in the IMI SAYE Share Option (1994) Scheme and selected senior executives within the Group participate in the IMI Executive Share Option (1995) Scheme. At 31 December 1998 options to purchase ordinary shares had been granted to and not exercised by participants of IMI share option schemes as follows:
    Date of grant Number of shares Price Date of exercise Scheme
code
 
IMI Savings Related Share Option Scheme
  16.04.92 164,403 213p
01.07.97 or 01.07.99
A
    21.04.93 316,406 213p
01.06.98 or 01.06.00
B  
    08.04.94 633,812 280p
01.08.99 or 01.08.01
C  
                       
IMI SAYE Share Option (1994) Scheme
  11.04.95 816,389 242p
01.07.00 or 01.07.02
D  
    04.04.96 741,920 286p
01.07.01 or 01.07.03
E  
    08.04.97 818,478 314p
01.07.00, 01.07.02 or 01.07.04
F  
    07.04.98 1,015,435 365p
01.07.01, 01.07.03 or 01.07.05
G  
               
IMI Executive Share Option (1985) Scheme
  20.04.89 100,000 226.1p
20.04.92 to 20.04.99
H  
  19.04.90 73,000 224.4p
19.04.93 to 19.04.00
I  
    19.04.91 161,600 247.7p
19.04.94 to 19.04.01
J  
    16.04.92 166,400 236.1p
16.04.95 to 16.04.02
K  
    15.04.93 286,600 265.7p
15.04.96 to 15.04.03
L  
    07.04.94 204,600 349.9p
07.04.97 to 07.04.04
M  
    11.04.95 304,700 301.3p
11.04.98 to 11.04.05
N  
                       
IMI Executive
Share Option (1995)Scheme
19.09.96 398,400 398.9p
19.09.99 to 19.09.06
O  
    26.03.97 721,100 390.8p
26.03.00 to 26.03.07
P  
    18.09.97 758,800 384.9p
18.09.00 to 18.09.07
Q  
    25.03.98 731,471 455.1p
25.03.01 to 25.03.08
R  
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21. Reserves
  Group
Share premium account
£m
Revaluation
reserve
£m
Other reserves
£m
Profit and loss account
£m
Total
£m

At 31 December 1997
125.3 1.0 (419.0 ) 530.9 238.2
Transfers
- - 420.6 (420.6 ) -

As re-stated
125.3 1.0 1.6 110.3 238.2
 
Retained profit for the year
- - - 65.1 65.1
Amounts taken directly to reserves:
Adjustments to goodwill in respect of prior year
- - - (4.5 ) (4.5 )
Previously acquired goodwill taken through the profit and loss account
- - - 19.8 19.8
Currency translation differences
- - - (0.2 ) (0.2 )
Transfer
0.3 - - (0.3 ) -
Share premiums received
3.6 - - - 3.6

At 31 December 1998
129.2 1.0 1.6 190.2 322.0

In accordance with FRS10, goodwill arising on acquisitions prior to 1 January 1998 amounting to £438.9m, previously deducted from Other reserves, was transferred and deducted from the Profit and loss account. Realised merger reserves in respect of prior acquisitions were also transferred to the Profit and loss account. Other reserves represent a capital redemption reserve. At the year end the aggregate amount of goodwill arising on acquisitions prior to 1 January 1998 deducted from the Profit and loss account reserve amounted to £427.3m.

Currency translation differences include a credit of £2.7m (1997 : charge of £4.8m) in respect of currency loans and hedging transactions used for overseas investments.


Company
Share premium account
£m
Other reserves
£m
Profit and loss account
£m
Total
£m

At 31 December 1997
125.3 1.6 132.9 259.8
Retained profit for the year
- - 14.0 14.0
Transfer
0.3 - (0.3 ) -
Share premiums received
3.6 - - 3.6

At 31 December 1998
129.2 1.6 146.6 277.4

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22. Acquisitions
  The only material acquisition during the year was KIP Inc. based in Connecticut, USA.
KIP Inc.
£m
Others
£m
Total
£m

Book value at acquisition
Fixed assets
3.4 0.3 3.7
Working capital
0.9 0.6 1.5
Net borrowings
(3.3 ) - (3.3 )

Net assets
1.0 0.9 1.9

Fair value adjustments
Fixed asset revaluations
- (0.1 ) (0.1 )
Working capital
- (0.1 ) (0.1 )

- (0.2 ) (0.2 )

Fair value to the Group
1.0 0.7 1.7
Purchase consideration
18.5 3.7 22.2

Goodwill arising in year
17.5 3.0 20.5

Adjustments in respect of prior year
4.5

25.0

Goodwill arising in 1997 in respect of the acquisition of Herion-Werke in November 1997 was provisional as the fair value of the assets acquired had not been fully evaluated. This evaluation was completed during the year resulting in an increase in goodwill of £4.5m, principally due to adjustment to the values of fixed assets and stock.

The sales and operating profit of KIP in the periods before acquisition, as reported using their accounting policies, were as follows:

Sales
£m
Operating profit
£m

1997 year
12 2.4
1998 to date of acquisition
7 0.9

The reported sales and operating profit figures of KIP have been converted to sterling at the average rate of exchange for 1998.
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23. Cash flow notes
 
1998
£m
1997
£m

a) Return on investments and servicing of finance
Interest received
9.6 3.5
Interest paid
(15.0 ) (9.3 )
Dividends to minorities
(0.3 ) (0.2 )

(5.7 ) (6.0 )

b) Capital expenditure and financial investment
Purchase of fixed assets
(54.4 ) (56.6 )
Sale of fixed assets
6.5 3.3
(Purchase)/sale of current asset investments
(0.6 ) 1.1

(48.5 ) (52.2 )

c) Acquisitions and disposals
Purchase of subsidiary undertakings
(20.4 ) (165.2 )
Net overdrafts acquired with subsidiaries
(3.3 ) (1.2 )
Sale of businesses
73.6 4.3
Cash at date of disposal
- (0.5 )

49.9 (162.6 )

d) Purchase of subsidiary undertakings
Net assets acquired:
Tangible fixed assets
3.7 63.7
Stocks
2.2 48.1
Debtors
2.3 55.9
Creditors
(3.1 ) (57.9 )
Overdrafts/borrowings
(3.3 ) (54.5 )
Investments
- 0.7
Taxation
(0.1 ) (4.3 )

1.7 51.7
Goodwill
20.5 114.4

22.2 166.1

Satisfied by:
Cash consideration
20.4 165.2
Deferred consideration
1.8 0.9

22.2 166.1

Acquisitions referred to innote 1 contributed a cash inflow of £7m to the Group’s net operating cash flow.
e) Sale of businesses
1998
£m

Net assets disposed of:
Tangible fixed assets
17.5
Stocks
16.0
Debtors
22.5
Creditors
(15.9 )
Taxation
(1.1 )
Goodwill
19.8

58.8
Profit on disposal
14.8

73.6

Satisfied by:
Cash
73.6

f) Analysis of net borrowings
1998
£m
1997
£m

Cash and deposits
47.0 63.5
Borrowings & finance leases due within 1 year
(43.9 ) (49.1 )
Borrowings & finance leases due after more than 1 year
(88.9 ) (203.5 )

(85.8 ) (189.1 )

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24. Post-retirement liabilities
  United Kingdom
The principal pension plan operated for UK employees is the IMI Pension Fund, a defined benefit plan with assets held separately from the Company in a separate trust fund. The latest formal actuarial valuation of the Fund was as at 31 March 1996 and used the Projected Unit method of valuation. The main financial assumptions adopted were that the annual investment return will exceed the increase in earnings by 2.5% and the increase in pensions by 4.5%. The actuarial value of the Fund assets was 115% of the liabilities to cover benefits accrued to members. The surplus, resulting in an abatement of the company contributions, is being spread over the average remaining service life of employees in membership. The market value of the assets of the Fund at the valuation date was £780m.

Overseas
Both defined contributions and defined benefit plans operate in overseas subsidiaries. The contributions to the defined contribution plans are made in accordance with the rules of the plans. Each of the major defined benefit plans have been subject to valuation by an independent actuary within the last three years and the valuations showed that the overall value of the assets were sufficient to cover the value of the benefits accrued to members.

For certain pension plans, principally in Germany and Sweden, and US post-retirement benefits, the annual actuarial liability is funded by insurance and/or provisions made by the subsidiaries concerned. The provisions are shown innote 19.
 

25. Operating leases
 
1998 1997
Land and buildings
£m
Others
£m
Land and buildings
£m
Others
£m

Annual commitments under operating leases expiring:
Within one year
2.7 1.0 3.0 0.4
In the second to fifth year
7.9 3.6 7.4 1.1
After five years
4.9 0.1 4.4 0.1

15.5 4.7 14.8 1.6

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26. Commitments
  Group contracts in respect of future capital expenditure which had been placed at the balance sheet date amounted to £10m (1997 : £7m).

Foreign exchange commitments at the balance sheet date amounted to £333m (1997 : £197m).
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27. Contingencies
  Group contingent liabilities relating to guarantees in the normal course of business and other items amounted to £17m (1997 : £16m).

There is a right of set-off with three of the Company’s bankers relating to the balances of the Company and a number of its wholly-owned UK subsidiaries.
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