TIDMRR.

RNS Number : 7784W

Rolls-Royce Holdings plc

14 February 2017

14 February 2017

ROLLS-ROYCE HOLDINGS PLC

2016 FULL YEAR RESULTS

Commenting on the results, Warren East, Chief Executive, said: "2016 has been an important year as we accelerated the transformation of Rolls-Royce. Despite the significant market and aerospace product transition challenges identified in 2015, we have made operational progress and performed ahead of our expectations for the year as a whole. At the same time we have delivered major changes to our management and processes and, while we have made good progress in our cost cutting and efficiency programmes, more needs to be done to ensure we drive sustainable margin improvements within the business."

 
                                 Reported                   Underlying 
 Year to 31 December      2016      2015    Change    2016     2015    Change* 
---------------------  ---------  -------  -------  -------  -------  -------- 
 Revenue (GBPm)          14,955    13,725    +9%     13,783   13,354     -2% 
---------------------  ---------  -------  -------  -------  -------  -------- 
 Profit before tax 
  (GBPm)                (4,636)     160      N/A      813     1,432     -49% 
---------------------  ---------  -------  -------  -------  -------  -------- 
 Earnings per share     (220.1)p    4.5p     N/A     30.1p    58.7p     -54% 
---------------------  ---------  -------  -------  -------  -------  -------- 
 
 
                                2016    2015    Change** 
                               ------  ------  --------- 
 Net debt (GBPm)                (225)   (111)    (114) 
-----------------------------  ------  ------  --------- 
 Free cash flow (GBPm)***        100     179      (79) 
-----------------------------  ------  ------  --------- 
 

Underlying: for definition see note 2 on page 35; * translated at constant exchange rates; ** translated at actual exchange rates;

*** free cash flow defined as operating cash after capital expenditure, pensions and taxes, before payments to shareholders, foreign exchange and acquisitions & disposals. The derivation of free cash flow from the cash flow statement is shown on page 27.

Highlights

   --     Reported revenue up 9% 

-- Reported loss reflects a non-cash impact of GBP4.4bn period-end mark-to-market revaluation of our derivatives and a GBP0.7bn charge for financial penalties from agreements with investigating bodies

   --     Underlying revenue down 2% at constant exchange rates, reflecting weakness in Marine 
   --     Underlying profit before tax down 49% at constant exchange rates 
   --     Good free cash flow performance; led by working capital improvements 

-- Final payment to shareholders maintained at 7.1 pence per share in line with changes announced in February 2015 giving a full year dividend of 11.7 pence (2015 full year: 16.4 pence)

Transformation programme

-- Well underway; over GBP60m incremental in-year savings in 2016; GBP80-110m further in-year benefit expected in 2017

   --     On track for GBP200m annualised run rate by end 2017 

Looking forward

-- Outlook for 2017: modest performance improvements, targeting free cash flow to be similar to 2016

   --     Completion of ITP acquisition expected mid-2017 

Warren East added: "As I set out in November last year, it is now time to look further ahead. With my new team in place, our focus is turning towards the Group's long-term goals. Over the next few months we will conclude our review of our strengths and investment opportunities and set out an appropriate vision for the business and the best way we can deliver sustainable shareholder value."

"In the meantime, we will continue to focus on our key milestones. In Civil Aerospace, we need to introduce our new Trent engines and successfully deliver the ramp up in engine production. At the same time we must ensure our wide ranging business transformation programme delivers the full benefits expected, not only in terms of cost savings but also the cultural and behavioural changes necessary to ensure the transformation is sustained and high standards of business conduct are maintained. These are essential if we are to become a more trusted, resilient company."

This announcement has been determined to contain inside information.

Enquiries

Investors:

   John Dawson                        +44 20 7227 9087 
   Helen Harman                       +44 20 7227 9339 
   Ross Hawley                         +44 20 7227 9282 

Media:

   Richard Wray                         +44 20 7227 9163 

Photographs and broadcast-standard video are available at www.rolls-royce.com.

A PDF copy of this report can be downloaded from www.rolls-royce.com/investors.

This Full Year Results Announcement contains forward-looking statements. Any statements that express forecasts, expectations and projections are not guarantees of future performance and will not be updated. By their nature, these statements involve risk and uncertainty, and a number of factors could cause material differences to the actual results or developments. This report is intended to provide information to shareholders, is not designed to be relied upon by any other party, or for any other purpose and the Company and its directors accept no liability to any other person other than under English law.

Results Presentation

A presentation will be held at 09:00 (GMT) today. Details of how to join the event online are provided below. Downloadable materials will be available on the Rolls-Royce website from the start of the event.

Online webcast registration details for 14 February presentation

To register for the live webcast (including Q&A participation) please visit this link:

http://edge.media-server.com/m/p/bn5bprbe

Please use this same link to access the webcast replay after the event.

2016 Business Highlights

Percentage or absolute change figures in this document are on a constant translational currency ('constant currency') basis unless otherwise stated

 
 2016 results            % of Group     Closing      Underlying revenue     Underlying profit 
                          revenues*    order book                            before financing 
                                         GBPbn 
                        -----------  ------------ 
                                                      GBPm     % change     GBPm     % change 
----------------------  -----------  ------------  ---------  ----------  -------  ----------- 
 Civil Aerospace            51%          71.4        7,067        0%        367        -60% 
 Defence Aerospace          16%           3.9        2,209        1%        384        -8% 
 Power Systems              19%           1.8        2,655        -1%       191        -14% 
 Marine                      8%           0.9        1,114       -24%       (27)      -280% 
 Nuclear                     6%           1.8         777         11%        45        -37% 
 Other                                     -           37        -64%       (1) 
 Eliminations/central                                 (76)       -36%       (44) 
 Total Group                             79.8        13,783       -2%       915        -45% 
----------------------  -----------  ------------  ---------  ----------  -------  ----------- 
 

* Based on gross revenues prior to intra-group eliminations

Civil Aerospace

   --     Underlying revenue unchanged; gross margins lower: 

o Original equipment (OE): increased deliveries of newer Trent engines but lower link-accounted Trent 700 and business aviation sales reduced achieved margins

o Services: growth from in-production large engine fleet, but declining regional and older large engine fleet aftermarket revenues; increase in technical costs for large engines, including the Trent 700 and Trent 900, largely mitigated by foreign exchange benefits

-- GBP4.4bn order book growth; includes GBP2.1bn benefit from long-term US dollar planning rate change

-- New programmes: Trent 1000 TEN received EASA certification in July; first test run of new Ultrafan(TM) gearbox; first flight of the Airbus A350-1000 powered by the Trent XWB-97

   --     Supply chain modernisation reducing costs and increasing capacity for Trent XWB ramp up 

-- 2017 outlook: modest growth in revenue and profit; cost improvements offsetting OE and aftermarket mix effects

Defence Aerospace

   --     Underlying revenue up slightly; modest growth in OE 

-- Underlying profit before financing down 8%; reflecting adverse product mix and costs related to the TP400 programme, partially offset by through-life cost-savings on a major EJ200 contract

-- Investing to enhance manufacturing, aftermarket service and closer proximity to core customers

   --     2017 outlook: revenue steady; margin and profit expected to soften from recent levels 

Power Systems

-- Underlying revenue 1% lower; growth in power generation and industrial markets offset by reduction in commodity and oil price driven sales

   --     Underlying profit before financing 14% lower; volume reduction and adverse product mix 

-- Good start to transformation with new leadership in place to drive further performance improvement

   --     2017 outlook: steady; healthy order book in key segments offsetting some challenging markets 

Marine

   --     Underlying revenue down 24%; weak offshore markets impacting both OE and service revenues 
   --     Underlying profit before financing negative; lower volumes and reduced overhead absorption 

-- Net restructuring benefits from current and legacy programmes starting to improve performance

-- GBP200m impairment of goodwill reflecting a more cautious outlook; further weakness in offshore oil and gas markets offset by ongoing cost improvements as we refocus the business

Nuclear

   --     Underlying revenue 11% higher; strong revenues led by increased submarine work 

-- Underlying profit before financing 37% lower; adverse margin mix in submarine projects, lower R&D credit than 2015 and R&D spend on small modular reactor concept development

-- 2017 outlook: focus on further delivery improvements and investing to address future opportunities

Chief Executive's Review

Introduction

2016 has been an important year as we accelerated the transformation of Rolls-Royce. Overall, we have performed ahead of our expectations for the year as a whole while delivering significant changes to our management and processes. We increased our large engine output by over 15%, supported the needs of our customers, and made good technical progress in the final stages of the development of the three new large engines, due to enter service over the next twelve months. At the same time we have improved manufacturing lead times for our key civil aerospace programmes, an important goal as we ramp up production over the next few years. Progress with our transformation programme was also better than expected, delivering over GBP60m of in-year benefits compared to our initial target of between GBP30-50m. Overall, the performance improvements have helped offset a number of changing trading conditions and higher R&D spend.

Performance in 2016

In 2015 we identified a number of significant headwinds that would hold back performance in 2016, including mixed market conditions and the revenue and cost impacts of some key product transitions.

Looking first at our markets, demand for our large civil aerospace products and services remained robust, despite some specific weaknesses for service demand in respect of older engines. At the same time, demand for new corporate jets softened, as did the aftermarket for the regional jets powered by our AE3007 engines. Defence Aerospace markets held up well with a steady demand for our aftermarket services in particular. Offshore oil and gas markets for our Marine business continued to suffer from the consequences of low oil prices. Alongside weaker industrial demand this also impacted Power Systems.

Other known headwinds transpired broadly as expected, led by lower Trent 700 volumes and prices, legacy civil large engine aftermarket reductions and weakness in Marine markets. At the same time we have continued to invest in products and services to support our customers and reinforce the long-term strength of our order book, valued at the end of the year at around GBP80bn.

Against this backdrop, group underlying revenue reduced 2% on a constant currency basis with reductions in both original equipment and aftermarket revenues, led by the Marine businesses where revenues were down 24%. More details are included in the group trading summary and the individual business reviews.

Compared to 2015, underlying profit before finance charges and tax was 45% lower at GBP915m. On this basis, Civil Aerospace delivered GBP367m (2015: GBP812m); Defence Aerospace delivered GBP384m (2015: GBP393m); Power Systems delivered GBP191m (2015: GBP194m); Marine generated a loss of GBP27m (2015: GBP15m profit) and Nuclear delivered GBP45m (2015: GBP51m excluding the GBP19m R&D credit benefits highlighted in 2015). More detail on each business is included in the Operational Review.

After underlying financing costs of GBP102m (2015: GBP60m including a GBP34m gain from hedging overseas dividends), underlying profit before tax was GBP813m (2015: GBP1,432m).

Since the EU referendum vote at the end of June, the value of sterling relative to the US dollar has fallen significantly. As a result, we have recognised a GBP4.4bn in-year non-cash mark-to-market valuation adjustment for our currency hedge book as part of our reported financing costs of GBP(4,677)m (2015: GBP(1,341)m). While reported revenue of GBP14,955m (2015: GBP13,725m) was unaffected by this adjustment, it impacted reported profit. In addition, our reported results also included a GBP671m charge for financial penalties from agreements with investigating authorities in connection with historic bribery and corruption involving intermediaries in a number of overseas markets. Our reported loss before tax was GBP(4,636)m (2015: GBP160m profit).

After an underlying tax charge of GBP261m (2015: GBP351m), underlying profit after tax for the year was GBP552m (2015: GBP1,081m). With an average 1,832m shares in issue, underlying earnings per share were 30.1p (2015: 58.7p).

After a reported tax credit of GBP604m (2015: GBP76m charge), the reported loss for the year was GBP(4,032)m (2015: GBP84m profit). Reported earnings per share were (220.1)p (2015: +4.5p).

A full reconciliation of underlying to reported profit can be found in note 2 on page 35.

Free cash inflow in the year was GBP100m (2015: inflow of GBP179m), better than expected, reflecting strong cash collections from a number of key customers at the very end of the period and an improvement in underlying working capital performance. While some of this positive variance is a timing impact and likely to reverse early in 2017, improved efficiencies should drive a level of sustainable benefit. For more details see the section on technical guidance.

A more detailed review of financial performance is included in the Group Trading Summary and the Financial Review.

Agreement reached with various investigating authorities

In mid-January 2017 we announced that we had entered into Deferred Prosecution Agreements (DPAs) with the UK's Serious Fraud Office (SFO) and the US Department of Justice (DoJ) and completed a Leniency Agreement with Brazil's Ministério Público Federal (MPF). These agreements relate to bribery and corruption involving intermediaries in a number of overseas markets, concerns about which we passed to the SFO from 2012 onwards following a request from the SFO.

The agreements are voluntary and result in the suspension of prosecution provided that the company fulfils certain requirements, including the payment of a financial penalty. The agreements will result in the total payment of around GBP671m. This is recognised within our 2016 accounts.

Under the terms of the DPA with the SFO, we agreed to pay GBP497m plus interest under a schedule lasting up to five years, plus a GBP13m payment in respect of the SFO's costs. We also agreed to make payments to the DoJ totalling around US$170m and to the MPF totalling around US$26m. As a result, the total payment in 2017 is expected to be GBP293m (at prevailing exchange rates) with some elements having already been paid.

 
 Payment schedule         SFO            DoJ      MPF      Total 
-----------------  -----------------  --------  -------  --------- 
 2017               GBP119m* +GBP13m   US$170m   US$26m   GBP293m* 
 2019                   GBP100m*                          GBP100m* 
 2020                   GBP130m*                          GBP130m* 
 2021                   GBP148m*                          GBP148m* 
 * plus interest 
 

It is our intention that these financial penalties will be paid from existing facilities and an improved underlying cash flow performance in the longer-term.

Our focus on clear priorities for 2016 has helped deliver positive outcomes

Our 2016 priorities were threefold: to strengthen our focus on engineering, operational and aftermarket excellence to drive long-term profitable growth; to deliver a strong start to our transformation programme; and to start rebuilding trust and confidence in our long-term growth prospects.

Increased our focus on engineering, operational and aftermarket excellence

Over the last few years we have invested significantly in new product development and manufacturing capabilities. In engineering, in 2016 we invested over GBP1.3bn in gross R&D. The net investment of GBP937m was higher than 2015 and our expectations for 2016. A large proportion of this was focused on Civil Aerospace to support delivery of three new engine programmes which will enter service over the next twelve months; the Trent 1000 TEN, the Trent XWB-97 and the Trent 7000. Supporting these investments was a group-wide engineering efficiency programme, known internally as E(3) , which has formed part of our overarching transformation programme. Within the engineering team, this change programme has focused on delivering a lean, resilient, lower cost engineering function through reducing complexity, improving work prioritisation and simplifying management structures.

In operations, over GBP1.4bn has been invested in new capital equipment since 2011 (GBP225m in 2016) in transforming our manufacturing footprint across the business. In Civil Aerospace, these investments in state-of-the-art manufacturing facilities will enable us to meet the significant growth in engine deliveries required to match customer demand for our new Trent engines, particularly the Trent 1000, Trent XWB and Trent 7000. At the same time, the investments lower unit costs and reduce the net cash outflows related to engine production. In Defence, the investments have focused on modernisation of facilities such as in Indianapolis to reduce costs and improve delivery performance of both original equipment and spares to support higher standards of customer service. In Marine, new facilities will contribute to a more efficient and scalable manufacturing capability that will address the demands of our customers today, while markets are weak, and tomorrow, when they have recovered.

The benefits of these investments is starting to be seen in improved delivery performance, lower assembly lead times, lower unit costs and increased capacity. For example, in Civil Aerospace, large engine deliveries increased by over 15% to over 355 and capacity is now in place to deliver around 500 engines in 2017; an increase of over a third.

The focus on improving aftermarket excellence has been driven business by business by customer needs as well as through the broader transformation activities. In Civil Aerospace for example, this has resulted in a progressive change to the structure of our engine overhaul services, our commercial TotalCare(R) and time and materials product offerings and management structures. These have enabled us to respond to a changing market and maturing installed engine portfolio by adapting our resources to focus on areas of greatest value to the company and our customers - such as supporting airframe transitions and rolling out SelectCare(TM) and TotalCare(R) Flex offerings and preparing for the launch of LessorCare(TM). In Defence Aerospace, the focus has been driven by the customer need for more embedded support. This has included increasing our service presence at key customer facilities in the UK and overseas, improving response time and resolving a greater proportion of issues on-wing.

Transformation programme ahead of expectations

In November 2015, we announced a major transformation programme focused on simplifying the organisation, streamlining senior management, reducing fixed costs and adding greater pace and accountability to decision making. The initial target was to deliver incremental gross cost savings of between GBP150m and GBP200m per annum, with the full benefits accruing from the end of 2017 onwards.

Against these initial objectives, which included a target of delivering in-year savings of GBP30-50m in 2016, we have made a better than expected start. 2016 in-year savings were above target, at over GBP60m. During the year we also identified significant opportunities to drive good sustainable cost savings from the business. As a result, we expect the in-year savings that can be delivered in 2017 to be between GBP80-GBP110m and we are on track to achieve the top end of the target for the programme as a whole, targeting a run rate of over GBP200m by end 2017.

At the same time other restructuring initiatives have delivered their expected benefits. These included programmes to improve operational efficiency in Civil and Defence Aerospace (announced in 2014) and Marine (announced in May 2015), as well as a back office cost saving programme in Marine (announced in October 2015). In December 2016, an additional reorganisation of the Marine business was announced to further rationalise manufacturing activities in Scandinavia, targeting incremental annualised savings of GBP50m from mid-2017. Reflecting our cautious near-term outlook for the Marine business, we have also taken an exceptional charge of around GBP200m for impairment of goodwill, principally associated with the acquisition of Vickers in 1999.

In summary, expected ongoing benefits of all current restructuring programmes initiated since 2014 will reduce costs by around GBP400m by the end of 2018, compared to a 2014 baseline

In aggregate, ongoing divisional restructuring programmes together with the new programme announced in November 2015 are expected to reduce costs by around GBP400m by the end of 2018, including the full benefit of the Marine restructuring announced in December 2016. The cost reduction breaks down into incremental legacy Civil and Defence Aerospace restructuring savings of GBP80m, Marine savings of now around GBP110m and the transformation programme savings of around GBP200m.

Rebuilding trust and confidence; steady year with few major surprises

2016 out-turned ahead of expectations with only a few unexpected developments from an operational perspective, despite the challenges presented by a changing macro-environment and some known weaknesses in the business. The expected headwinds in Civil Aerospace and Marine transpired largely as forecast. In addition, the benefits of outperformance on transformation savings and foreign exchange hedging more than offset some additional programme costs in Civil Aerospace and a range of other smaller one-off items. As a result, external expectations remained largely unchanged throughout the year.

The introduction of the new revenue reporting standard, IFRS15 Revenue from Contracts with Customers, will have a significant impact on how we present our revenues and profits, particularly for Civil Aerospace. As a result, a combination of significant in-house analysis and appropriate progressive communication was undertaken, culminating in a Capital Markets Day in November. This set out in some detail how we now expect the new standard to change the presentation of our financial results, illustrated through a re-presentation of 2015 performance. All the materials from this investor event were shared at the time and are available on the company's website at www.rolls-royce.com.

Priorities for 2017 broadly unchanged; additional focus on developing our long-term vision and strategy

Overall, the priorities for 2017 are largely unchanged from those set out in 2016. We will continue to invest in strengthening our focus on engineering, operational and aftermarket excellence to drive long-term profitable growth. At the same time, 2017 will be an important year to drive incremental savings from our transformation programme.

At our Capital Markets Day in November 2016 we set out how our focus is turning towards the Group's long-term goals. Over the next few months the senior leadership team will be concluding the review of our strengths and investment opportunities, to define an appropriate vision for the business and the best way we can deliver sustainable shareholder value. Conclusions of this work will be shared during 2017.

Rebuilding trust and confidence in the Group and its long-term prospects remains a key priority for the management team at Rolls-Royce. The focus remains on progressive, effective communication combined with strong operational delivery. While we have made a steady start, more remains to be done. The addition of new management and a renewed focus within the business leadership teams, with clear goals and stronger accountabilities, should provide a strong platform for further progress in 2017.

Acquisition of outstanding 53.1% stake in Industria de Turbo Propulsores SA (ITP)

We were notified in early July that SENER Grupo de Ingeniería SA ("SENER") had decided to exercise the put option in respect of its 53.1% stake in Industria de Turbo Propulsores SA ("ITP"). This decision provides us with the opportunity to effectively consolidate several key large engine risk and revenue sharing arrangements (RRSAs) into the business, strengthens our position on a number of important defence engine platforms and will enable us to enjoy greater benefits from future aftermarket growth.

Under the shareholder agreement, the consideration of EUR720m will be settled over a two year period following completion in eight equal, evenly spaced instalments. The agreement allows flexibility to settle up to 100% of the consideration in the form of Rolls-Royce shares. Final consideration as to whether the payments will be settled in cash, shares or cash and shares will be determined by Rolls-Royce during the payment period. Completion remains subject to regulatory clearances and is expected in mid-2017.

The acquisition of ITP strengthens Rolls-Royce's position on its Civil Aerospace large engine growth programmes by capturing significant additional value from its long-term aftermarket revenues, including the high volume Trent 1000 and XWB engines, where ITP has played a key role as a participant in RRSAs. It also enhances the group's own manufacturing and services capabilities and adds value to the Defence Aerospace business, particularly on the TP400 and EJ200 programmes.

Further details of its impact on the Group will be made available on completion of the acquisition.

Board update

During the year there have been a number of important changes to the Board. In March we appointed Brad Singer, a partner of ValueAct Capital, to the Board, at which time he also joined the Science & Technology Committee. In May, following the AGM, Dame Helen Alexander stepped down from the Board and was succeeded as Chairman of the Remuneration Committee by Ruth Cairnie. At the same time, alongside chairing the Science & Technology Committee, Sir Kevin Smith took over the role of Senior Independent Director from Lewis Booth, who continues as Chairman of the Audit Committee. Finally, Alan Davies stepped down from the Board in November 2016.

In respect of Executive Directors, we announced in September that Stephen Daintith will join the Board in 2017 as Chief Financial Officer. He succeeds David Smith who leaves Rolls-Royce to join QinetiQ Group plc on 1 March 2017.

Commenting on David Smith's contribution to Rolls-Royce, Warren East said: "I would like to thank David for his valuable support over the past three years. He has made an important contribution to restoring confidence in the business, improving financial reporting and delivering the early stages of our transformation. I and the rest of the Rolls-Royce team wish him every success in the future."

In addition, Colin Smith will be leaving the company after 43 years with Rolls-Royce, including 12 years as a main Board Director. He will be stepping down from the Board after this year's AGM. During his time with Rolls-Royce Colin has held a variety of key positions within Engineering, including Director - Research and Technology and, from 2005 to 2015, Director, Engineering and Technology and most recently as Group President.

Commenting on Colin Smith, Warren East added: "Colin has devoted his entire career to Roll-Royce having joined the company as an undergraduate apprentice in 1974. He has made a tremendous contribution to the company and the industry having been instrumental in developing much of today's portfolio of power systems and helping shape our technology plans for the future. His advice and insights will be greatly missed but he leaves behind a strong legacy. On behalf of all of everyone at Rolls-Royce I would like to thank Colin for his exceptional service and wish him well in his next endeavours."

Shareholder payments

Our stated objective in the long term is to progressively rebuild our payment to shareholders to an appropriate level, subject to the short-term cash needs of the business. This reflects the Board's long-standing confidence in the strong future cash generation of Rolls-Royce.

At this stage the investment needs of the business remain high, reflected in the low level of free cash flow in 2016 and this is expected again in 2017. In addition, the Board sees the need to retain a degree of balance sheet flexibility.

As a result, it is proposed that the final payment for 2016 is unchanged from 2015 at 7.1 pence per share. Taken together with the interim payment, this brings the full year payment to 11.7 pence per share. As in past payments, the distribution will be in the form of C Shares.

Further details are included at the end of this statement on page 48.

Outlook for 2017

After a better than expected 2016, year-on-year incremental progress will be modest. Our medium-term trajectory for revenue, profit and free cash flow remains unchanged. On a constant currency basis, Group revenue for 2017 should be marginally higher than that achieved in 2016, despite expected further weakening in offshore oil and gas markets in Marine. Underlying improvements in performance should be driven largely by transformation savings and free cash flow should benefit from increased aftermarket cash revenues in Civil Aerospace, further improvements in working capital efficiency and cost savings. As a result, we expect a modest performance improvement overall and we are targeting free cash flow to be similar to that achieved in 2016.

Individual outlooks are provided for each business in the operating review.

Looking further ahead - long-term outlook remains strong

We continue to see value in the underlying strengths of our business: the underlying growth of our long--term markets, the quality of our mission-critical technology and services, and the strength of customer demand for these which is reflected in our strong order book. While we have near-term challenges and some core execution priorities, these constants provide us with confidence in a strong, profitable and cash-generative future.

The successful roll-out of new engines, led in particular by the Trent XWB, 1000 and 7000, together with a growing aftermarket, is expected to drive significant revenue growth over the coming ten years as we build toward a 50% plus share of the installed widebody passenger market. As a result, we remain confident that the important investments we are making to modernise our production will create a strong platform to drive customer service and strong cash flows, together with the current investments in new products and the streamlining of our existing product portfolios to ensure we are providing high value, cost competitive products into our target end markets.

Group Trading Summary

The commentary in this section relates to the Group's operating segments and so, consistent with the requirements of accounting standards, is provided on an underlying basis which is the measurement basis used by the Group in its segmental reporting.

 
                                             Underlying       Foreign 
 GBPm                                2015*     Change**   Exchange***      2016 
--------------------------------  --------  -----------  ------------  -------- 
 Order book                         76,399        3,329            82    79,810 
--------------------------------  --------  -----------  ------------  -------- 
 Underlying revenue                 13,354        (296)           725    13,783 
--------------------------------  --------  -----------  ------------  -------- 
 Change                                             -2%           +5%       +3% 
--------------------------------  --------  -----------  ------------  -------- 
 Underlying OE revenue               6,724        (112)           415     7,027 
--------------------------------  --------  -----------  ------------  -------- 
 Change                                             -2%           +6%       +5% 
--------------------------------  --------  -----------  ------------  -------- 
 Underlying services revenue         6,630        (184)           310     6,756 
--------------------------------  --------  -----------  ------------  -------- 
 Change                                             -3%           +5%       +2% 
--------------------------------  --------  -----------  ------------  -------- 
 Underlying gross margin             3,203        (577)           197     2,823 
--------------------------------  --------  -----------  ------------  -------- 
 Gross Margin %                      24.0%     -390 bps                   20.5% 
--------------------------------  --------  -----------  ------------  -------- 
  Commercial and administrative 
   costs                           (1,025)         (71)          (67)   (1,163) 
--------------------------------  --------  -----------  ------------  -------- 
  Restructuring costs                 (39)           41           (2)         - 
--------------------------------  --------  -----------  ------------  -------- 
  Research and development 
   costs                             (765)         (47)          (50)     (862) 
--------------------------------  --------  -----------  ------------  -------- 
  Joint ventures and associates        118         (11)            10       117 
--------------------------------  --------  -----------  ------------  -------- 
 Underlying profit before 
  financing                          1,492        (665)            88       915 
--------------------------------  --------  -----------  ------------  -------- 
  Change                                           -45%           +6%      -39% 
--------------------------------  --------  -----------  ------------  -------- 
 Underlying operating margin         11.2%     -480 bps                    6.6% 
--------------------------------  --------  -----------  ------------  -------- 
 

Underlying: for definition see note 2 on page 35; *2015 figures have been restated as a result of GBP21m of costs previously reported in 'cost of sales', being reclassified as 'other commercial and administrative costs' to ensure consistent treatment with 2016; ** Order book underlying change includes GBP2.1bn increase from a change to our long term US dollar planning rate; *** Translational foreign exchange impact

Order book and order intake

During the year our order book increased by GBP3.3bn to GBP79.8bn, led by Civil Aerospace, which, alongside strong order intake, also benefitted from a GBP2.1bn uplift from a 5 cent decrease to our long term US dollar planning rate. Order intake in our Marine business was poor, largely as a result of the continuing weak offshore market. Overall orders were also lower in Defence Aerospace, Power Systems and Nuclear, although we view the prospects for these businesses as unchanged, reflecting long-term orders won in previous years.

Underlying trading

Underlying group revenue declined 2% in 2016 compared to 2015 on a constant currency basis, reflecting declines in both original equipment revenue (down 2%) and services (down 3%) and driven almost entirely by Marine. By business on a constant currency basis, Civil Aerospace revenue was unchanged, Defence Aerospace revenue increased 1%, Power Systems revenue decreased 1%, Marine revenue decreased 24% and Nuclear revenue increased 11%.

Underlying profit before financing of GBP915m (2015: GBP1,492m) was 45% lower on a constant currency basis, led by a significant reduction in Civil Aerospace profit. This reflected the previously communicated volume and margin reductions on link accounted Trent 700 engines, reduced business jet original equipment volumes, reduced large engine utilisation and increased technical costs for large engines. In addition, reported 2015 numbers included one-off benefits from a methodology change in respect of risk assessment and reversal of impairments and provisions in respect of a Trent 1000 launch customer, totalling GBP189m and GBP65m respectively. These were partially offset by strong life-cycle cost improvements on installed engines and some provision releases. Profit in Defence Aerospace at GBP384m was 8% lower on a constant currency basis largely reflecting additional costs related to the TP400 programme. Power Systems was down 14% year-on-year principally due to volume reduction and adverse changes to product mix. Marine profit was sharply lower led by continuing weakness in the off--shore markets. Nuclear profit was 37% lower than 2015 due to a lower margin mix in submarine projects.

Underlying gross margin was GBP2,823m, down 390 bps to 20.5% largely reflecting the lower margins in Civil Aerospace, Defence and Marine. Commercial and administrative costs include accruals for employee incentive schemes in line with our current policies. Given the good performance relative to original plan, these are higher than in the prior year. This contributed to commercial and administrative costs being GBP71m higher on a constant currency basis year-on-year.

The R&D charge increased by 6% over 2015 on a constant currency basis, reflecting increased charges in Civil Aerospace and the adverse year-on-year effect of the favourable R&D credit adjustment taken in 2015 in Nuclear.

Underlying restructuring charges reduced by GBP41m reflecting the lower level of underlying restructuring as most costs in 2016 were taken as exceptional due to the nature of the restructuring activities within the group. The exceptional charge in relation to these programmes was GBP129m in 2016. This included GBP92m for the transformation programme launched in November 2015, which delivered in year benefits of over GBP60m in 2016. The underlying tax rate for 2016 increased to 32.1% (2015: 24.5%). The primary reasons for the increase are the non-recognition of deferred tax assets on losses in Norway, which reflects the current uncertainty in the oil and gas markets, and a different profit mix with more profits arising in countries with higher tax rates.

Reported results

Reported results are impacted by the mark-to-market adjustments driven by movements in USD:GBP and EUR:GBP exchange rates over the year. In addition, we recognised the GBP671m charge related to the agreements reached in respect of regulatory investigations, a goodwill impairment charge of GBP219m largely reflecting a more cautious outlook for our marine business and GBP129m of exceptional restructuring cost. As a result, the reported loss before tax was GBP(4,636)m (2015: a profit of GBP160m).

Free cash flow

Free cash inflow in the year was GBP100m (2015: inflow of GBP179m), better than expected, reflecting strong cash collections from a number of key customers at the very end of the period and an improvement in underlying working capital performance. This helped offset the lower profit before tax and higher expenditure on PPE and intangibles. The latter reflects the increased capital investment in new manufacturing capacity, higher capitalised R&D, mainly related to the Trent 1000 TEN and higher certification costs on the Trent XWB-97. More details on the movement in trading and free cash are included in the Funds Flow section of the Financial Review.

While some of this positive variance is a timing impact and likely to reverse early in 2017, improved efficiencies should drive a level of sustainable benefit. For more details see the section on technical guidance.

Net debt and foreign currency

The Group is committed to maintaining a robust balance sheet with a healthy, investment-grade credit rating. We believe this is important when selling high-performance products and support packages which will be in operation for decades. Standard & Poor's updated its rating in January 2017 to BBB+ from A-/negative outlook and Moody's maintained a rating of A3/stable.

During 2016, the Group's net debt position increased from GBP111m to GBP225m, reflecting the GBP100m free cash inflow, shareholder payments of GBP301m and GBP154m for the increased investment in our approved maintenance centre joint ventures following receipt of regulatory approval for the changes to the joint venture agreements in June 2016. In April, we increased our revolving credit facilities by GBP500m to GBP2bn to provide additional liquidity.

The Group hedges the transactional foreign exchange exposures to reduce volatility to revenues, costs and resulting margins. The hedging policy sets maximum and minimum cover ratios of hedging for net transactional foreign exchange exposure. It allows us to take advantage of attractive FX rates, whilst remaining within the cover ratios. A level of flexibility is built into the hedging instruments to manage changes in exposure from one period to the next and to reduce volatility by smoothing the achieved rates over time.

The most significant exposure is the net US dollar income which is converted into GBP (currently approximately $5bn per year and forecast to increase significantly by 2021). Following the fall in the value of sterling which resulted from the outcome of the UK referendum on membership of the European Union, additional cover has been taken out to benefit from the favourable rates. This has resulted in an increase in the nominal value of the hedge book to approximately $38bn at the end of 2016 (end 2015: $29bn) together with a reduction in the average rate in the hedge book to GBP/$1.55 (end 2015: GBP/$1.59). The movement in the average achieved rate year-on-year was around two and a half cents, providing a net underlying group benefit, after balance sheet effects (the movement in achieved rate also affects creditor and debtor balances of hedged cash flows), of around GBP20m.

Group technical factors for 2017

All figures are at constant translational currencies unless otherwise stated.

Should foreign exchange rates for the full year remain unchanged from those at the end of 2016, the movements from average 2016 rates would improve full year underlying revenues by around GBP400m and improve underlying profit before tax by around GBP50m.

In the second half of 2016 we took advantage of weak sterling to increase our US dollar hedge book and averaged down the overall rate to around GBP/$1.55. With this higher level of cover, we do not expect to make any material net additions to the hedge book in 2017. As a result, we expect the average achieved rate in 2017 to be broadly unchanged from that achieved in 2016.

Net R&D spend is expected to be in the region of GBP950m in 2017 (2016: GBP937m), principally reflecting expenses related to the completion of important new product launches in Civil Aerospace. Largely reflecting an increase in R&D capitalisations associated with new engine programmes, the net R&D charge is expected to be between GBP60-100m lower than that in 2016 (2016: GBP862m).

Incremental restructuring cost savings in 2017, from the transformation programme announced in November 2015, are expected to be between GBP80-110m (2016: over GBP60m).

Overall underlying finance charges in 2017 are expected to be in the region of GBP100-110m, partly reflecting the higher average level of gross and net debt.

Given the sensitivity of the underlying tax rate to a number of factors, including the impact of weak marine offshore markets, we expect our effective tax rate for 2017 to be between 25-30%, reflecting the continued high proportion of taxable profit expected to be generated in higher tax rate regions.

Capital expenditure for 2017 is expected to be around GBP600m (2016: GBP626m).

We are targeting free cash flow to be similar to that achieved in 2016. Free cash flow excludes the payments in respect of agreements reached with investigating authorities.

Operational Review: Civil Aerospace

 
                                            Underlying      Foreign 
 GBPm                                2015      Change*   Exchange**     2016 
--------------------------------  -------  -----------  -----------  ------- 
 Order book                        67,029        4,395            2   71,426 
--------------------------------  -------  -----------  -----------  ------- 
 Engine deliveries                    712         (63)                   649 
--------------------------------  -------  -----------  -----------  ------- 
 Underlying revenue                 6,933         (27)          161    7,067 
--------------------------------  -------  -----------  -----------  ------- 
 Change                                              -          +2%      +2% 
--------------------------------  -------  -----------  -----------  ------- 
 Underlying OE revenue              3,258           14           85    3,357 
--------------------------------  -------  -----------  -----------  ------- 
 Change                                              -          +3%      +3% 
--------------------------------  -------  -----------  -----------  ------- 
 Underlying services revenue        3,675         (41)           76    3,710 
--------------------------------  -------  -----------  -----------  ------- 
 Change                                            -1%          +2%      +1% 
--------------------------------  -------  -----------  -----------  ------- 
 Underlying gross margin            1,526        (397)           56    1,185 
--------------------------------  -------  -----------  -----------  ------- 
 Gross Margin %                     22.0%     -570 bps                 16.8% 
--------------------------------  -------  -----------  -----------  ------- 
  Commercial and administrative 
   costs                            (296)         (43)          (3)    (342) 
--------------------------------  -------  -----------  -----------  ------- 
  Restructuring costs                 (7)          (4)            -     (11) 
--------------------------------  -------  -----------  -----------  ------- 
  Research and development 
   costs                            (515)         (34)         (19)    (568) 
--------------------------------  -------  -----------  -----------  ------- 
  Joint ventures and associates       104          (8)            7      103 
--------------------------------  -------  -----------  -----------  ------- 
 Underlying profit before 
  financing                           812        (486)           41      367 
--------------------------------  -------  -----------  -----------  ------- 
  Change                                          -60%          +5%     -55% 
--------------------------------  -------  -----------  -----------  ------- 
 Underlying operating margin        11.7%     -700 bps                  5.2% 
--------------------------------  -------  -----------  -----------  ------- 
 

Underlying: for definition see note 2 on page 35; * Order book underlying change includes GBP2.1bn increase from a change to our long term US dollar planning rate; ** Translational foreign exchange impact

Financial overview

Overall, underlying revenue for Civil Aerospace was unchanged (up 2% at actual exchange rates). Original equipment revenue (OE) was unchanged, with increases from higher volumes of large engines being offset by the decline in business jet engines and V2500 modules. Aftermarket revenue was down 1% despite strong growth from our in-production engines.

 
                                    % of   Underlying   Underlying    Foreign    % of 
                                                            Change 
  GBPm                      2015   whole       Change            %   Exchange   Whole    2016 
------------------------  ------  ------  -----------  -----------  ---------  ------  ------ 
 Original Equipment        3,258     48%           14            -         85     48%   3,357 
------------------------  ------  ------  -----------  -----------  ---------  ------  ------ 
 Large engine: linked 
  and other                1,570     23%           32          +2%          2     23%   1,604 
------------------------  ------  ------  -----------  -----------  ---------  ------  ------ 
 Large engine: unlinked 
  installed                  504      7%          237         +47%          1     10%     742 
------------------------  ------  ------  -----------  -----------  ---------  ------  ------ 
 Business aviation           903     14%        (228)         -25%         82     11%     757 
------------------------  ------  ------  -----------  -----------  ---------  ------  ------ 
 V2500                       281      4%         (27)         -10%          -      4%     254 
------------------------  ------  ------  -----------  -----------  ---------  ------  ------ 
 Service                   3,675     52%         (41)          -1%         76     52%   3,710 
------------------------  ------  ------  -----------  -----------  ---------  ------  ------ 
 Large engine              2,371     34%         (84)          -4%          2     32%   2,289 
------------------------  ------  ------  -----------  -----------  ---------  ------  ------ 
 Business aviation           425      6%         (13)          -3%         40      6%     452 
------------------------  ------  ------  -----------  -----------  ---------  ------  ------ 
 Regional                    360      5%         (52)         -14%         34      5%     342 
------------------------  ------  ------  -----------  -----------  ---------  ------  ------ 
 V2500                       519      7%          108         +21%          -      9%     627 
------------------------  ------  ------  -----------  -----------  ---------  ------  ------ 
 

Original equipment revenue from Large engine: linked and other was up 2% reflecting increased volumes of Trent 900s and a higher number of spare Trent XWB engines, partly offset by Trent 700 volume and price reductions, ahead of the introduction of the Trent 7000 for the Airbus A330neo. Sales of spare engines to joint ventures, included in Large engine: linked and other, generated revenue of GBP288m (2015: GBP189m).

Original equipment revenue from Large engine: unlinked installed increased 47%, led by higher volumes of Trent XWBs.

Large engine service revenue reflected double digit growth from our in-production engines which more than offset the reduction from older engines, including the expected lower year-on-year utilisation of Trent 500 and Trent 800 engines. Time and material revenue reduced, as a result of fewer overhauls of engines across the out-of-production fleet. Contract accounting effects within service revenue in 2016 were significantly lower than prior year. As a result, while there was a small foreign exchange improvement in 2016, underlying service revenue from large engines were down 4%. Adjusting for contract accounting effects, service revenue from large engines would have been up 2%.

Revenue from business aviation OE engine sales was, as expected, lower, particularly for the BR710 engines, reflecting general market weakness and a transition to newer non-Rolls-Royce powered platforms. Volumes of our newer BR725 engine, which powers the Gulfstream G650 and G650ER, were stable. Overall, business aviation OE revenues declined 25% while aftermarket revenue was slightly down.

Service revenue from our regional jet engines declined 14%, reflecting retirements and reduced utilisation of relevant fleets by North American operators in particular.

On the V2500 programme, which powers aircraft including the Airbus A320, revenue from OE modules declined 10% reflecting the production slow-down as Airbus transitions to the A320neo, powered by another engine provider. However, V2500 service revenues were 21% higher, reflecting price escalation on flying hour payments together with increased overhaul activity.

Overall gross margins for Civil Aerospace were 16.8% (2015: 22.0%), declining GBP397m from 2015 on a constant currency basis. The main headwinds were as forecast at the start of the year; OE reductions to the Trent 700 programme, business aviation engines and V2500 modules, reduced utilisation and fewer overhauls of our out--of--production Trent 500 and 800 and RB211 engines and the declining regional aftermarket. In addition, we also incurred programme charges of around GBP30m for engines still in development. These were partially offset by the release, after accounting and legal review, of accruals related to the termination in prior years of intermediary services, totalling GBP53m (2015: GBPnil). Gross margin from spare engine sales to joint ventures contributed GBP97m (2015: GBP67m).

The in-year net benefit from long-term contract accounting adjustments totalled GBP90m (2015: total benefit of GBP222m, which included a GBP189m one-off benefit associated with the refinement of our methodology for risk assessment of future revenue). The GBP90m included a GBP217m benefit from life-cycle cost improvements (2015: benefit of GBP140m). We also recognised in this period a GBP35m benefit from a 5 cent change (2015: GBPnil) to our estimated long-term US dollar to sterling exchange rate to bring our own planning rate within updated external benchmark long-term forecast data. These benefits were offset by technical costs of GBP98m (2015: GBP24m) for large engines, including the Trent 900, relating to the need for increased shop visits in the short-term, and the Trent 700, where we are upgrading the engine management system, together with a charge of GBP64m (2015: GBP83m), reflecting other operational changes.

The year-on-year change was also impacted by a one-off GBP65m write-back in 2015 of a previously recognised impairment of Contractual Aftermarket Rights (CARs) for sales to a launch customer and the release of a related provision; in 2016 these sales were capitalised as CARs.

Costs below gross margin were GBP89m higher than the previous year at GBP818m on an underlying basis. Within this, R&D charges of GBP568m were GBP34m higher, reflecting higher spend on key programmes, particularly in respect of the Trent 7000 which are being expensed ahead of capitalisation and lower development cost contributions from risk and revenue sharing partners, partly offset by increased R&D capitalisation on the Trent 1000 TEN.

Underlying commercial and administrative costs were GBP43m higher than 2015 reflecting increased employee incentive charges. Underlying restructuring costs of GBP11m were GBP4m higher than 2015 and profits from joint ventures and associates were down GBP8m.

As a result, profit before financing and tax was 55% down, reflecting a combination of lower overall gross margins, higher commercial and administrative, R&D and restructuring costs and reduced joint venture and associate profits. Taking account of foreign exchange effects, underlying profit before financing and tax was GBP367m (2015: GBP812m).

Trading cash flow

Trading cash flow before working capital movements of GBP22m declined year-on-year by GBP462m, driven by a reduction in underlying profit before financing of GBP445m and increased property, plant and equipment additions. There were also increased certification costs driven by the Trent XWB-97 and higher R&D capitalisation of the Trent 1000 TEN development costs, offset in part by other timing differences including provision movements.

 
 GBPm                                                2016    2015     Var 
--------------------------------------------------  ------  ------  ------ 
 Underlying profit before financing                   367     812    (445) 
--------------------------------------------------  ------  ------  ------ 
 Depreciation and amortisation                        491     410     81 
--------------------------------------------------  ------  ------  ------ 
 Sub-total                                            858    1,222   (364) 
--------------------------------------------------  ------  ------  ------ 
 CARs additions                                      (208)   (161)   (47) 
--------------------------------------------------  ------  ------  ------ 
 Property, plant, equipment and other intangibles    (739)   (502)   (237) 
--------------------------------------------------  ------  ------  ------ 
 Other timing differences*                            111    (75)     186 
--------------------------------------------------  ------  ------  ------ 
 Trading cash flow pre-working capital 
  movements                                           22      484    (462) 
--------------------------------------------------  ------  ------  ------ 
 Net long-term contract debtor movements             (246)   (406)    160 
--------------------------------------------------  ------  ------  ------ 
 Other working capital movements                      267    (78)     345 
--------------------------------------------------  ------  ------  ------ 
 Trading cash flow**                                  43       -      43 
--------------------------------------------------  ------  ------  ------ 
 

* Includes timing differences between underlying profit before financing and cash associated with: joint venture profits less dividends received; provision charges higher /(lower) than cash payments; non-underlying cash and profit timing differences (including restructuring); and, financial assets and liabilities movements including the effect of foreign exchange movements on non-cash balances. ** Trading cash flow is cash flow before: deficit contributions to the pension fund; taxes; payments to shareholders; foreign exchange on cash balances; and, acquisitions and disposals.

The overall trading cash flow improvement of GBP43m resulted largely from a significant year-on-year improvement in working capital, due mainly to differences in the timing of payments to suppliers and increased deposits, offset in part by an increase in inventory. In addition, reflecting the lower profits recorded on our linked engines such as the Trent 700, net long term contract debtor additions were also lower.

TotalCare net assets and Contractual Aftermarket Rights

TotalCare net assets increased in 2016 by GBP230m (2015: GBP406m) to GBP2.44bn reflecting accounting for new "linked" engines of GBP432m (2015: GBP521m), contract accounting adjustments taken in the year of GBP90m (2015: GBP222m) offset by the cash inflows and net other items of GBP(292)m (2015: GBP(337)m). It should be noted that the GBP230m net asset increase is different from the GBP246m used in the trading cash flow above because of foreign exchange effects on evaluating TotalCare net debtor balance movements.

The CARs balance increased by GBP169m (2015: increase of GBP156m) to GBP574m reflecting higher sales of unlinked Trent XWB engines partly offset by engine cost improvements.

Investment and business development

Order intake of GBP14.1bn in 2016 for Civil Aerospace was GBP1.3bn higher than the previous year. The order book closed at GBP71.4bn, up GBP4.4bn or 7% from 2015, which included a GBP2.1bn benefit from the change in the long term planning foreign exchange rate discussed previously. Excluding this the order book was up 3%.

Significant orders in 2016 included a $2.7bn order from Norwegian for Trent 1000 engines, an order from Garuda Indonesia worth $1.2bn for Trent 7000 engines and a $900m order from Virgin Atlantic for Trent XWB. All of these include the provision of long term TotalCare(R) engine services.

Foundations for future growth are built from our investment in engineering excellence

During the year we committed resources in order to ensure we made significant progress across all key engineering programmes in 2016. The Trent 1000 TEN (Thrust, Efficiency and New Technology) engine undertook its first test flight in March and received its European Aviation Safety Agency (EASA) certification on 11 July. The Trent 1000 TEN will power all variants of the Boeing 787 Dreamliner family and will power the first flight of the 787-10 in 2017.

In November the latest version of the Trent XWB, the higher thrust -97 engine, successfully powered the first flight of the Airbus A350-1000 in Toulouse. The Trent 7000 engine, which will exclusively power the Airbus A330neo, undertook ground testing for the first time and we started assembly of the first flight test engines.

In respect of future technologies, the Advance3 large engine demonstrator is proceeding well. The engine will test the new core architecture for future engine families and other key technologies such as Lean Burn combustion, Ceramic Matrix Composites, CastBond(TM) (specialist turbine manufacturing) plus additive layer manufacturing or 3D printing. It is currently in development at our Bristol facility with all core modules advancing well.

In September, we successfully ran the world's most powerful aerospace gearbox for the first time under the joint venture Aerospace Transmission Technologies (ATT). The gearbox is designed to reach up to 100,000 horsepower and is a significant step in the development of the new UltraFan(TM) engine technology.

Supporting our commitment to research and development, we also announced a $30m expansion into a new facility in Cypress, California, that will be dedicated to research and development of ceramic matrix composite (CMC) materials and processes for use in next generation aircraft engine components.

Investing in new aerospace supply chain capabilities to help drive operational excellence

In January, we announced plans to invest more than GBP30m at our site in Washington, Tyne & Wear, UK, creating a new facility to manufacture a range of aerospace discs for in-service engines. The new facility is expected to be fully operational in 2018 and will have the capacity to manufacture well over 1,500 fan and turbine discs a year for use in a wide-range of existing engines.

The construction of a GBP50m extension to our Wide Chord Fan Blade facility in Barnoldswick, UK, started in December. The expanded facility will be able to manufacture 6,000 large Trent fan blades a year, almost twice its current capacity. We also announced the creation of a Centre of Excellence (CoE) in Structures & Transmissions at the same site. The new centre, supported by GBP20m of investment, will manufacture many of the complex structures that feature in all Rolls-Royce aero engines.

Good progress strengthening our aerospace aftermarket service offering

We have continued to invest in our service capabilities to support our customers with state-of-the-art facilities and relevant products and services, particularly within our portfolio of TotalCare offerings.

During the year we completed changes to three Approved Maintenance Centre (AMC) joint ventures. This included investing GBP154m to increase our stake in both Hong Kong Aero Engine Aero Services Limited (HAESL) and Singapore Aero Engine Services Pte Ltd (SAESL) to 50%. These AMCs support our strategy to offer a competitive, capable and flexible Trent service network to meet the changing needs of customers across the lifecycle of engines and to support the growing Trent engine fleet.

Additionally, we announced further details of a new AMC in Abu Dhabi with Mubadala Development Company, the emirate-based investment and development organisation. This purpose built facility will carry out work on the Trent XWB.

We also announced that we are further expanding our global network of Authorised Service Centres (ASC) for business aviation aircraft under our CorporateCare(R) service provision for customers. Rolls-Royce now has 62 ASCs in place with key maintenance providers worldwide.

Following the launch of SelectCare(TM) in 2016 we secured our first agreement for Trent 800 engines as part of a wide-ranging deal with Delta Airlines.

Civil Aerospace outlook

On a constant currency basis our Civil Aerospace business should deliver modest growth in revenue and profit in 2017, supported by large engine aftermarket growth, further life-cycle cost reductions and a higher level of R&D capitalisation. Business jet demand is expected to weaken further, as will the demand for aftermarket services to support Rolls-Royce powered regional aircraft. After a better year for trading cash flow in 2016, we now expect this to be broadly unchanged year-on-year reflecting higher volumes of cash-loss making engines offsetting the positive effects of higher aftermarket cash revenues.

We expect the TotalCare net asset to peak in the next twelve months at between GBP2.5bn and GBP2.7bn, reflecting further targeted life cycle cost improvements and other timing differences between cost and cash.

Positive market developments continue to drive long-term growth in Civil Aerospace

The long-term positive market trends for our leading power and propulsion systems remain unchanged despite some near-term uncertainties in Civil Aerospace that continue to impact business jet engine production volumes and service activity on older large engines. The long-term trends driving demand for growth in large passenger aircraft, business jets, power systems and maritime activity remain strong; in particular a growing aspirational and mobile middle-class, particularly in Asia, and globalisation in business, trade and tourism.

While recent political and economic developments have added some uncertainty to near-term utilisation, we continue to expect that strong widebody airframe demand - driven by the need for newer, more fuel efficient aircraft - should provide resilience to manufacturing schedules over the next few years as the industry undergoes a strong replacement cycle.

New airframe growth and transitions are in line with expectations

Preparations for the transition of the Airbus A330ceo to A330neo models are also progressing well and once the transition is completed, we will benefit from an exclusive position with the new Trent 7000 on the A330neo.

The roll-out of new engines, including the Trent XWB for the highly successful Airbus A350 family, will significantly grow our market share and the installed base of new engines that will deliver strong aftermarket revenues for decades to come.

Operational Review: Defence Aerospace

 
                                            Underlying     Foreign 
 GBPm                                2015       Change   Exchange*    2016 
---------------------------------  ------  -----------  ----------  ------ 
 Order book                         4,316        (391)           1   3,926 
---------------------------------  ------  -----------  ----------  ------ 
 Engine deliveries                    649           12           -     661 
---------------------------------  ------  -----------  ----------  ------ 
 Underlying revenue                 2,035           17         157   2,209 
---------------------------------  ------  -----------  ----------  ------ 
 Change                                            +1%         +8%     +9% 
---------------------------------  ------  -----------  ----------  ------ 
 Underlying OE revenue                801           22          67     890 
---------------------------------  ------  -----------  ----------  ------ 
 Change                                            +3%         +8%    +11% 
---------------------------------  ------  -----------  ----------  ------ 
 Underlying services revenue        1,234          (5)          90   1,319 
---------------------------------  ------  -----------  ----------  ------ 
 Change                                              -         +7%     +7% 
---------------------------------  ------  -----------  ----------  ------ 
 Underlying gross margin              579         (49)          34     564 
---------------------------------  ------  -----------  ----------  ------ 
 Gross margin %                     28.5%     -260 bps               25.5% 
---------------------------------  ------  -----------  ----------  ------ 
   Commercial and administrative 
    costs                           (124)          (3)         (7)   (134) 
---------------------------------  ------  -----------  ----------  ------ 
   Restructuring                      (8)           18           -      10 
---------------------------------  ------  -----------  ----------  ------ 
   Research and development 
    costs                            (73)            5         (3)    (71) 
---------------------------------  ------  -----------  ----------  ------ 
   Joint ventures and associates       19          (4)           -      15 
---------------------------------  ------  -----------  ----------  ------ 
 Underlying profit before 
  financing                           393         (33)          24     384 
---------------------------------  ------  -----------  ----------  ------ 
 Change                                            -8%         +6%     -2% 
---------------------------------  ------  -----------  ----------  ------ 
 Underlying operating margin        19.3%     -180 bps               17.4% 
---------------------------------  ------  -----------  ----------  ------ 
 

Underlying: for definition see note 2 on page 35; * Translational foreign exchange impact

Financial Overview

Underlying revenue of GBP2,209m was up slightly on the prior year. Higher volumes for TP400 production, together with increased Adour engine deliveries, helped original equipment (OE) revenues increase 3%. Service revenues were stable, with lower demand for spare parts offset by increased revenues from long-term Eurofighter Typhoon and C-130J service contracts.

Gross margin declined by GBP49m, reflecting lower sales of spare parts, an adverse change in OE product mix, additional expenditure of GBP31m on the TP400 programme and higher payroll costs. Retrospective contract margin improvements totalled GBP82m, GBP5m lower than prior year, but ahead of early expectations. Of this, around half relates to delivering significant cost savings benefits on the largest Eurofighter Typhoon contract, which triggered a cost-saving incentive award.

While overall R&D costs were slightly lower than the prior year; the business continued to invest in future programme development and the Indianapolis transformation.

Restructuring costs were lower due to reduced level of severance costs and reversal of a provision for the closure of the defence facility at Ansty through better cost recovery than expected. Underlying commercial and administrative costs and other costs were similar to prior year.

Profit before financing of GBP384m was 8% lower than the prior period, driven by the lower gross margin.

Investment and business development

Order intake for 2016 was GBP1.5bn (2015: GBP1.7bn), reflecting significant follow-on export orders being delayed to 2017.

Significant activities in 2016 included winning orders for the F-35B LiftSystem, increased MRTT engines for A330 aircraft and contract renewals for services. Deliveries of engines were slightly higher in 2016, driven by increased units for TP400 and Adour export. Services revenues were steady, reflecting higher flying hours from newer EJ200, F405 Adour and AE2100 powered aircraft in the UK, North America and the Middle-East.

The first T56 3.5 technology insertion kits delivered to the USAF for its legacy Hercules C-130 fleet have validated the expected fuel saving and performance benefits, prompting growing interest in the upgrade.

The UK and French Governments also committed to the EUR2bn FCAS unmanned combat air system programme in December, enabling progress through to the demonstrator phase of the programme in 2017. Our LibertyWorks(TM) development unit was selected to provide the vertical lift propulsion for the new DARPA VTOL X-Plane. The unit also launched an infrared footprint suppression module, reflecting our diverse and cutting edge technology capability.

Within the Services portfolio, the support contract for the US's C-130J transport fleet was renewed and we signed a memorandum of understanding with Pratt & Whitney to extend support for the UK's new F--35B Lightning fleet beyond the Rolls-Royce LiftSystem(R).

This strategy of strengthening our service offerings closer to our major customers saw the opening of new on-base Service Delivery Centres in the UK (at RAF Brize Norton) and in the US (at Kingsville Texas), as well as a new joint engine support facility for the USAF's Global Hawk fleet.

As part of the TP400 consortium, the focus was on delivering solutions to improve the on-wing reliability of the GE-Avio gearbox. This included an on-wing exchange procedure which has greatly helped to reduce the service time and backlog.

Transformation milestones were achieved as planned, including completion of the first production cell as part of the investment activity in Indianapolis. Further manufacturing changes are due to come on stream in the first half of 2017.

Defence Aerospace outlook

While revenues should remain steady, margins are expected to come under pressure from the essential investments in efficiency and long-term growth. These reflect important product development and manufacturing transformation initiatives as the business looks capitalise on its strong positions, particularly in Combat and Transport & Patrol, and the absence of significant incentive arrangements under remaining long-term service agreements. As a result, margins and profits are expected to soften from the recent levels.

Operational Review: Power Systems

 
                                            Underlying      Foreign 
 GBPm                               2015*       change   Exchange**    2016 
---------------------------------  ------  -----------  -----------  ------ 
 Order book                         1,928        (113)            -   1,815 
---------------------------------  ------  -----------  -----------  ------ 
 Underlying revenue                 2,385         (25)          295   2,655 
---------------------------------  ------  -----------  -----------  ------ 
 Change                                            -1%         +12%    +11% 
---------------------------------  ------  -----------  -----------  ------ 
 Underlying OE revenue              1,618          (9)          201   1,810 
---------------------------------  ------  -----------  -----------  ------ 
 Change                                            -1%         +12%    +12% 
---------------------------------  ------  -----------  -----------  ------ 
 Underlying services revenue          767         (16)           94     845 
---------------------------------  ------  -----------  -----------  ------ 
 Change                                            -2%         +12%    +10% 
---------------------------------  ------  -----------  -----------  ------ 
 Underlying gross margin              656         (28)           79     707 
---------------------------------  ------  -----------  -----------  ------ 
 Gross margin %                     27.5%      -90 bps                26.6% 
---------------------------------  ------  -----------  -----------  ------ 
   Commercial and administrative 
    costs                           (296)          (9)         (35)   (340) 
---------------------------------  ------  -----------  -----------  ------ 
   Restructuring                      (4)            4            -       - 
---------------------------------  ------  -----------  -----------  ------ 
   Research and development 
    costs                           (162)            5         (20)   (177) 
---------------------------------  ------  -----------  -----------  ------ 
   Joint ventures and associates        -            1            -       1 
---------------------------------  ------  -----------  -----------  ------ 
 Underlying profit before 
  financing                           194         (27)           24     191 
---------------------------------  ------  -----------  -----------  ------ 
 Change                                           -14%         +12%     -2% 
---------------------------------  ------  -----------  -----------  ------ 
 Underlying operating margin         8.1%     -110 bps                 7.2% 
---------------------------------  ------  -----------  -----------  ------ 
 

Underlying: for definition see note 2 on page 35; * 2015 figures have been restated as a result of costs previously reported in 'cost of sales', being reclassified as 'other commercial and administrative costs' to ensure consistent treatment with 2016; ** Translational foreign exchange impact

Financial overview

Underlying revenue of GBP2,655m was 1% lower at constant currency (11% higher including the impact of translational foreign exchange). Overall original equipment revenue declined 1%. Growth in sales of diesel and gas products to power generation and industrial customers offset reductions within markets where demand is linked to low oil and commodity prices, and reduced activity in naval markets.

Service revenues reduced 2%, largely reflecting weaker marine medium speed markets, once again reflecting low oil prices.

Gross margin reduced by GBP28m in absolute terms and by 90 basis points, to 26.6% (2015: 27.5%) with good progress on cost reduction generated from transformation activity offsetting some of the impact of volume reduction, adverse changes in product mix and a reduction in the discount rate applied to the warranty provision.

Overall, underlying profit declined GBP27m or 14%, led by the reduction in gross margin. Costs below gross margin remained broadly unchanged on an underlying basis. The GBP9m increase in commercial and administrative costs was offset by a GBP5m reduction in R&D reflecting a more focused approach to future product development activity together with reduced underlying restructuring costs. An exceptional charge of GBP45m has been taken for restructuring activity.

Investment and business development

Power Systems' customers span a range of markets from power generation and defence to marine, industrial and construction markets. This end-market diversity has enabled the business to mitigate some of the weak market environments and as a result, the order book ended the year at GBP1.8bn (2015: GBP1.9bn).

2016 order intake of GBP2.4bn (2015: GBP2.5bn) was 2% down at constant currency, with the year-on-year reduction being mainly in oil and gas and commodity-related markets including marine, together with lower government project orders. This was offset by improvements within power generation, agricultural and industrial markets.

Within power generation markets, we delivered 200 gensets (a package of engine and generator) to the Asian VPower Group, one of our strategic partners in the region. We have continued to strengthen our position in the growing market for backup power for larger mission critical applications. Order intake later in the year was healthy for solutions to support data systems in both Europe and the US and also for independent power customers. We have also agreed to establish a 50/50 joint venture with Yuchai Machinery Company Ltd for the production under licence of MTU Series 4000 diesel engines in China, targeting the Chinese off-highway market.

Demand for our marine products remained good. Naval orders included gensets for the UK Royal Navy's Type 26 Global Combat Ship and a supply contract for the Italian Navy relating to a new multi-purpose ocean-going patrol vessel. Within the land defence markets there was a follow-up order for use in a German armoured vehicle.

In other areas we continued to attract new customers in new regional markets including Japanese high-tech crane producer Kato. We also made progress within the rail market in both Europe and Asia. This included a notable order from Hitachi Rail Europe for over 100 MTU power packs for use in the UK and an order to remanufacture (an in-house process, known as Reman, to refurbish and extend the life of existing systems) around 400 MTU power packs for Transdev Group in Germany.

Innovation was again strong with some notable new products coming to market in the year. We launched new advanced diesel and gas propulsion systems which meet new IMO and EPA emissions standards. At the same time, we launched advanced propulsion systems for the construction and industrial markets which satisfy new emission standards in those industries. Finally, we launched a hybrid power pack and energy pack battery system for the rail market.

Power Systems also made progress with the transformation programme, targeting reductions in product costs as well as strengthening sales and service resources and leveraging digital capabilities to develop value adding services.

Power Systems outlook

The outlook for Power Systems remains steady. The business finished the year with a strong order book for several of its key markets. Whilst some markets, particularly those impacted by oil and commodity prices remain difficult, we expect the business to deliver modest growth in revenue and profit in 2017.

Operational Review: Marine

 
                                            Underlying     Foreign 
  GBPm                               2015       change   Exchange*    2016 
---------------------------------  ------  -----------  ----------  ------ 
 Order book                         1,164        (337)          78     905 
---------------------------------  ------  -----------  ----------  ------ 
 Underlying revenue                 1,324        (312)         102   1,114 
---------------------------------  ------  -----------  ----------  ------ 
 Change                                           -24%         +8%    -16% 
---------------------------------  ------  -----------  ----------  ------ 
 Underlying OE revenue                773        (198)          56     631 
---------------------------------  ------  -----------  ----------  ------ 
 Change                                           -26%         +7%    -18% 
---------------------------------  ------  -----------  ----------  ------ 
 Underlying services revenue          551        (114)          46     483 
---------------------------------  ------  -----------  ----------  ------ 
 Change                                           -21%         +8%    -12% 
---------------------------------  ------  -----------  ----------  ------ 
 Underlying gross margin              260         (44)          20     236 
---------------------------------  ------  -----------  ----------  ------ 
 Gross margin %                     19.6%     +170 bps               21.2% 
---------------------------------  ------  -----------  ----------  ------ 
   Commercial and administrative 
    costs                           (201)          (6)        (17)   (224) 
---------------------------------  ------  -----------  ----------  ------ 
   Restructuring                     (16)           19         (1)       2 
---------------------------------  ------  -----------  ----------  ------ 
   Research and development 
    costs                            (28)         (11)         (2)    (41) 
---------------------------------  ------  -----------  ----------  ------ 
   Joint ventures and associates        -            -           -     (0) 
---------------------------------  ------  -----------  ----------  ------ 
 Underlying profit before 
  financing                            15         (42)           -    (27) 
---------------------------------  ------  -----------  ----------  ------ 
 Change                                          -280%               -280% 
---------------------------------  ------  -----------  ----------  ------ 
 Underlying operating margin         1.1%     -380 bps               -2.4% 
---------------------------------  ------  -----------  ----------  ------ 
 

Underlying: for definition see note 2 on page 35; * Translational foreign exchange impact

Financial overview

Underlying revenue of GBP1,114m was 24% lower on a constant currency basis. Within this, original equipment and services revenues were 26% and 21% lower respectively. This reflected continued weakness in offshore and merchant, as ship owners deferred overhaul and maintenance on the back of reduced utilisation of their vessels.

Gross margin was GBP236m, an improvement of 170 basis points versus 2015, but GBP(44)m lower in absolute terms, as a result of the lower volume. The improved gross margin percentage partly resulted from cost reduction actions. Overall this resulted in a net loss of GBP(27)m.

The announcement in December 2016 of further organisational changes and headcount reduction in 2017 has led to an exceptional GBP(5)m restructuring charge. In addition, GBP200m of the group impairment of goodwill was in marine and mainly related to the acquisition of Vickers in 1999.

Investment and business development

Overall, the Marine order book declined 29% during the year at constant currency, reflecting adjustments for a number of postponed or cancelled orders and very weak offshore markets. Orders for new vessels, projects and services were all sharply lower than 2015 and as a result order intake was only GBP715m, 29% down on the previous year at constant currency.

The offshore market was extremely challenging, driven by a low oil price and reduced capital expenditure within the upstream oil exploration and related services sectors. Several merchant segments were also subdued, reflecting generally weak conditions in the global marine industry. The business focussed on using its strengths as a system integrator to leverage across adjacencies including designing and equipping the UK's new polar research ship RSS Sir David Attenborough. It also landed a major deal to design and equip Hurtigruten's new explorer cruise ships, along with battery solutions to make full electric propulsion possible.

The business announced a contract to supply the world's first automatic crossing system to ferry operator, Fjord 1, and also launched our new Azipull Carbon thruster with yacht builder Benetti, reflecting the increasing importance of newer technologies. The fishing segment remained strong, with contracts won for a range of vessels. The naval business was focused on further development work and supporting customers across Asia, Europe and US. These included supporting successful sea-trials for US Navy's most advanced warship the USS Zumwalt, further MT-30 orders for new Italian helicopter landing craft and selection by New Zealand Navy for ship design of its MSC programme.

The Marine business continues to lower its cost base and build flexibility into the organisation particularly across back office and operational activities. The restructuring programmes announced in 2015 have led to a reduction of around 1,100 headcount with GBP65m of annual savings recognised from 2017.

Reflecting the ongoing subdued and increasingly cost-conscious market environment, in December further restructuring to take place in early 2017 was announced, targeting annualised savings of around GBP50m. This included a further headcount reduction of around 800 across operations and back-office functions as the business continues to shrink footprint, reduce indirect headcount, and consolidate manufacturing activity.

At the same time, investments were made in the strategic enablers of the future, including upgrading our azimuth thruster production facility in Rauma, Finland. The GBP44m project will create a state-of-the-art production facility for one of our most important product groups.

The pace of technology change in the sector is accelerating, and we continue to invest in pioneering research into Ship Intelligence technologies focused on data-driven value-added services that facilitate full ship automation in the long term.

Marine outlook

Overall the outlook for Marine remains cautious. We expect that the market will continue to feel the impact of low oil prices, and the general overcapacity in several segments will take time to reach equilibrium. This will impact the demand for our products and services. We will sustain our active cost reduction programmes, focusing on manufacturing, supply chain and overhead costs, in order to drive a more competitive business adapted to the current market conditions.

Operational Review: Nuclear

 
                                             Underlying     Foreign 
  GBPm                                2015       change   Exchange*    2016 
---------------------------------  -------  -----------  ----------  ------ 
 Order book                          2,168        (379)           1   1,790 
---------------------------------  -------  -----------  ----------  ------ 
 Underlying revenue                    687           74          16     777 
---------------------------------  -------  -----------  ----------  ------ 
 Change                                            +11%         +2%    +13% 
---------------------------------  -------  -----------  ----------  ------ 
 Underlying OE revenue                 251           95           8     354 
---------------------------------  -------  -----------  ----------  ------ 
 Change                                            +38%         +3%    +41% 
---------------------------------  -------  -----------  ----------  ------ 
 Underlying services revenue           436         (21)           8     423 
---------------------------------  -------  -----------  ----------  ------ 
 Change                                             -5%         +2%     -3% 
---------------------------------  -------  -----------  ----------  ------ 
 Underlying gross margin               111            6           4     121 
---------------------------------  -------  -----------  ----------  ------ 
 Gross margin %                      16.2%      -80 bps               15.6% 
---------------------------------  -------  -----------  ----------  ------ 
   Commercial and administrative 
    costs                             (53)         (14)         (3)    (70) 
---------------------------------  -------  -----------  ----------  ------ 
   Restructuring                       (2)            2           -       - 
---------------------------------  -------  -----------  ----------  ------ 
   Research and development 
    costs                               14         (20)           -     (6) 
---------------------------------  -------  -----------  ----------  ------ 
   Joint ventures and associates         0            -           -       - 
---------------------------------  -------  -----------  ----------  ------ 
 Underlying profit before 
  financing                             70         (26)           1      45 
---------------------------------  -------  -----------  ----------  ------ 
 Change                                            -37%         +1%    -36% 
---------------------------------  -------  -----------  ----------  ------ 
 Underlying operating margin         10.2%     -440 bps                5.8% 
---------------------------------  -------  -----------  ----------  ------ 
 

Underlying: for definition see note 2 on page 35; * Translational foreign exchange impact

Financial overview

Underlying revenue increased by 11% to GBP777m, led by growth in several key programmes in the submarines business, including support for the next generation Dreadnought class submarines (the successor to the Vanguard class), various refuelling projects and decommissioning activities. Volumes on key civil instrumentation and control programmes in both France and Finland were also good.

Gross margin was lower at 15.6%, reflecting the revenue mix favouring lower margin government-led submarine projects. Below gross margin, the change in treatment of R&D credits, which significantly impacted the full year in 2015, produced an R&D credit of GBP7m in 2016. This was offset by additional costs to support the higher volumes and to improve delivery performance. In addition, there were extra payroll costs, as well as additional R&D to support the initial design phase for small modular reactors.

As a result, underlying profit before financing excluding the R&D credit was GBP37m at constant currency, 27% below the prior year (2015: GBP51m adjusted for the R&D credit). After the R&D credit and including a GBP1m foreign exchange benefit, underlying profit was GBP45m.

Investment and business developments

Order intake of GBP385m was 8% higher than 2015. Notwithstanding, the closing order book of GBP1.8bn was 17% below 2015, reflecting the business working through the large multi-year orders, particularly in submarines, received in prior years.

Submarine activities focused on continuing our support to the Royal Navy's current operational fleet of nuclear powered submarines, as well as delivery of propulsion systems for the remaining Astute Class submarines and for the Dreadnought programme. As well as implementing a range of performance improvement initiatives during the year, we also completed delivery of the nuclear propulsion system for the 4(th) (of 7) Astute class submarine and have made good progress both in the preparation for the refuelling programme of HMS Vanguard and for decommissioning the Naval Reactor Test Establishment in Scotland. In conjunction with the UK's Ministry of Defence and BAE Systems, we have also advanced discussions around a long-term alliance framework for the Dreadnought programme. Once concluded, this new framework should ensure that the delivery structure and commercial benefits are clarified for all key partners in this GBP31bn investment programme.

The civil nuclear business successfully concluded the first phase of its major instrumentation and control modernisation programme at Fortum's Loviisa plant in Finland, using our Spinline(TM) technology. It also continued with its upgrade programme across the French nuclear fleet as part of a multi-year contract.

The UK Government announced final approval for the Hinkley Point C nuclear power station in September, where our Nuclear business was awarded preferred bidder status for contracts covering waste treatment systems, heat exchangers and diesel generators.

The business also announced the strengthening of the strategic collaboration, started in 2014, with the China National Nuclear Corporation, including engineering and training services. The Chinese market is expected to sustain strong growth and we are well positioned with relevant technology.

During the year we started an R&D programme, together with a number of partners, to scope out the initial design phase for small modular reactors (known as SMRs). These smaller, more flexible nuclear power generation units offer the potential for a more flexible power generation in future decades and directly build on the knowledge and specialist skills of our Nuclear business. Any significant further development work will be dependent on government support for this technology.

Nuclear outlook

The long-term outlook for Nuclear remains positive, supported by confirmation from the UK Government of the ongoing investment in the Dreadnought class submarines. Together with renewed activities in the civil market, particularly in the UK and China, these provide encouraging growth opportunities.

Performance in 2017 will be impacted by the loss of R&D credits on investments and further modest increases in the investment in SMR technology. As a result, profit is expected to be around half that achieved in 2016.

Financial review

 
Underlying income statement 
 Year to 31 December 
 GBPm                                                  2016     2015   Change 
--------------------------------------------------  -------  -------  ------- 
Revenue - 2015 exchange rates                        13,058   13,354     -296 
--------------------------------------------------  -------  -------  ------- 
Translation to 2016 exchange rates                      725 
--------------------------------------------------  -------  -------  ------- 
Revenue                                              13,783   13,354     +429 
--------------------------------------------------  -------  -------  ------- 
Gross profit                                          2,626    3,203     -577 
--------------------------------------------------  -------  -------  ------- 
Commercial and administrative costs                 (1,096)  (1,025)      -71 
--------------------------------------------------  -------  -------  ------- 
Restructuring                                             2     (39)      +41 
--------------------------------------------------  -------  -------  ------- 
Research and development costs                        (812)    (765)      -47 
--------------------------------------------------  -------  -------  ------- 
Share of results of joint ventures and associates       107      118      -11 
--------------------------------------------------  -------  -------  ------- 
Profit before financing at 2015 exchange rates          827    1,492     -665 
--------------------------------------------------  -------  -------  ------- 
Translation to 2016 exchange rates                       88 
--------------------------------------------------  -------  -------  ------- 
Profit before financing                                 915    1,492     -577 
--------------------------------------------------  -------  -------  ------- 
Net financing                                         (102)     (60)      -42 
--------------------------------------------------  -------  -------  ------- 
Profit before tax                                       813    1,432     -619 
--------------------------------------------------  -------  -------  ------- 
Tax                                                   (261)    (351)      +90 
--------------------------------------------------  -------  -------  ------- 
Profit for the year                                     552    1,081     -529 
--------------------------------------------------  -------  -------  ------- 
Earnings per share (EPS)                             30.13p   58.73p  -28.60p 
--------------------------------------------------  -------  -------  ------- 
Payments to shareholders                             11.70p   16.37p   -4.67p 
--------------------------------------------------  -------  -------  ------- 
Gross R&D expenditure                               (1,331)  (1,240)      -91 
--------------------------------------------------  -------  -------  ------- 
Net R&D charge                                        (862)    (765)      -97 
--------------------------------------------------  -------  -------  ------- 
 
 
Segmental analysis 
 Year to 31 December                        Revenue              Gross profit        Profit before financing 
                                     ----------------------  --------------------  --------------------------- 
GBPm                                   2016    2015  Change   2016   2015  Change     2016     2015     Change 
-----------------------------------  ------  ------  ------  -----  -----  ------  -------  -------  --------- 
Civil                                 6,906   6,933     -27  1,129  1,526    -397      326      812       -486 
-----------------------------------  ------  ------  ------  -----  -----  ------  -------  -------  --------- 
Defence                               2,052   2,035     +17    530    579     -49      360      393        -33 
-----------------------------------  ------  ------  ------  -----  -----  ------  -------  -------  --------- 
Power Systems                         2,360   2,385     -25    628    656     -28      167      194        -27 
-----------------------------------  ------  ------  ------  -----  -----  ------  -------  -------  --------- 
Marine                                1,012   1,324    -312    216    260     -44     (27)       15        -42 
-----------------------------------  ------  ------  ------  -----  -----  ------  -------  -------  --------- 
Nuclear                                 761     687     +74    117    111      +6       44       70        -26 
-----------------------------------  ------  ------  ------  -----  -----  ------  -------  -------  --------- 
Other                                    35      96     -61      6     64     -58        1       52        -51 
-----------------------------------  ------  ------  ------  -----  -----  ------  -------  -------  --------- 
Intra-segment                          (68)   (106)     +38      -      7      -7        -        7         -7 
-----------------------------------  ------  ------  ------  -----  -----  ------  -------  -------  --------- 
Central costs                                                                         (44)     (51)         +7 
-----------------------------------  ------  ------  ------  -----  -----  ------  -------  -------  --------- 
Group at 2015 exchange rates         13,058  13,354    -296  2,626  3,203    -577      827    1,492       -665 
-----------------------------------  ------  ------  ------  -----  -----  ------  -------  -------  --------- 
Translation to 2016 exchange rates      725                    422                      88 
-----------------------------------  ------  ------  ------  -----  -----  ------  -------  -------  --------- 
Group                                13,783  13,354    +429  3,048  3,203    -155      915    1,492       -577 
-----------------------------------  ------  ------  ------  -----  -----  ------  -------  -------  --------- 
 

Underlying revenue and underlying profit before financing are discussed in the Review of 2016 (page 4), the Group Trading Summary (page 9) and the Operational Reviews (from page 12).

Underlying financing costs increased by GBP42m to GBP102m. Net interest payable increased by GBP4m to GBP63m. Other underlying financing costs increased by GBP38m to GBP39m, principally due to the non-recurrence of an underlying foreign exchange gain recognised in 2015, which arose from the realised gains on foreign exchange contracts settled to translate overseas dividends in to sterling.

Underlying taxation was GBP261m (2015: GBP351m), an underlying rate of 32.1% compared with 24.5% in 2015. The primary reasons for the increase are the non-recognition of deferred tax assets on losses in Norway, which reflects the current uncertainty in the oil & gas market, and a different profit mix with more profits arising in countries with higher tax rates.

Underlying EPS decreased 49% to 30.13p, reflecting the reduction in profit for the year.

At the Annual General Meeting on 4 May 2017, the directors will recommend an issue of 71 C Shares with a total nominal value of 7.1 pence for each ordinary share. Together with the interim issue on 4 January 2017 of 46 C Shares for each ordinary share with a total nominal value of 4.6 pence, this is the equivalent of a total annual payment to ordinary shareholders of 11.7 pence for each ordinary share. Further details are included on pages 8 and 48.

 
Reported income statement 
 Year to 31 December 
 GBPm                                                    2016   2015(1) 
--------------------------------------------------  ---------  -------- 
Revenue                                                14,955    13,725 
--------------------------------------------------  ---------  -------- 
Gross profit                                            3,048     3,277 
--------------------------------------------------  ---------  -------- 
Other operating income                                      5        10 
--------------------------------------------------  ---------  -------- 
Commercial and administrative costs(2)                (2,208)   (1,070) 
--------------------------------------------------  ---------  -------- 
Research and development costs                          (918)     (818) 
--------------------------------------------------  ---------  -------- 
Share of results of joint ventures and associates         117       100 
--------------------------------------------------  ---------  -------- 
Operating profit                                           44     1,499 
--------------------------------------------------  ---------  -------- 
(Loss)/profit on disposal of businesses                   (3)         2 
--------------------------------------------------  ---------  -------- 
Profit before financing                                    41     1,501 
--------------------------------------------------  ---------  -------- 
Net financing                                         (4,677)   (1,341) 
--------------------------------------------------  ---------  -------- 
(Loss)/profit before tax                              (4,636)       160 
--------------------------------------------------  ---------  -------- 
Tax                                                       604      (76) 
--------------------------------------------------  ---------  -------- 
(Loss)/profit for the year                            (4,032)        84 
--------------------------------------------------  ---------  -------- 
Earnings per share (EPS)                            (220.08)p     4.51p 
--------------------------------------------------  ---------  -------- 
 

(1) 2015 figures have been restated as a result of GBP11m costs previously reported in 'cost of sales', being reclassified as 'commercial and administrative costs' to ensure consistent treatment with 2016.

(2) In 2016, 'commercial and administrative costs' include GBP671m for financial penalties from agreements with investigating bodies and GBP306m for the restructuring of the UK pension schemes.

The changes in 2016 resulting from underlying trading are described in the previous sections.

Consistent with past practice and IFRS, we provide both reported and underlying figures. As the Group does not hedge account in accordance with IAS 39 Financial Instruments, we believe underlying figures are more representative of the trading performance, by excluding the impact of year-end mark-to-market adjustments, principally the USD:GBP hedge book, which has had a significant impact on the reported results in 2016 as the USD:GBP rate has fallen from 1.48 to 1.23 and the EUR:GBP has fallen from 1.36 to 1.17. The adjustments between the underlying income statement and the reported income statement are set out in note 2 to the condensed consolidated financial statements. This basis of presentation has been applied consistently.

The most significant items included in the reported income statement, but not in underlying are summarised below.

Profit before financing

The impact of measuring revenues and costs at spot rates rather than rates achieved on hedging transactions. This increased revenues by GBP1,172m (2015: GBP371m) and increased profit before financing by GBP570m (2015: GBP265m).

The effects of acquisition accounting GBP115m (2015: GBP124m), principally relating to the amortisation of intangible assets arising on the acquisition of Power Systems in 2013.

The impairment of goodwill of GBP219m (2015: GBP75m), principally relating to the Marine business as a result of the continued weakness in the oil & gas market (see note 8).

Exceptional restructuring costs of GBP129m (2015: GBP49m). These are costs associated with the substantial closure or exit of a site, facility or activity and increased as a result on the ongoing transformation programme.

Financial penalties of GBP671m from agreements with investigating bodies (page 5).

Costs of restructuring the UK pension schemes in 2016 of GBP306m, principally a settlement charge on the transfer of the Vickers Group Pension Scheme to an insurance company (see note 11).

Financing and taxation

The mark to market adjustments on the Group's hedge book of GBP4,420m (2015: GBP1,306m). These reflect: the large hedge book held by the Group (eg. USD $38bn); and the weakening of sterling, particularly against the US dollar and the euro, as noted above. At each year end, our foreign exchange hedge book is included in the balance sheet at fair value ('mark to market') and the movement in the year included in reported financing costs.

Appropriate tax rates are applied to these additional items included in the reported results, leading to an additional tax credit of GBP865m (2015: GBP275m), largely as a result of the mark to market adjustments.

 
Reconciliation between underlying and reported results 
Year to 31 December               Revenue       Profit before financing      Financing        Profit/(loss) before tax 
GBPm                             2016    2015          2016         2015     2016     2015          2016          2015 
-----------------------------  ------  ------  ------------  -----------  -------  -------  ------------  ------------ 
Underlying                     13,783  13,354           915        1,492    (102)     (60)           813         1,432 
-----------------------------  ------  ------  ------------  -----------  -------  -------  ------------  ------------ 
Revenue recognised at 
 exchange rate on date of 
 transaction                    1,172     371             -            -        -        -             -             - 
-----------------------------  ------  ------  ------------  -----------  -------  -------  ------------  ------------ 
Mark-to-market adjustments on 
 derivatives                        -       -             -          (9)  (4,420)  (1,306)       (4,420)       (1,315) 
-----------------------------  ------  ------  ------------  -----------  -------  -------  ------------  ------------ 
  Related foreign exchange 
   adjustments                      -       -           570          265    (151)     (15)           419           250 
-----------------------------  ------  ------  ------------  -----------  -------  -------  ------------  ------------ 
Movements on other financial 
 instruments                        -       -             -            -      (8)        8           (8)             8 
-----------------------------  ------  ------  ------------  -----------  -------  -------  ------------  ------------ 
Effects of acquisition 
 accounting                         -       -         (115)        (124)        -        -         (115)         (124) 
-----------------------------  ------  ------  ------------  -----------  -------  -------  ------------  ------------ 
Impairment of goodwill              -       -         (219)         (75)        -        -         (219)          (75) 
-----------------------------  ------  ------  ------------  -----------  -------  -------  ------------  ------------ 
Exceptional restructuring           -       -         (129)         (49)        -        -         (129)          (49) 
-----------------------------  ------  ------  ------------  -----------  -------  -------  ------------  ------------ 
Acquisitions and disposals          -       -           (3)            2        -        -           (3)             2 
-----------------------------  ------  ------  ------------  -----------  -------  -------  ------------  ------------ 
Financial penalties                 -       -         (671)            -        -        -         (671)             - 
-----------------------------  ------  ------  ------------  -----------  -------  -------  ------------  ------------ 
Post-retirement schemes             -       -         (306)            -        3       32         (303)            32 
-----------------------------  ------  ------  ------------  -----------  -------  -------  ------------  ------------ 
Other                               -       -           (1)          (1)        1        -             -           (1) 
-----------------------------  ------  ------  ------------  -----------  -------  -------  ------------  ------------ 
Reported                       14,955  13,725            41        1,501  (4,677)  (1,341)       (4,636)           160 
-----------------------------  ------  ------  ------------  -----------  -------  -------  ------------  ------------ 
 
 
Summary balance sheet 
 At 31 December 
 GBPm                                         2016      2015 
----------------------------------------  --------  -------- 
Intangible assets                            5,080     4,645 
----------------------------------------  --------  -------- 
Property, plant and equipment                4,114     3,490 
----------------------------------------  --------  -------- 
Joint ventures and associates                  844       576 
----------------------------------------  --------  -------- 
Net working capital(1)                     (1,553)     (501) 
----------------------------------------  --------  -------- 
Net funds(2)                                 (225)     (111) 
----------------------------------------  --------  -------- 
Provisions                                   (759)     (640) 
----------------------------------------  --------  -------- 
Net post-retirement scheme deficits           (29)      (77) 
----------------------------------------  --------  -------- 
Net financial assets and liabilities(2)    (5,751)   (1,883) 
----------------------------------------  --------  -------- 
Other net assets and liabilities(3)            143     (483) 
----------------------------------------  --------  -------- 
Net assets                                   1,864     5,016 
----------------------------------------  --------  -------- 
Other items 
----------------------------------------  --------  -------- 
 US$ hedge book (US$bn)                       37.8      28.8 
----------------------------------------  --------  -------- 
 TotalCare assets                            3,348     2,994 
----------------------------------------  --------  -------- 
 TotalCare liabilities                       (907)     (783) 
----------------------------------------  --------  -------- 
 Net TotalCare assets                        2,441     2,211 
----------------------------------------  --------  -------- 
 Gross customer finance commitments            238       269 
----------------------------------------  --------  -------- 
 Net customer finance commitments               61        54 
----------------------------------------  --------  -------- 
 

(1) Net working capital includes inventories, trade and other receivables, trade and other payables and current tax assets and liabilities.

(2) Net funds includes GBP358m (2015 GBP13m) of the fair value of financial instruments which are held to hedge the fair value of borrowings.

   (3)   Other includes other investments and deferred tax assets and liabilities. 

Intangible assets (note 8) increased by GBP435m mainly due to exchange differences of GBP438m. Additions of GBP631m (including GBP154m of certification and participation fees, GBP100m of development costs and GBP208m of contractual aftermarket rights) were largely offset by amortisation of GBP406m and impairment of GBP222m (including GBP200m on Marine goodwill).

The carrying values of the intangible assets are assessed for impairment against the present value of forecast cash flows generated by the intangible asset. The principal risks remain: reductions in assumed market share; programme timings; increases in unit cost assumptions; and adverse movements in discount rates.

Property, plant and equipment (note 9) increased by GBP624m, around half of which was caused by exchange differences of GBP330m. Additions of GBP701m (including GBP75m of TotalCare(R) Flex(R) engines) were offset by depreciation of GBP424m and GBP41m was added from the reclassification of joint ventures to joint operations.

Investments in joint ventures and associates increased by GBP268m, including an increase of GBP154m in the Group's share of authorised maintenance centre joint ventures. The other main movements were: exchange gains of GBP109m; and the Group's share of retained profit of GBP43m; offset by a GBP57m reclassification of certain joint ventures to joint operations.

Movements in net funds are shown overleaf.

Net working capital reduced by GBP1,052m, including a GBP671m accrual for financial penalties, GBP134m increased deposits and GBP265m of foreign exchange movements. This was partially offset by higher inventory of GBP194m.

Provisions largely relate to warranties and guarantees provided to secure the sale of OE and services. The increase of GBP119m includes reclassifications from accruals of GBP92m, following a review of accounting consistency during the period. The remaining increase of GBP27m includes net additional charges of GBP271m (including GBP147m for warranties and), and foreign exchange movements of GBP75m, offset by utilisation of GBP227m.

Net post-retirement scheme deficits (note 11) have reduced by GBP48m.

In the UK (increase in surplus of GBP293m), changes in actuarial estimates increased the value of the obligations GBP1.8bn, largely due to the discount rate reducing from 3.6% to 2.7%. This was more than offset by returns (in excess of those assumed) on the scheme assets of GBP2.3bn. This return is largely due to the liability driven investment policy of the assets being invested to match changes in value of the obligations (on a proxy solvency basis, which is more onerous than the accounting valuation). The net increase in surplus was reduced by the recognition of a settlement charge of GBP301m on the insurance buy-out of the Vickers Group Pension Scheme.

The principal movements in overseas schemes (increase in deficit of GBP245m) were exchange differences of GBP208m.

Net financial assets and liabilities principally relate to the fair value of foreign exchange, commodity and interest rate contracts, set out in detail in note 10. All contracts continue to be held for hedging purposes. The fair value of foreign exchange derivatives is a net financial liability of GBP5.6bn, an increase of GBP3.9bn in the period, mainly a result of the weakening of sterling against the US dollar and euro.

The US$ hedge book increased by 31% to US$37.8bn. This represents around 5 1/2 years of net exposure and has an average book rate of GBP1 to US$1.55.

Net TotalCare assets relate to Long-Term Service Agreement (LTSA) contracts in the Civil Aerospace business, including the flagship services product TotalCare. These assets represent the timing difference between the recognition of income and costs in the income statement and cash receipts and payments.

Customer financing facilitates the sale of OE and services by providing financing support to certain customers. Where such support is provided by the Group, it is generally to customers of the Civil Aerospace business and takes the form of various types of credit and asset value guarantees. These exposures produce contingent liabilities that are outlined in note 12. The contingent liabilities represent the maximum aggregate discounted gross and net exposure in respect of delivered aircraft, regardless of the point in time at which such exposures may arise. The reduction in gross exposures is a result of guarantees expiring.

 
 Summary funds flow statement(1) 
  Year to 31 December 
  GBPm                                                                              2016    2015   Change 
------------------------------------------------------------------------------  --------  ------  ------- 
 Opening net (debt)/funds                                                          (111)     666 
------------------------------------------------------------------------------  --------  ------  ------- 
 Closing net debt                                                                  (225)   (111) 
------------------------------------------------------------------------------  --------  ------  ------- 
 Change in net funds                                                               (114)   (777) 
------------------------------------------------------------------------------  --------  ------  ------- 
 
 Underlying profit before tax                                                        813   1,432     -619 
------------------------------------------------------------------------------  --------  ------  ------- 
 Depreciation and amortisation                                                       720     613     +107 
------------------------------------------------------------------------------  --------  ------  ------- 
 Movement in net working capital                                                    (55)   (544)     +489 
------------------------------------------------------------------------------  --------  ------  ------- 
 Expenditure on property, plant and equipment and intangible assets              (1,201)   (887)     -314 
------------------------------------------------------------------------------  --------  ------  ------- 
 Other                                                                                47   (229)     +276 
------------------------------------------------------------------------------  --------  ------  ------- 
 Trading cash flow                                                                   324     385      -61 
------------------------------------------------------------------------------  --------  ------  ------- 
 Contributions to defined benefit pensions in excess of underlying PBT charge       (67)    (46)      -21 
------------------------------------------------------------------------------  --------  ------  ------- 
 Taxation paid                                                                     (157)   (160)       +3 
------------------------------------------------------------------------------  --------  ------  ------- 
 Free cash flow                                                                      100     179      -79 
------------------------------------------------------------------------------  --------  ------  ------- 
 Shareholder payments                                                              (301)   (421)     +120 
------------------------------------------------------------------------------  --------  ------  ------- 
 Share buyback                                                                         -   (414)     +414 
------------------------------------------------------------------------------  --------  ------  ------- 
 Acquisitions and disposals                                                        (153)     (3)     -150 
------------------------------------------------------------------------------  --------  ------  ------- 
 Discontinued operations                                                               -   (121)     +121 
------------------------------------------------------------------------------  --------  ------  ------- 
 Foreign exchange                                                                    240       3     +237 
------------------------------------------------------------------------------  --------  ------  ------- 
 Change in net funds                                                               (114)   (777) 
------------------------------------------------------------------------------  --------  ------  ------- 
 

(1) The derivation of the summary funds flow statement above from the reported cash flow statement is included in note 14 of the condensed consolidated financial statements.

Movement in working capital - the GBP55m increase in working capital includes an increase in inventory, partially offset by a net reduction in financial working capital. These movements are largely driven by the increased sales volumes during 2016.

Expenditure on property, plant and equipment and intangibles - the major increases are: GBP98m higher property plant and equipment expenditure as we build the supply chain; GBP37m software costs relating to systems development; GBP81m certification costs driven by the Trent XWB-97 programme; GBP45m capitalised development costs largely relating to the Trent 1000 TEN; and GBP46m higher contractual aftermarket rights, mainly on Trent XWB sales.

Pensions - the increase in pension contributions in excess of the underlying income statement largely reflects changes in net past service costs GBP13m.

Shareholder payments - the change in shareholder payments reflects the difference between the 2014 and 2015 payments, which are paid in the following year.

Acquisitions and disposals include the GBP154m increase in stake in joint ventures described above.

Condensed consolidated income statement

For the year ended 31 December 2016

 
                                                                                  2016    2015(1) 
                                                                     Notes        GBPm       GBPm 
------------------------------------------------------------   ---  ------  ----------  --------- 
Revenue                                                                2        14,955     13,725 
------------------------------------------------------------------  ------  ----------  --------- 
Cost of sales                                                                 (11,907)   (10,448) 
------------------------------------------------------------------  ------  ----------  --------- 
Gross profit                                                                     3,048      3,277 
------------------------------------------------------------------  ------  ----------  --------- 
Other operating income                                                               5         10 
------------------------------------------------------------------  ------  ----------  --------- 
Commercial and administrative costs(2)                                         (2,208)    (1,070) 
------------------------------------------------------------------  ------  ----------  --------- 
Research and development costs                                         3         (918)      (818) 
------------------------------------------------------------------  ------  ----------  --------- 
Share of results of joint ventures and associates                                  117        100 
------------------------------------------------------------------  ------  ----------  --------- 
Operating profit                                                                    44      1,499 
------------------------------------------------------------------  ------  ----------  --------- 
(Loss)/profit on disposal of businesses                                            (3)          2 
------------------------------------------------------------------  ------  ----------  --------- 
Profit before financing and taxation                                                41      1,501 
------------------------------------------------------------------  ------  ----------  --------- 
 
Financing income                                                       4            96        115 
------------------------------------------------------------------  ------  ----------  --------- 
Financing costs                                                        4       (4,773)    (1,456) 
------------------------------------------------------------------  ------  ----------  --------- 
Net financing                                                                  (4,677)    (1,341) 
------------------------------------------------------------------  ------  ----------  --------- 
 
(Loss)/profit before taxation(*)                                               (4,636)        160 
------------------------------------------------------------------  ------  ----------  --------- 
Taxation                                                               5           604       (76) 
------------------------------------------------------------------  ------  ----------  --------- 
(Loss)/profit for the year                                                     (4,032)         84 
------------------------------------------------------------------  ------  ----------  --------- 
 
Attributable to: 
============================================================   ===  ======  ==========  ========= 
Ordinary shareholders                                                          (4,032)         83 
==================================================================  ======  ==========  ========= 
Non-controlling interests                                                            -          1 
------------------------------------------------------------------  ------  ----------  --------- 
(Loss)/profit for the year                                                     (4,032)         84 
------------------------------------------------------------------  ------  ----------  --------- 
 
Earnings per ordinary share attributable to shareholders               6 
------------------------------------------------------------------  ------  ----------  --------- 
Basic                                                                        (220.08)p      4.51p 
------------------------------------------------------------------  ------  ----------  --------- 
Diluted                                                                      (220.08)p      4.48p 
------------------------------------------------------------------  ------  ----------  --------- 
Underlying earnings per ordinary share are shown in note 6. 
 
Payments to ordinary shareholders in respect of the year               7 
------------------------------------------------------------------  ------  ----------  --------- 
Pence per share                                                                 11.70p     16.37p 
------------------------------------------------------------------  ------  ----------  --------- 
Total                                                                              215        301 
------------------------------------------------------------------  ------  ----------  --------- 
 
(*) Underlying profit before taxation                                  2           813      1,432 
------------------------------------------------------------------  ------  ----------  --------- 
 

(1) 2015 figures have been restated as a result of GBP11m of Power Systems costs previously reported in cost of sales, being reclassified as commercial and administrative costs to ensure consistent treatment with 2016. The applicable notes have been restated.

(2) In 2016, commercial and administrative costs include GBP671m for financial penalties from agreements with investigating bodies (see note 12) and GBP306m for the restructuring of the UK pension schemes (see note 11).

All activities comprise continuing operations.

Condensed consolidated statement of comprehensive income

For the year ended 31 December 2016

 
                                                                                 2016    2015 
                                                                      Notes      GBPm    GBPm 
-----------------------------------------------------------------    ------  --------  ------ 
(Loss)/profit for the period                                                  (4,032)      84 
-------------------------------------------------------------------  ------  --------  ------ 
Other comprehensive income (OCI) 
-----------------------------------------------------------------    ------  --------  ------ 
  Items that will not be reclassified to profit or loss 
-----------------------------------------------------------------    ------  --------  ------ 
  Movements in post-retirement schemes                                 11         495   (722) 
-------------------------------------------------------------------  ------  --------  ------ 
  Share of OCI of joint ventures and associates                                   (2)       - 
-----------------------------------------------------------------    ------  --------  ------ 
  Related tax movements                                                         (179)     257 
-------------------------------------------------------------------  ------  --------  ------ 
                                                                                  314   (465) 
  -----------------------------------------------------------------  ------  --------  ------ 
  Items that may be reclassified to profit or loss 
-----------------------------------------------------------------    ------  --------  ------ 
  Foreign exchange translation differences on foreign operations                  861   (129) 
-------------------------------------------------------------------  ------  --------  ------ 
  Reclassification to income statement on disposal of businesses                    -       1 
-------------------------------------------------------------------  ------  --------  ------ 
  Share of OCI of joint ventures and associates                                   (7)    (19) 
-------------------------------------------------------------------  ------  --------  ------ 
  Related tax movements                                                             4     (2) 
-------------------------------------------------------------------  ------  --------  ------ 
                                                                                  858   (149) 
  -----------------------------------------------------------------  ------  --------  ------ 
Total comprehensive income for the year                                       (2,860)   (530) 
-------------------------------------------------------------------  ------  --------  ------ 
 
Attributable to: 
-----------------------------------------------------------------    ------  --------  ------ 
Ordinary shareholders                                                         (2,860)   (530) 
-------------------------------------------------------------------  ------  --------  ------ 
Non-controlling interests                                                           -       - 
-----------------------------------------------------------------    ------  --------  ------ 
Total comprehensive expense for the year                                      (2,860)   (530) 
-------------------------------------------------------------------  ------  --------  ------ 
 

Condensed consolidated balance sheet

At 31 December 2016

 
                                                           2016       2015 
                                               Notes       GBPm       GBPm 
--------------------------------------------  ------  ---------  --------- 
 
ASSETS 
--------------------------------------------  ------  ---------  --------- 
Non-current assets 
--------------------------------------------  ------  ---------  --------- 
Intangible assets                                8        5,080      4,645 
--------------------------------------------  ------  ---------  --------- 
Property, plant and equipment                    9        4,114      3,490 
--------------------------------------------  ------  ---------  --------- 
Investments - joint ventures and associates                 844        576 
--------------------------------------------  ------  ---------  --------- 
Investments - other                                          38         33 
--------------------------------------------  ------  ---------  --------- 
Other financial assets                          10          382         83 
--------------------------------------------  ------  ---------  --------- 
Deferred tax assets                                         876        318 
--------------------------------------------  ------  ---------  --------- 
Post-retirement scheme surpluses                11        1,346      1,063 
--------------------------------------------  ------  ---------  --------- 
                                                         12,680     10,208 
--------------------------------------------  ------  ---------  --------- 
Current assets 
============================================  ======  =========  ========= 
Inventories                                               3,086      2,637 
============================================  ======  =========  ========= 
Trade and other receivables                               6,956      6,244 
============================================  ======  =========  ========= 
Taxation recoverable                                         32         23 
============================================  ======  =========  ========= 
Other financial assets                          10            5         29 
============================================  ======  =========  ========= 
Short-term investments                                        3          2 
============================================  ======  =========  ========= 
Cash and cash equivalents                                 2,771      3,176 
============================================  ======  =========  ========= 
Assets held for sale                                          5          5 
--------------------------------------------  ------  ---------  --------- 
                                                         12,858     12,116 
--------------------------------------------  ------  ---------  --------- 
Total assets                                             25,538     22,324 
--------------------------------------------  ------  ---------  --------- 
 
LIABILITIES 
--------------------------------------------  ------  ---------  --------- 
Current liabilities 
--------------------------------------------  ------  ---------  --------- 
Borrowings                                                (172)      (419) 
--------------------------------------------  ------  ---------  --------- 
Other financial liabilities                     10        (651)      (331) 
--------------------------------------------  ------  ---------  --------- 
Trade and other payables                                (7,957)    (6,923) 
--------------------------------------------  ------  ---------  --------- 
Tax liabilities                                           (211)      (164) 
--------------------------------------------  ------  ---------  --------- 
Provisions for liabilities and charges                    (543)      (336) 
--------------------------------------------  ------  ---------  --------- 
                                                        (9,534)    (8,173) 
--------------------------------------------  ------  ---------  --------- 
Non-current liabilities 
--------------------------------------------  ------  ---------  --------- 
Borrowings                                              (3,185)    (2,883) 
--------------------------------------------  ------  ---------  --------- 
Other financial liabilities                     10      (5,129)    (1,651) 
--------------------------------------------  ------  ---------  --------- 
Trade and other payables                                (3,459)    (2,317) 
--------------------------------------------  ------  ---------  --------- 
Tax liabilities                                               -        (1) 
--------------------------------------------  ------  ---------  --------- 
Deferred tax liabilities                                  (776)      (839) 
--------------------------------------------  ------  ---------  --------- 
Provisions for liabilities and charges                    (216)      (304) 
--------------------------------------------  ------  ---------  --------- 
Post-retirement scheme deficits                 11      (1,375)    (1,140) 
--------------------------------------------  ------  ---------  --------- 
                                                       (14,140)    (9,135) 
--------------------------------------------  ------  ---------  --------- 
Total liabilities                                      (23,674)   (17,308) 
--------------------------------------------  ------  ---------  --------- 
 
Net assets                                                1,864      5,016 
--------------------------------------------  ------  ---------  --------- 
 
EQUITY 
--------------------------------------------  ------  ---------  --------- 
Attributable to ordinary shareholders 
--------------------------------------------  ------  ---------  --------- 
Called-up share capital                                     367        367 
--------------------------------------------  ------  ---------  --------- 
Share premium account                                       181        180 
--------------------------------------------  ------  ---------  --------- 
Capital redemption reserve                                  162        161 
--------------------------------------------  ------  ---------  --------- 
Cash flow hedging reserve                                 (107)      (100) 
--------------------------------------------  ------  ---------  --------- 
Other reserves                                              814       (51) 
--------------------------------------------  ------  ---------  --------- 
Retained earnings                                           445      4,457 
--------------------------------------------  ------  ---------  --------- 
                                                          1,862      5,014 
--------------------------------------------  ------  ---------  --------- 
Non-controlling interests                                     2          2 
--------------------------------------------  ------  ---------  --------- 
Total equity                                              1,864      5,016 
--------------------------------------------  ------  ---------  --------- 
 

Condensed consolidated cash flow statement

For the year ended 31 December 2016

 
                                                                                               2016    2015 
                                                                                    Notes      GBPm    GBPm 
---------------------------------------------------------------------------------  ------  --------  ------ 
 
Reconciliation of cash flows from operating activities 
---------------------------------------------------------------------------------  ------  --------  ------ 
Operating profit                                                                                 44   1,499 
---------------------------------------------------------------------------------  ------  --------  ------ 
Loss on disposal of property, plant and equipment                                                 5       8 
---------------------------------------------------------------------------------  ------  --------  ------ 
Share of results of joint ventures and associates                                             (117)   (100) 
---------------------------------------------------------------------------------  ------  --------  ------ 
Dividends received from joint ventures and associates                                            74      63 
---------------------------------------------------------------------------------  ------  --------  ------ 
Amortisation and impairment of intangible assets                                      8         628     432 
---------------------------------------------------------------------------------  ------  --------  ------ 
Depreciation and impairment of property, plant and equipment                          9         426     378 
---------------------------------------------------------------------------------  ------  --------  ------ 
Impairment of investments                                                                         -       2 
---------------------------------------------------------------------------------  ------  --------  ------ 
Increase/(decrease) in provisions                                                                44   (151) 
---------------------------------------------------------------------------------  ------  --------  ------ 
(Increase)/decrease in inventories                                                            (161)      63 
---------------------------------------------------------------------------------  ------  --------  ------ 
Decrease/(increase) in trade and other receivables                                               54   (836) 
---------------------------------------------------------------------------------  ------  --------  ------ 
Accruals for financial penalties from agreements with investigating bodies                      671       - 
---------------------------------------------------------------------------------  ------  --------  ------ 
Other increase in trade and other payables                                                      234     242 
---------------------------------------------------------------------------------  ------  --------  ------ 
Cash flows on other financial assets and liabilities held for operating purposes              (608)   (305) 
---------------------------------------------------------------------------------  ------  --------  ------ 
Net defined benefit post-retirement cost recognised in profit before financing       11         510     213 
---------------------------------------------------------------------------------  ------  --------  ------ 
Cash funding of defined benefit post-retirement schemes                              11       (271)   (259) 
---------------------------------------------------------------------------------  ------  --------  ------ 
Share-based payments                                                                             35       5 
---------------------------------------------------------------------------------  ------  --------  ------ 
Net cash inflow from operating activities before taxation                                     1,568   1,254 
---------------------------------------------------------------------------------  ------  --------  ------ 
Taxation paid                                                                                 (157)   (160) 
---------------------------------------------------------------------------------  ------  --------  ------ 
Net cash inflow from operating activities                                                     1,411   1,094 
---------------------------------------------------------------------------------  ------  --------  ------ 
 
Cash flows from investing activities 
---------------------------------------------------------------------------------  ------  --------  ------ 
Additions of unlisted investments                                                                 -     (6) 
---------------------------------------------------------------------------------  ------  --------  ------ 
Additions of intangible assets                                                        8       (631)   (408) 
---------------------------------------------------------------------------------  ------  --------  ------ 
Disposals of intangible assets                                                                    8       4 
---------------------------------------------------------------------------------  ------  --------  ------ 
Purchases of property, plant and equipment                                                    (585)   (487) 
---------------------------------------------------------------------------------  ------  --------  ------ 
Government grants received                                                                       15       8 
---------------------------------------------------------------------------------  ------  --------  ------ 
Disposals of property, plant and equipment                                                        8      33 
---------------------------------------------------------------------------------  ------  --------  ------ 
Acquisitions of businesses                                                                      (6)     (5) 
---------------------------------------------------------------------------------  ------  --------  ------ 
Disposal of discontinued operations                                                               -   (121) 
---------------------------------------------------------------------------------  ------  --------  ------ 
Disposals of other businesses                                                                     7       2 
---------------------------------------------------------------------------------  ------  --------  ------ 
Increase in share in joint ventures                                                           (154)       - 
---------------------------------------------------------------------------------  ------  --------  ------ 
Other investments in joint ventures and associates                                             (30)    (15) 
---------------------------------------------------------------------------------  ------  --------  ------ 
Cash and cash equivalents in joint ventures reclassified as joint operations                      5       - 
---------------------------------------------------------------------------------  ------  --------  ------ 
Net cash outflow from investing activities                                                  (1,363)   (995) 
---------------------------------------------------------------------------------  ------  --------  ------ 
 
Cash flows from financing activities 
---------------------------------------------------------------------------------  ------  --------  ------ 
Repayment of loans                                                                   10       (434)    (54) 
---------------------------------------------------------------------------------  ------  --------  ------ 
Proceeds from increase in loans and finance leases                                               93   1,150 
---------------------------------------------------------------------------------  ------  --------  ------ 
Capital element of finance lease payments                                                       (4)     (1) 
---------------------------------------------------------------------------------  ------  --------  ------ 
Net cash flow from (decrease)/increase in borrowings and finance leases                       (345)   1,095 
---------------------------------------------------------------------------------  ------  --------  ------ 
Interest received                                                                                14       5 
---------------------------------------------------------------------------------  ------  --------  ------ 
Interest paid                                                                                  (84)    (58) 
---------------------------------------------------------------------------------  ------  --------  ------ 
Interest element of finance lease payments                                                      (2)     (2) 
---------------------------------------------------------------------------------  ------  --------  ------ 
(Increase)/decrease in short-term investments                                                   (1)       5 
---------------------------------------------------------------------------------  ------  --------  ------ 
Issue of ordinary shares (net of expenses)                                                        1      32 
---------------------------------------------------------------------------------  ------  --------  ------ 
Purchase of ordinary shares - share buyback                                                       -   (433) 
---------------------------------------------------------------------------------  ------  --------  ------ 
Purchase of ordinary shares - other                                                            (21)     (2) 
---------------------------------------------------------------------------------  ------  --------  ------ 
Redemption of C Shares                                                                        (301)   (421) 
---------------------------------------------------------------------------------  ------  --------  ------ 
Net cash (outflow)/inflow from financing activities                                           (739)     221 
---------------------------------------------------------------------------------  ------  --------  ------ 
 
Change in cash and cash equivalents                                                           (691)     320 
---------------------------------------------------------------------------------  ------  --------  ------ 
Cash and cash equivalents at 1 January                                                        3,176   2,862 
---------------------------------------------------------------------------------  ------  --------  ------ 
Exchange gains/(losses) on cash and cash equivalents                                            286     (6) 
---------------------------------------------------------------------------------  ------  --------  ------ 
Cash and cash equivalents at 31 December                                                      2,771   3,176 
---------------------------------------------------------------------------------  ------  --------  ------ 
 
 
                                                                                                      2016      2015 
                                                                                                      GBPm      GBPm 
--------------------------------------------------------------------------------------------------  ------  -------- 
Reconciliation of movements in cash and cash equivalents to movements in net debt 
--------------------------------------------------------------------------------------------------  ------  -------- 
Change in cash and cash equivalents                                                                  (691)       320 
--------------------------------------------------------------------------------------------------  ------  -------- 
Cash flow from decrease/(increase) in borrowings and finance leases                                    345   (1,095) 
--------------------------------------------------------------------------------------------------  ------  -------- 
Cash flow from (decrease)/increase in short-term investments                                             1       (5) 
--------------------------------------------------------------------------------------------------  ------  -------- 
Change in net debt resulting from cash flows                                                         (345)     (780) 
--------------------------------------------------------------------------------------------------  ------  -------- 
Net debt (excluding cash and cash equivalents) of joint ventures reclassified to joint operations      (9)         - 
--------------------------------------------------------------------------------------------------  ------  -------- 
Exchange gains on net debt                                                                             240         3 
--------------------------------------------------------------------------------------------------  ------  -------- 
Fair value adjustments                                                                               (345)        45 
--------------------------------------------------------------------------------------------------  ------  -------- 
Movement in net debt                                                                                 (459)     (732) 
--------------------------------------------------------------------------------------------------  ------  -------- 
Net debt at 1 January excluding the fair value of swaps                                              (124)       608 
--------------------------------------------------------------------------------------------------  ------  -------- 
Net debt at 31 December excluding the fair value of swaps                                            (583)     (124) 
--------------------------------------------------------------------------------------------------  ------  -------- 
Fair value of swaps hedging fixed rate borrowings                                                      358        13 
--------------------------------------------------------------------------------------------------  ------  -------- 
Net debt at 31 December                                                                              (225)     (111) 
--------------------------------------------------------------------------------------------------  ------  -------- 
 

The movement in net funds (defined by the Group as including the items shown below) is as follows:

 
                                        Reclassification 
                    At 1                        of joint                                                         At 31 
                 January                     ventures to       Exchange    Fair value                         December 
                    2016   Funds flow   joint operations    differences   adjustments   Reclassifications         2016 
                    GBPm         GBPm               GBPm           GBPm          GBPm                GBPm         GBPm 
------------  ----------  -----------  -----------------  -------------  ------------  ------------------  ----------- 
Cash at bank 
 and in hand         662           96                  5            109             -                   -          872 
------------  ----------  -----------  -----------------  -------------  ------------  ------------------  ----------- 
Money market 
 funds               783        (260)                 --             29             -                   -          552 
------------  ----------  -----------  -----------------  -------------  ------------  ------------------  ----------- 
Short-term 
 deposits          1,731        (532)                  -            148             -                   -        1,347 
------------  ----------  -----------  -----------------  -------------  ------------  ------------------  ----------- 
Cash and 
 cash 
 equivalents       3,176        (696)                  5            286             -                   -        2,771 
------------  ----------  -----------  -----------------  -------------  ------------  ------------------  ----------- 
Short-term 
 investments           2            1                  -              -             -                   -            3 
------------  ----------  -----------  -----------------  -------------  ------------  ------------------  ----------- 
Current 
 borrowings        (417)          350                (9)           (24)             -                (69)        (169) 
------------  ----------  -----------  -----------------  -------------  ------------  ------------------  ----------- 
Non-current 
 borrowings      (2,833)          (1)                  -           (11)         (345)                  69      (3,121) 
------------  ----------  -----------  -----------------  -------------  ------------  ------------------  ----------- 
Finance 
 leases             (52)          (4)                  -           (11)             -                   -         (67) 
------------  ----------  -----------  -----------------  -------------  ------------  ------------------  ----------- 
Net debt 
 excluding 
 the fair 
 value of 
 swaps             (124)        (350)                (4)            240         (345)                   -        (583) 
------------  ----------  -----------  -----------------  -------------  ------------  ------------------  ----------- 
Fair value 
 of swaps 
 hedging 
 fixed rate 
 borrowings           13                                                          345                              358 
------------  ----------  -----------  -----------------  -------------  ------------  ------------------  ----------- 
Net debt           (111)        (350)                (4)            240             -                   -        (225) 
------------  ----------  -----------  -----------------  -------------  ------------  ------------------  ----------- 
 

Condensed consolidated statement of changes in equity

For the year ended 31 December 2016

 
                                   Attributable to ordinary shareholders 
                  ------------------------------------------------------------------------ 
                                                    Cash 
                                       Capital      flow      Other      Retained 
                   Share     Share     redemption   hedging   reserves   earnings            Non-controlling   Total 
                   capital   premium   reserve      reserve   (1)        (2)        Total    interests (NCI)   equity 
                      GBPm      GBPm         GBPm      GBPm       GBPm       GBPm     GBPm              GBPm      GBPm 
----------------  --------  --------  -----------  --------  ---------  ---------  -------  ----------------  -------- 
At 1 January 
 2015                  376       179          159      (81)         78      5,671    6,382                 5     6,387 
----------------  --------  --------  -----------  --------  ---------  ---------  -------  ----------------  -------- 
Profit for the 
 year                    -         -            -         -          -         83       83                 1        84 
================  ========  ========  ===========  ========  =========  =========  =======  ================  ======== 
Foreign exchange 
 translation 
 differences on 
 foreign 
 operations              -         -            -         -      (128)          -    (128)               (1)     (129) 
================  ========  ========  ===========  ========  =========  =========  =======  ================  ======== 
Reclassified to 
 income 
 statement on 
 disposal of 
 business                -         -            -         -          1          -        1                 -         1 
================  ========  ========  ===========  ========  =========  =========  =======  ================  ======== 
Movements on 
 post-retirement 
 schemes                 -         -            -         -          -      (722)    (722)                 -     (722) 
================  ========  ========  ===========  ========  =========  =========  =======  ================  ======== 
Share of 
 comprehensive 
 income of joint 
 ventures and 
 associates              -         -            -      (19)          -          -     (19)                 -      (19) 
================  ========  ========  ===========  ========  =========  =========  =======  ================  ======== 
Related tax 
 movements               -         -            -         -        (2)        257      255                 -       255 
================  ========  ========  ===========  ========  =========  =========  =======  ================  ======== 
Total 
 comprehensive 
 income for the 
 year                    -         -            -      (19)      (129)      (382)    (530)                 -     (530) 
----------------  --------  --------  -----------  --------  ---------  ---------  -------  ----------------  -------- 
Arising on 
 issues of 
 ordinary shares         -         1            -         -          -          -        1                 -         1 
----------------  --------  --------  -----------  --------  ---------  ---------  -------  ----------------  -------- 
Issue of C 
 Shares(4)               -         -        (430)         -          -          2    (428)                 -     (428) 
----------------  --------  --------  -----------  --------  ---------  ---------  -------  ----------------  -------- 
Redemption of C 
 Shares                  -         -          423         -          -      (423)        -                 -         - 
----------------  --------  --------  -----------  --------  ---------  ---------  -------  ----------------  -------- 
Ordinary shares 
 purchased - 
 buyback(5)              -         -            -         -          -      (433)    (433)                 -     (433) 
----------------  --------  --------  -----------  --------  ---------  ---------  -------  ----------------  -------- 
Ordinary shares 
 cancelled(5)          (9)         -            9         -          -          -        -                 -         - 
----------------  --------  --------  -----------  --------  ---------  ---------  -------  ----------------  -------- 
Ordinary shares 
 purchased - 
 other                   -         -            -         -          -        (2)      (2)                 -       (2) 
----------------  --------  --------  -----------  --------  ---------  ---------  -------  ----------------  -------- 
Share-based 
 payments - 
 direct to 
 equity(3)               -         -            -         -          -         30       30                 -        30 
----------------  --------  --------  -----------  --------  ---------  ---------  -------  ----------------  -------- 
Transactions 
 with NCI                -         -            -         -          -          -        -               (3)       (3) 
----------------  --------  --------  -----------  --------  ---------  ---------  -------  ----------------  -------- 
Related tax 
 movements               -         -            -         -          -        (6)      (6)                 -       (6) 
----------------  --------  --------  -----------  --------  ---------  ---------  -------  ----------------  -------- 
Other changes in 
 equity in the 
 year                  (9)         1            2         -          -      (832)    (838)               (3)     (841) 
----------------  --------  --------  -----------  --------  ---------  ---------  -------  ----------------  -------- 
At 1 January 
 2016                  367       180          161     (100)       (51)      4,457    5,014                 2     5,016 
----------------  --------  --------  -----------  --------  ---------  ---------  -------  ----------------  -------- 
Loss for the 
 year                    -         -            -         -          -    (4,032)  (4,032)                 -   (4,032) 
================  ========  ========  ===========  ========  =========  =========  =======  ================  ======== 
Foreign exchange 
 translation 
 differences on 
 foreign 
 operations              -         -            -         -        861          -      861                 -       861 
================  ========  ========  ===========  ========  =========  =========  =======  ================  ======== 
Movements on 
 post-retirement 
 schemes                 -         -            -         -          -        495      495                 -       495 
================  ========  ========  ===========  ========  =========  =========  =======  ================  ======== 
Share of 
 comprehensive 
 income of joint 
 ventures and 
 associates              -         -            -       (7)          -        (2)      (9)                 -       (9) 
================  ========  ========  ===========  ========  =========  =========  =======  ================  ======== 
Related tax 
 movements               -         -            -         -          4      (179)    (175)                 -     (175) 
================  ========  ========  ===========  ========  =========  =========  =======  ================  ======== 
Total 
 comprehensive 
 income for the 
 year                    -         -            -       (7)        865    (3,718)  (2,860)                 -   (2,860) 
----------------  --------  --------  -----------  --------  ---------  ---------  -------  ----------------  -------- 
Arising on 
 issues of 
 ordinary shares         -         1            -         -          -          -        1                 -         1 
----------------  --------  --------  -----------  --------  ---------  ---------  -------  ----------------  -------- 
Issue of C 
 Shares(4)               -         -        (301)         -          -          1    (300)                 -     (300) 
----------------  --------  --------  -----------  --------  ---------  ---------  -------  ----------------  -------- 
Redemption of C 
 Shares                  -         -          302         -          -      (302)        -                 -         - 
----------------  --------  --------  -----------  --------  ---------  ---------  -------  ----------------  -------- 
Ordinary shares 
 purchased               -         -            -         -          -       (21)     (21)                 -      (21) 
----------------  --------  --------  -----------  --------  ---------  ---------  -------  ----------------  -------- 
Share-based 
 payments - 
 direct to 
 equity(3)               -         -            -         -          -         30       30                 -        30 
----------------  --------  --------  -----------  --------  ---------  ---------  -------  ----------------  -------- 
Related tax 
 movements               -         -            -         -          -        (2)      (2)                 -       (2) 
----------------  --------  --------  -----------  --------  ---------  ---------  -------  ----------------  -------- 
Other changes in 
 equity in the 
 year                    -         1            1         -          -      (294)    (292)                 -     (292) 
----------------  --------  --------  -----------  --------  ---------  ---------  -------  ----------------  -------- 
At 31 December 
 2016                  367       181          162     (107)        814        445    1,862                 2     1,864 
----------------  --------  --------  -----------  --------  ---------  ---------  -------  ----------------  -------- 
 

(1) Other reserves include a merger reserve of GBP3m and a translation reserve of GBP811m.

(2) At 31 December 2016, 6,854,216 ordinary shares with a net book value of GBP56m (2015: 5,894,064, 2014: 14,561,097 ordinary shares with net book values of GBP52m and GBP129m respectively) were held for the purpose of share-based payment plans and included in retained earnings. During the year, 1,955,390 ordinary shares with a net book value of GBP17m (2015: 10,892,026 shares with a net book value of GBP98m) vested in share-based payment plans. During the year the Company acquired 165,542 (2015: 224,993) of its ordinary shares via reinvestment of dividends received on its own shares and purchased 2,750,000 (2015: 2,000,000) of its ordinary shares through purchases on the London Stock Exchange.

(3) Share-based payments- direct to equity is the net of the credit to equity in respect of the share-based charge to the income statement and the actual cost of shares vesting in the period, excluding those vesting from shares already held.

(4) In Rolls-Royce Holdings plc's own financial statements, C Shares are issued from the merger reserve. As this reserve is eliminated on consolidation, in the consolidated financial statements, the C Shares are shown as being issued from the capital redemption reserve.

(5) Following the completion of the sale of the Energy business to Siemens on 1 December 2014 and further to the announcement on 19 June 2014 of a GBP1bn share buyback, the Company put in place a programme to enable the purchase of its ordinary shares. The aim of the buyback was to reduce the issued share capital of the Company, helping enhance returns for shareholders. In the year to 31 December 2015, 46,016,303 shares were purchased at an average price of 937p. 44,016,303 of these shares were cancelled and 2,000,000 were retained for use in share-based payment plans.

   1     Basis of preparation and accounting policies 

Reporting entity

Rolls--Royce Holdings plc is a company domiciled in the UK. These condensed consolidated year financial statements of the Company as at and for the year ended 31 December 2016 comprise the Company and its subsidiaries (together referred to as the "Group") and the Group's interests in joint arrangements and associates.

The consolidated financial statements of the Group as at and for the year ended 31 December 2015 (2015 Annual Report) are available upon request from the Company Secretary, Rolls-----Royce Holdings plc, 62 Buckingham Gate, London SW1E 6AT.

Statement of compliance

These condensed consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) adopted for use in the EU. They do not include all of the information required for full annual statements, and should be read in conjunction with the 2016 Annual Report.

The comparative figures for the financial year 31 December 2015 are not the Group's statutory accounts for that financial year. Those accounts have been reported on by the Group's auditors and delivered to the registrar of companies. The report of the auditors was (i) unqualified, (ii) did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under section 498(2) or (3) of the Companies Act 2006.

The Board of directors approved the condensed consolidated year financial statements on 13 February 2017.

Significant accounting policies

No new accounting policies had a significant impact in 2016.

During the year, the Group has reassessed the categorisation of joint arrangements. As a result of this review, certain entities, previously classified as joint ventures, have been reclassified as joint operations from 1 January 2016. This reclassification does not affect profit before tax or net assets, but the Group's share of the individual income statement and balance sheet categories are included on a proportional basis, rather than as a single figure. The adjustment to the opening balance was to reclassify GBP57m of investments in joint ventures to: property, plant and equipment (GBP41m), inventory (GBP19m), receivables (GBP18m), cash (GBP5m), payables (GBP17m) and borrowings (GBP9m). Prior figures have not been restated. In addition, following a review of consistency, GBP92m of accruals have been reclassified as provisions.

Forthcoming accounting standards

IFRS 15 Revenue from Contracts with Customers (effective for the year beginning 1 January 2018), provides a single, principles-based five-step model to be applied to all sales contracts, based on the transfer of control of goods and services to customers. It replaces the separate models for goods, services and construction contracts currently included in IAS 11 Construction Contracts and IAS 18 Revenue.

The Group has undertaken significant analysis of how IFRS 15 should be implemented and has taken tentative accounting policy decisions. Based on this analysis, we expect that adoption of IFRS 15 will have a significant impact on the timing of recognition of revenue on individual long-term contracts, most particularly in the Civil Aerospace business. The most significant changes are:

-- IFRS 15 contains more specific requirements on the combination of contracts. Contracts can only be combined if they are with the same counterparty or related counterparties. The existing standards require contracts with different counterparties to be combined where that reflects the overall substance of a transaction. As a result, it will no longer be possible to link contracts entered into at the same time (with an airframer) for installed original equipment (OE) with long-term contracts (with the aircraft operator) for aftermarket services (LTSAs) relating to that OE.

-- For similar reasons, it will no longer be possible to recognise an intangible asset in respect of contractual aftermarket rights (relating to future aftermarket business with an operator) when OE is sold to an airframer.

-- For each performance obligation identified, IFRS 15 requires revenue to be recognised based on the transfer of control of the relevant goods or services. In contrast, under the existing standards, revenue is recognised based on when risk and reward is transferred. As a result it will no longer be possible to use flying hours (or equivalent) as a basis for measuring the stage of completion of LTSAs.

-- Compared to IAS 11, IFRS 15 includes only limited guidance on accounting for costs incurred to fulfil a performance obligation and in general these will be recognised as incurred. It is no longer possible to defer or accrue costs to report a consistent margin percentage over the term of the LTSAs.

In summary, the impact of these changes will be that upon adoption of IFRS 15:

-- Revenues and costs relating to deliveries of engines will be recognised when they are delivered. The revenue recognised will comprise that included in the contract with the airframer reduced (if applicable) by any OE concession agreed with the operator (which IFRS 15 describes as a payment to "a customer's customer"). Consequently, the revenues and costs recognised on OE deliveries will more closely match the related cash flows. No contractual aftermarket revenue will be allocated to the OE delivery (where contracts are currently combined - 'linked accounting') and no intangible asset will be recognised (where contracts are not currently combined - 'unlinked accounting'). This will result in a loss being recognised on engine deliveries when the direct costs exceed the direct revenues.

-- Revenues on LTSAs will be recognised as services are performed rather than as the equipment is used (engine flying hours) as is the case under the current accounting policy. The stage of completion will be measured using the actual costs incurred to date compared to the estimated costs to complete the performance obligation. In practice the bulk of the revenue and costs will relate to overhaul activity which occurs at distinct points of time during the period of the LTSA. As the first major overhaul typically occurs some years after delivery, this change will generally defer the recognition of revenue on LTSAs, as compared to the current accounting policy.

Taken together, had IFRS 15 been applicable with effect from 1 January 2015, the Group currently estimates the results for the year ended 31 December 2015 would have been as follows:

 
                                         IAS 11 and IAS 18          IFRS 15 
                                        --------------------  -------------------- 
                                        Reported  Underlying  Reported  Underlying 
                                           GBPbn       GBPbn     GBPbn       GBPbn 
-------------------------------------   --------  ----------  --------  ---------- 
Revenue 
=====================================   ========  ==========  ========  ========== 
Civil Aerospace original equipment                       3.3                   2.6 
======================================  ========  ==========  ========  ========== 
Civil Aerospace aftermarket services                     3.7                   3.5 
======================================  ========  ==========  ========  ========== 
Other                                                    6.4                   6.4 
--------------------------------------  --------  ----------  --------  ---------- 
Total revenue                               13.7        13.4      12.8        12.5 
--------------------------------------  --------  ----------  --------  ---------- 
 
Gross profit 
=====================================   ========  ==========  ========  ========== 
Civil Aerospace                                          1.5                   0.6 
======================================  ========  ==========  ========  ========== 
Other                                                    1.7                   1.7 
--------------------------------------  --------  ----------  --------  ---------- 
Total gross profit                           3.3         3.2       2.4         2.3 
--------------------------------------  --------  ----------  --------  ---------- 
 
Profit before financing and taxation         1.5         1.5       0.6         0.6 
======================================  ========  ==========  ========  ========== 
Net financing                              (1.3)       (0.1)     (1.3)       (0.1) 
======================================  ========  ==========  ========  ========== 
Taxation                                   (0.1)       (0.3)       0.1       (0.1) 
--------------------------------------  --------  ----------  --------  ---------- 
Profit for the year                          0.1         1.1     (0.6)         0.4 
--------------------------------------  --------  ----------  --------  ---------- 
 
Net assets                                   5.0                   2.0 
--------------------------------------  --------  ----------  --------  ---------- 
 

The Group plans to adopt IFRS 15 in 2018 using the 'full' retrospective approach. The comparative 2017 results included in the 2018 financial statements will be restated, with an adjustment to equity as at 1 January 2017.

The Group will continue to work during 2017 to design, implement and refine procedures to apply the new requirements of IFRS 15 and to finalise accounting policy choices. As a result of this ongoing work, it is possible that some changes to the impact above may result.

   2    Analysis by business segment 

The analysis by Divisions (business segment) is presented in accordance with IFRS 8 Operating segments, on the basis of those segments whose operating results are regularly reviewed by the Board (the Chief Operating Decision Maker as defined by IFRS 8).

Civil development, manufacture, marketing and sales of commercial aero engines and aftermarket services.

Defence development, manufacture, marketing and sales of military aero engines and aftermarket services.

Power Systems development, manufacture, marketing and sales of reciprocating engines and power systems.

Marine development, manufacture, marketing and sales of marine-power propulsion systems and aftermarket services.

Nuclear development, manufacture, marketing and sales of nuclear systems for civil power generation and naval propulsion systems.

The operating results are prepared on an underlying basis, which the Board considers reflects better the economic substance of the Group's trading during the year and provides financial measures that, together with the results prepared in accordance with Adopted IFRS, allow better analysis of the factors affecting the year's results compared to the prior period. The principles adopted to determine the underlying results are:

Underlying revenues and costs - Where revenues and costs are denominated in a currency other than the functional currency of the Group undertaking and the Group hedges the net exposure, these reflect the achieved exchange rates arising on derivative contracts settled to cover the net exposure. These achieved exchange rates are applied to all relevant revenues and costs, including those for which there is a natural offsetting position, rather than translating the offsetting transactions at spot rates. The underlying profits would be the same under both approaches, but the Board considers that the approach taken provides a better indication of trends over time.

Underlying profit before financing - In addition to impact of exchange rates on revenues and costs above, adjustments have been made to exclude one-off past service credits on post-retirement schemes, exceptional restructuring costs (associated with the substantial closure or exit of a site, facility or line of business, or other major transformation activities), the effect of acquisition accounting, the effect of business disposals, the impairment of goodwill, and in 2016 financial penalties from agreements with investigating bodies.

Underlying profit before taxation - In addition to those adjustments in underlying profit before financing:

-- includes amounts realised from settled derivative contracts and revaluation of relevant assets and liabilities to exchange rates forecast to be achieved from future settlement of derivative contracts; and

-- excludes unrealised amounts arising from revaluations required by IAS 39 Financial Instruments: Recognition and Measurement, changes in value of financial RRSA contracts arising from changes in forecast payments, and the net impact of financing costs related to post-retirement scheme benefits.

Taxation - the tax effect of the adjustments above are excluded from the underlying tax charge. In addition changes in the amount of recoverable advance corporation tax recognised and the impact of changes in tax rates are also excluded.

This analysis also includes a reconciliation of the underlying results to those reported in the consolidated income statement.

The 2016 underlying results below are shown at 2015 exchange rates, with the adjustment to 2016 exchange rates shown separately.

 
                                                                                                       Total 
                                                                                                  reportable 
                 Civil        Defence  Power Systems         Marine   Nuclear   Inter-segment       segments 
                  GBPm           GBPm           GBPm           GBPm      GBPm            GBPm           GBPm 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
For the year 
ended 31 
December 2016 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
Underlying 
 revenue from 
 original 
 equipment       3,272            823          1,609            575       346            (33)          6,592 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
Underlying 
 revenue from 
 aftermarket 
 services        3,634          1,229            751            437       415            (35)          6,431 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
Total 
 underlying 
 revenue at 
 2015 exchange 
 rates           6,906          2,052          2,360          1,012       761            (68)         13,023 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
Translation to 
 2016 exchange 
 rates             161            157            295            102        16             (8)            723 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
Total 
 underlying 
 revenue         7,067          2,209          2,655          1,114       777            (76)         13,746 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
Gross profit     1,129            530            628            216       117               -          2,620 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
Commercial and 
 administrative 
 costs           (339)          (127)          (305)          (207)      (67)               -        (1,045) 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
Restructuring     (11)             10              -              3         -               -              2 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
Research and 
 development 
 costs           (549)           (68)          (157)           (39)       (6)               -          (819) 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
Share of 
 results of 
 joint ventures 
 and associates     96             15              1              -         -               -            112 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
Underlying 
 profit before 
 financing and 
 taxation at 
 2015 exchange 
 rates             326            360            167           (27)        44               -            870 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
Translation to 
 2016 exchange 
 rates              41             24             24              -         1               -             90 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
Underlying 
 profit before 
 financing and 
 taxation          367            384            191           (27)        45               -            960 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
 
For the year 
ended 31 
December 2015 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
Underlying 
 revenue from 
 original 
 equipment       3,258            801          1,618            773       251            (53)          6,648 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
Underlying 
 revenue from 
 aftermarket 
 services        3,675          1,234            767            551       436            (53)          6,610 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
Total 
 underlying 
 revenue         6,933          2,035          2,385          1,324       687           (106)         13,258 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
Gross profit     1,526            579            656            260       111               7          3,139 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
Commercial and 
 administrative 
 costs           (296)          (124)          (296)          (201)      (53)               -          (970) 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
Restructuring      (7)            (8)            (4)           (16)       (2)               -           (37) 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
Research and 
 development 
 costs           (515)           (73)          (162)           (28)        14               -          (764) 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
Share of 
 results of 
 joint ventures 
 and associates    104             19              -              -         -               -            123 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
Underlying 
 profit before 
 financing and 
 taxation          812            393            194             15        70               7          1,491 
---------------  -----  -------------  -------------  -------------  --------  --------------  ------------- 
Reconciliation to               Total          Other 
reported results           reportable    businesses*          Total                                 Reported 
                             segments  and corporate     underlying    Underlying adjustments        results 
                                 GBPm           GBPm           GBPm                      GBPm           GBPm 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
For the year ended 31 
December 2016 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Revenue from original 
 equipment                      6,592             20          6,612                       976          7,588 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Revenue from 
 aftermarket services           6,431             15          6,446                       921          7,367 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Total underlying 
 revenue at 2015 
 exchange rates                13,023             35         13,058                     1,897         14,955 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Translation to 2016 
 exchange rates                   723              2            725                     (725)              - 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Total revenue                  13,746             37         13,783                     1,172         14,955 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Gross profit                    2,620              6          2,626                       422          3,048 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Other operating income              -              -              -                         5              5 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Commercial and 
 administrative costs         (1,045)           (51)        (1,096)                   (1,112)        (2,208) 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Restructuring                       2              -              2                       (2)              - 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Research and 
 development costs              (819)              7          (812)                     (106)          (918) 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Share of results of 
 joint ventures and 
 associates                       112            (5)            107                        10            117 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Profit before 
 financing and 
 taxation at 2015 
 exchange rates                   870           (43)            827                     (783)             44 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Translation to 2016 
 exchange rates                    90            (2)             88                      (88)              - 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Loss on disposal of 
 businesses                         -              -              -                       (3)            (3) 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Profit before 
 financing and 
 taxation                         960           (45)            915                     (874)             41 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Net financing                                  (102)          (102)                   (4,575)        (4,677) 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Profit/(loss) before 
 taxation                                      (147)            813                   (5,449)        (4,636) 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Taxation                                       (261)          (261)                       865            604 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Profit/(loss) for the 
 period                                                         552                   (4,584)        (4,032) 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Attributable to: 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Ordinary shareholders                                           552                   (4,584)        (4,032) 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Non-controlling 
interests                                                         -                         -              - 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
 
For the year ended 31 
December 2015 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Revenue from original 
 equipment                      6,648             76          6,724                       215          6,939 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Revenue from 
 aftermarket services           6,610             20          6,630                       156          6,786 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Total revenue                  13,258             96         13,354                       371         13,725 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Gross profit                    3,139             64          3,203                        74          3,277 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Other operating income              -              -              -                        10             10 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Commercial and 
 administrative costs           (970)           (55)        (1,025)                      (45)        (1,070) 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Restructuring                    (37)            (2)           (39)                        39              - 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Research and 
 development costs              (764)            (1)          (765)                      (53)          (818) 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Share of results of 
 joint ventures and 
 associates                       123            (5)            118                      (18)            100 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Profit on disposal of 
 businesses                         -              -              -                         2              2 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Profit before 
 financing and 
 taxation                       1,491              1          1,492                         9          1,501 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Net financing                                   (60)           (60)                   (1,281)        (1,341) 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
(Loss)/profit before 
 taxation                                       (59)          1,432                   (1,272)            160 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Taxation                                       (351)          (351)                       275           (76) 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
(Loss)/profit for the 
 period                                        (410)          1,081                     (997)             84 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Attributable to: 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Ordinary shareholders                                         1,080                     (997)             83 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
Non-controlling 
 interests                                                        1                         -              1 
----------------------  -------------  -------------  -------------  ------------------------  ------------- 
 
 

* Other businesses comprise former Energy businesses not included in the disposal to Siemens in 2014.

 
                              Total assets     Total liabilities            Net assets/(liabilities) 
                                                                                                       ----- 
                                2016    2015                2016      2015                       2016   2015 
                                GBPm    GBPm                GBPm      GBPm                       GBPm   GBPm 
---------------------------  -------  ------  ------------------  --------   ------------------------  ----- 
Civil                         13,856  11,774            (14,510)   (8,709)                      (654)  3,065 
---------------------------  -------  ------  ------------------  --------   ------------------------  ----- 
Defence                        1,759   1,449             (1,996)   (1,698)                      (237)  (249) 
---------------------------  -------  ------  ------------------  --------   ------------------------  ----- 
Power Systems                  3,837   3,384             (1,151)   (1,017)                      2,686  2,367 
---------------------------  -------  ------  ------------------  --------   ------------------------  ----- 
Marine                         1,520   1,488               (903)     (783)                        617    705 
---------------------------  -------  ------  ------------------  --------   ------------------------  ----- 
Nuclear                          352     303               (435)     (324)                       (83)   (21) 
---------------------------  -------  ------  ------------------  --------   ------------------------  ----- 
Inter-segment                (1,223)   (850)               1,223       850                          -      - 
---------------------------  -------  ------  ------------------  --------   ------------------------  ----- 
Reportable segments           20,101  17,548            (17,772)  (11,681)                      2,329  5,867 
---------------------------  -------  ------  ------------------  --------   ------------------------  ----- 
Other businesses and 
 corporate                        51     120               (183)     (120)                      (132)      - 
---------------------------  -------  ------  ------------------  --------   ------------------------  ----- 
Net funds/(debt)               3,132   3,252             (3,357)   (3,363)                      (225)  (111) 
---------------------------  -------  ------  ------------------  --------   ------------------------  ----- 
Tax assets/(liabilities)         908     341               (987)   (1,004)                       (79)  (663) 
---------------------------  -------  ------  ------------------  --------   ------------------------  ----- 
Post-retirement scheme 
 surpluses/(deficits)          1,346   1,063             (1,375)   (1,140)                       (29)   (77) 
---------------------------  -------  ------  ------------------  --------   ------------------------  ----- 
                              25,538  22,324            (23,674)  (17,308)                      1,864  5,016 
---------------------------  -------  ------  ------------------  --------   ------------------------  ----- 
 
 
 
Group employees average during the year     2016    2015 
----------------------------------------  ------  ------ 
Civil                                     23,800  23,100 
----------------------------------------  ------  ------ 
Defence                                    6,000   6,300 
----------------------------------------  ------  ------ 
Power Systems                             10,300  10,600 
----------------------------------------  ------  ------ 
Marine                                     5,300   6,000 
----------------------------------------  ------  ------ 
Nuclear                                    4,300   4,100 
----------------------------------------  ------  ------ 
Other businesses and corporate(1,2)          200     400 
----------------------------------------  ------  ------ 
                                          49,900  50,500 
----------------------------------------  ------  ------ 
 

(1) Other businesses and corporate includes the Energy businesses not sold to Siemens in 2014 and corporate employees who do not provide a shared service to the segments. Where corporate functions provide such a service, employees have been allocated to the segments on an appropriate basis. 2015 figures have been restated on this basis.

(2) As described in Note 1, the Group has reclassified certain joint ventures to joint operations from 1 January 2016. This increased the reported Group employees by 800.

 
Underlying 
adjustments                              2016                                             2015 
                                   Profit 
                                   before                                     Profit before 
                    Revenue     financing  Net financing  Taxation   Revenue      financing  Net financing  Taxation 
                       GBPm          GBPm           GBPm      GBPm      GBPm           GBPm           GBPm      GBPm 
-----------------  --------  ------------  -------------  --------  --------  -------------  -------------  -------- 
Underlying 
 performance         13,783           915          (102)     (261)    13,354          1,492           (60)     (351) 
-----------------  --------  ------------  -------------  --------  --------  -------------  -------------  -------- 
Recognise revenue 
 at exchange rate 
 on date of 
 transaction          1,172             -              -         -       371              -              -         - 
-----------------  --------  ------------  -------------  --------  --------  -------------  -------------  -------- 
Realised 
 losses/(gains) 
 on settled 
 derivative 
 contracts(1)             -           426            162     (107)         -            287           (35)      (51) 
-----------------  --------  ------------  -------------  --------  --------  -------------  -------------  -------- 
Net unrealised 
 fair value 
 changes to 
 derivative 
 contracts(2)             -             -        (4,420)       792         -            (9)        (1,306)       270 
-----------------  --------  ------------  -------------  --------  --------  -------------  -------------  -------- 
Effect of 
 currency on 
 contract 
 accounting               -            77              -      (14)         -            (9)              -         2 
-----------------  --------  ------------  -------------  --------  --------  -------------  -------------  -------- 
Revaluation of 
 trading assets 
 and liabilities          -            67          (313)        56         -           (13)             20       (6) 
-----------------  --------  ------------  -------------  --------  --------  -------------  -------------  -------- 
Financial risk 
 and revenue 
 sharing 
 arrangements 
 (RRSAs) - 
 exchange 
 differences and 
 changes 
 in forecast 
 payments                 -             -            (8)       (1)         -              -              8       (1) 
-----------------  --------  ------------  -------------  --------  --------  -------------  -------------  -------- 
Effect of 
 acquisition 
 accounting(3)            -         (115)              -        35         -          (124)              -        31 
-----------------  --------  ------------  -------------  --------  --------  -------------  -------------  -------- 
Impairment of 
 goodwill                 -         (219)              -         -         -           (75)              -         - 
-----------------  --------  ------------  -------------  --------  --------  -------------  -------------  -------- 
Pension 
 restructuring(4)         -         (306)              -       107 
-----------------  --------  ------------  -------------  --------  --------  -------------  -------------  -------- 
Net 
 post-retirement 
 scheme financing         -             -              3       (2)         -              -             32      (12) 
-----------------  --------  ------------  -------------  --------  --------  -------------  -------------  -------- 
Disposal of 
 business                 -           (3)              -         -         -              2              -        15 
-----------------  --------  ------------  -------------  --------  --------  -------------  -------------  -------- 
Exceptional 
 restructuring            -         (129)              -        34         -           (49)              -        11 
-----------------  --------  ------------  -------------  --------  --------  -------------  -------------  -------- 
Financial 
 penalties from 
 agreements with 
 investigating 
 bodies                   -         (671)              -         -         -              -              -         - 
-----------------  --------  ------------  -------------  --------  --------  -------------  -------------  -------- 
Other                     -           (1)              1       (5)         -            (1)              -       (2) 
-----------------  --------  ------------  -------------  --------  --------  -------------  -------------  -------- 
Reduction in rate 
 of UK 
 corporation tax          -             -              -      (30)         -              -              -        18 
-----------------  --------  ------------  -------------  --------  --------  -------------  -------------  -------- 
Total underlying 
 adjustments          1,172         (874)        (4,575)       865       371              9        (1,281)       275 
-----------------  --------  ------------  -------------  --------  --------  -------------  -------------  -------- 
 
Reported per 
 consolidated 
 income statement    14,955            41        (4,677)       604    13,725          1,501        (1,341)      (76) 
-----------------  --------  ------------  -------------  --------  --------  -------------  -------------  -------- 
 

(1) The adjustments for realised losses/(gains) on settled derivative contracts include adjustments to reflect the losses/(gains) in the same period as the related trading cash flows.

(2) The adjustments for unrealised fair value changes to derivative contracts include those of equity accounted joint ventures and exclude those for which the related trading contracts have been cancelled when the fair value changes are recognised immediately in underlying profit.

(3) The adjustment eliminates charges recognised as a result of recognising assets in acquired businesses at fair value.

(4) In the UK, tax is provided on pension surpluses at a rate of 35%, which is the relevant rate if the surpluses were to be return to the Group.

   3     Research and development 
 
                                                                                                  2016    2015 
                                                                                                  GBPm    GBPm 
----------------------------------------------------------------------------------------------  ------  ------ 
Expenditure in the year                                                                          (937)   (831) 
----------------------------------------------------------------------------------------------  ------  ------ 
Capitalised as intangible assets                                                                    99      51 
----------------------------------------------------------------------------------------------  ------  ------ 
Amortisation of capitalised costs                                                                (147)   (136) 
==============================================================================================  ======  ====== 
Impairment of capitalised costs                                                                    (2)       - 
----------------------------------------------------------------------------------------------  ------  ------ 
Net cost                                                                                         (987)   (916) 
----------------------------------------------------------------------------------------------  ------  ------ 
Entry fees received                                                                                 73      83 
----------------------------------------------------------------------------------------------  ------  ------ 
Entry fees deferred in respect of charges in future periods                                       (40)    (28) 
----------------------------------------------------------------------------------------------  ------  ------ 
Recognition of previously deferred entry fees                                                       36      43 
----------------------------------------------------------------------------------------------  ------  ------ 
Net cost recognised in the income statement                                                      (918)   (818) 
----------------------------------------------------------------------------------------------  ------  ------ 
Underlying adjustments relating to the effects of acquisition accounting and foreign exchange       56      53 
----------------------------------------------------------------------------------------------  ------  ------ 
Net underlying cost recognised in the income statement                                           (862)   (765) 
==============================================================================================  ======  ====== 
Translation to 2015 exchange rates                                                                  50       - 
----------------------------------------------------------------------------------------------  ------  ------ 
Net underlying cost at 2015 exchange rates                                                       (812)   (765) 
----------------------------------------------------------------------------------------------  ------  ------ 
 
   4       Net financing 
 
                                              2016                                           2015 
                               Per consolidated                                Per consolidated 
                               income statement   Underlying financing         income statement   Underlying financing 
                                           GBPm                   GBPm                     GBPm                   GBPm 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
Financing income 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
Interest receivable                          14                     14                       12                     12 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
Net fair value gains on 
foreign currency 
contracts                                     1                      -                        -                      - 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
Financial RRSAs - 
 foreign exchange 
 differences and 
 changes in forecast 
 payments                                    23                      -                       21                      - 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
Net fair value gains on 
commodity contracts                          16                      -                        -                      - 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
Financing on 
 post-retirement scheme 
 surpluses                                   42                      -                       65                      - 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
Net foreign exchange 
 gains                                        -                      -                       17                     32 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
                                             96                     14                      115                     44 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
Financing costs 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
Interest payable                           (77)                   (77)                     (71)                   (71) 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
Net fair value losses 
 on foreign currency 
 contracts                              (4,437)                      -                  (1,217)                      - 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
Financial RRSAs - 
 foreign exchange 
 differences and 
 changes in forecast 
 payments                                  (31)                      -                     (13)                      - 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
Financial charge 
 relating to financial 
 RRSAs                                      (6)                    (6)                      (8)                    (8) 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
Net fair value losses 
on commodity contracts                        -                      -                     (89)                      - 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
Financing on 
 post-retirement scheme 
 deficits                                  (39)                      -                     (33)                      - 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
Net foreign exchange 
losses                                    (145)                      -                        -                      - 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
Other financing charges                    (38)                   (33)                     (25)                   (25) 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
                                        (4,773)                  (116)                  (1,456)                  (104) 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
 
Net financing                           (4,677)                  (102)                  (1,341)                   (60) 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
 
Analysed as: 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
Net interest payable                       (63)                   (63)                     (59)                   (59) 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
Net fair value losses 
 on derivative 
 contracts                              (4,420)                      -                  (1,306)                      - 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
Net post-retirement 
 scheme financing                             3                      -                       32                      - 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
Net other financing                       (197)                   (39)                      (8)                    (1) 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
Net financing                           (4,677)                  (102)                  (1,341)                   (60) 
-----------------------  ----------------------  ---------------------  -----------------------  --------------------- 
 
   5     Taxation 

The effective reported tax rate for the year is 13.0% (2015 47.5%). The 2016 reported loss before tax largely relates to the mark to market adjustment on the foreign currency derivatives which arise mainly in the UK and the key driver of the reported rate is therefore the UK tax rate. The financial penalties and goodwill impairments on which no tax relief is available then have the effect of reducing the rate. The 2015 reported rate was high due to the low level of reported profit before tax and the higher proportion of those profits arising in higher tax countries such as the US and items that impact the tax charge having a more distortive effect.

Following announcements in the Summer Budget 2015 and the Budget 2016, the UK corporation tax rate will reduce to 19% from 1 April 2017 and 17% from 1 April 2020. The Summer Budget 2015 had originally announced that the rate would reduce to 18% from 1 April 2020. This reduction was substantively enacted on 26 October 2015 and so the prior year deferred tax assets and liabilities were calculated at this rate. The subsequent announcement in the Budget 2016 that the rate will reduce to 17% from 1 April 2020 was substantively enacted on 6 September 2016. As this reduction was substantively enacted prior to the year end, the closing deferred tax assets and liabilities have been calculated at this rate.

The resulting charges or credits have been recognised in the income statement except to the extent that they relate to items previously charged or credited to other comprehensive income or equity. Accordingly, in 2016, GBP30m has been charged to the income statement (2015: GBP18m credited) and GBP2m has been charged directly to equity (2015: GBP3m).

   6     Earnings per ordinary share (EPS) 

Basic EPS are calculated by dividing the profit attributable to ordinary shareholders by the weighted average number of ordinary shares in issue during the period, excluding ordinary shares held under trust, which have been treated as if they had been cancelled. Diluted EPS are calculated by adjusting the weighted average number of ordinary shares in issue during the period for the bonus element of share options.

 
                                                2016                                          2015 
                          -----------------------------------------------  ----------------------------------------- 
                                         Potentially dilutive                         Potentially dilutive 
                             Basic           share options(1)     Diluted   Basic            share options   Diluted 
------------------------  ----------  -----------------------  ----------  ------  -----------------------  -------- 
(Loss)/profit 
 attributable to 
 ordinary shareholders 
 (GBPm)                      (4,032)                        -     (4,032)      83                        -        83 
------------------------  ----------  -----------------------  ----------  ------  -----------------------  -------- 
Weighted average number 
 of ordinary shares 
 (millions)                    1,832                        -       1,832   1,839                       12     1,851 
------------------------  ----------  -----------------------  ----------  ------  -----------------------  -------- 
EPS (pence)                (220.08)p                        -   (220.08)p   4.51p                  (0.03)p     4.48p 
------------------------  ----------  -----------------------  ----------  ------  -----------------------  -------- 
 

(1) As there is a loss, the effect of potentially dilutive ordinary shares is anti-dilutive.

The reconciliation between underlying EPS and basic EPS is as follows:

 
                                                                                     2016                2015 
                                                                             -------------------  ------------------ 
                                                                                 Pence      GBPm     Pence      GBPm 
---------------------------------------------------------------------------  ---------  --------  --------  -------- 
Underlying EPS / Underlying profit attributable to ordinary shareholders 
 re-presented                                                                    30.13       552     58.73     1,080 
---------------------------------------------------------------------------  ---------  --------  --------  -------- 
Total underlying adjustments to profit before tax (note 2)                    (297.43)   (5,449)   (69.17)   (1,272) 
---------------------------------------------------------------------------  ---------  --------  --------  -------- 
Related tax effects                                                              47.22       865     14.95       275 
---------------------------------------------------------------------------  ---------  --------  --------  -------- 
EPS / (Loss)/profit attributable to ordinary shareholders                     (220.08)   (4,032)      4.51        83 
---------------------------------------------------------------------------  ---------  --------  --------  -------- 
Diluted underlying EPS                                                           30.08               58.35 
---------------------------------------------------------------------------  ---------  --------  --------  -------- 
 
   7     Payments to shareholders in respect of the year 

Payments to shareholders in respect of the period represent the value of C Shares to be issued in respect of the results for the period. Issues of C Shares were declared as follows:

 
                                    2016             2015 
                               ---------------  --------------- 
                               Pence per        Pence per 
                                   share  GBPm      share  GBPm 
----------------------------   ---------  ----  ---------  ---- 
Interim (issued in January)         4.60    85       9.27   170 
=============================  =========  ====  =========  ==== 
Final (issued in July)              7.10   130       7.10   131 
-----------------------------  ---------  ----  ---------  ---- 
                                   11.70   215      16.37   301 
 ----------------------------  ---------  ----  ---------  ---- 
 
   8     Intangible assets 
 
                              Certification 
                                  costs and                       Contractual 
                              participation      Development      aftermarket         Customer 
                  Goodwill             fees      expenditure           rights    relationships  Software  Other  Total 
                      GBPm             GBPm             GBPm             GBPm             GBPm      GBPm   GBPm   GBPm 
----------------  --------  ---------------  ---------------  ---------------  ---------------  --------  -----  ----- 
Cost: 
----------------  --------  ---------------  ---------------  ---------------  ---------------  --------  -----  ----- 
At 1 January 
 2016                1,589            1,145            1,730              799              456       616    543  6,878 
----------------  --------  ---------------  ---------------  ---------------  ---------------  --------  -----  ----- 
Exchange 
 differences           284               26              116                -               84        16     66    592 
----------------  --------  ---------------  ---------------  ---------------  ---------------  --------  -----  ----- 
Additions                -              154              100              208                -       116     53    631 
----------------  --------  ---------------  ---------------  ---------------  ---------------  --------  -----  ----- 
Acquisitions of 
 businesses              1                -                -                -                -         -      1      2 
----------------  --------  ---------------  ---------------  ---------------  ---------------  --------  -----  ----- 
Disposals                -                -              (2)                -                -       (6)      -    (8) 
----------------  --------  ---------------  ---------------  ---------------  ---------------  --------  -----  ----- 
At 31 December 
 2016                1,874            1,325            1,944            1,007              540       742    663  8,095 
----------------  --------  ---------------  ---------------  ---------------  ---------------  --------  -----  ----- 
 
Accumulated 
amortisation: 
----------------  --------  ---------------  ---------------  ---------------  ---------------  --------  -----  ----- 
At 1 January 
 2016                   86              373              691              394              139       325    225  2,233 
----------------  --------  ---------------  ---------------  ---------------  ---------------  --------  -----  ----- 
Exchange 
 differences            32                3               48                -               28         8     35    154 
----------------  --------  ---------------  ---------------  ---------------  ---------------  --------  -----  ----- 
Charge for the 
 year                    -               64              147               39               42        81     33    406 
----------------  --------  ---------------  ---------------  ---------------  ---------------  --------  -----  ----- 
Impairment             219                -                2                -                -         -      1    222 
----------------  --------  ---------------  ---------------  ---------------  ---------------  --------  -----  ----- 
At 31 December 
 2016                  337              440              888              433              209       414    294  3,015 
----------------  --------  ---------------  ---------------  ---------------  ---------------  --------  -----  ----- 
 
Net book value 
at: 
================  ========  ===============  ===============  ===============  ===============  ========  =====  ===== 
31 December 2016     1,537              885            1,056              574              331       328    369  5,080 
================  ========  ===============  ===============  ===============  ===============  ========  =====  ===== 
31 December 2015     1,503              772            1,039              405              317       291    318  4,645 
----------------  --------  ---------------  ---------------  ---------------  ---------------  --------  -----  ----- 
 

Goodwill has been tested for impairment during 2016 on the following basis:

-- The carrying values of goodwill have been assessed by reference to value in use. These have been estimated using cash flows from the most recent forecasts prepared by management, which are consistent with past experience and external sources of information on market conditions. Given the long-term and established nature of many of the Group's products (product lives are often measured in decades), these forecasts generally cover the next five-ten years. Growth rates for the period not covered by the forecasts are based on a range of growth rates (2.0-3.5%) that reflect the products, industries and countries in which the relevant cash generating unit (CGU) or group of CGUs operate.

-- The key assumptions for the impairment tests are the discount rate and, in the cash flow projections, the programme assumptions, the growth rates and the impact of foreign exchange rates on the relationship between selling prices and costs. Impairment tests are performed using prevailing exchange rates.

Prior to 2016, goodwill in the Marine business was considered as separate CGUs, based on the original acquisitions (comprising ODIM ASA, Scandinavian Electric Holdings and Vinters Limited (formerly Vickers plc)). However, following re-organisations, including those resulting from the current transformation programme, we now consider that the Marine business (excluding the UK marine defence business) is a single CGU.

The Marine business has continued to be impacted by the low crude oil price and over supply of vessels to its offshore support customers. The downturn has been deeper and more prolonged than forecast a year ago and, as a consequence, the Group has recognised an impairment loss of GBP200m to the carrying value of goodwill of the CGU. This is included in cost of sales in the income statement, but excluded from the underlying results. The impairment loss is based on a value in use calculation using cash flows forecast over a ten-year period (which are considered to take account of the cyclicality of the market). The impairment test indicated a recoverable amount of GBP473m (including allowance for identified risks of GBP18m) compared with a pre-impairment carrying value of GBP673m.

The Group has also recognised other impairments to goodwill of GBP19m, including GBP14m in relation to its North American civil nuclear business. This reflects the current weakness in the services market, although the Directors expect these to recover in the medium term.

Certification costs and participation fees, development expenditure and contractual aftermarket rights have been reviewed for impairment in accordance with the requirements of IAS 36 Impairment of Assets. Where an impairment test was considered necessary, it has been performed on the following basis:

-- The carrying values have been assessed by reference to value in use. These have been estimated using cash flows from the most recent forecasts prepared by management, which are consistent with past experience and external sources of information on market conditions over the lives of the respective programmes.

-- The key assumptions underlying cash flow projections are assumed market share, programme timings, unit cost assumptions, discount rates, and foreign exchange rates.

-- The pre-tax cash flow projections have been discounted at 9-13% (2015: 9-13%), based on the Group's weighted average cost of capital, adjusted for the estimated programme risk, for example taking account of whether or not the forecast cash flows arise from contracted business.

No impairment is required on this basis. However, a combination of adverse changes in assumptions (eg. market size and share, unit costs and programme delays) and other variables (eg. discount rate and foreign exchange rates), could result in impairment in future years.

   9     Property, plant and equipment 
 
                                                                                                   In course of 
                         Land and buildings  Plant and equipment  Aircraft and engines             construction  Total 
                                       GBPm                 GBPm                  GBPm                     GBPm   GBPm 
-----------------------  ------------------  -------------------  --------------------  -----------------------  ----- 
Cost: 
-----------------------  ------------------  -------------------  --------------------  -----------------------  ----- 
At 1 January 2016                     1,375                3,894                   339                      708  6,316 
-----------------------  ------------------  -------------------  --------------------  -----------------------  ----- 
Exchange differences                    141                  352                    12                       55    560 
-----------------------  ------------------  -------------------  --------------------  -----------------------  ----- 
Reclassification of 
 joint ventures to 
 joint operations                         7                   87                     -                        -     94 
-----------------------  ------------------  -------------------  --------------------  -----------------------  ----- 
Additions - purchased                    25                  124                    51                      426    626 
-----------------------  ------------------  -------------------  --------------------  -----------------------  ----- 
Additions arising from 
 TotalCare Flex 
 arrangements 
 (non-cash)                               -                    -                    75                        -     75 
-----------------------  ------------------  -------------------  --------------------  -----------------------  ----- 
Disposal of businesses                  (1)                  (3)                     -                        -    (4) 
-----------------------  ------------------  -------------------  --------------------  -----------------------  ----- 
Reclassifications                       131                  230                    63                    (424)      - 
-----------------------  ------------------  -------------------  --------------------  -----------------------  ----- 
Disposals/write-offs                   (11)                 (85)                  (49)                        -  (145) 
-----------------------  ------------------  -------------------  --------------------  -----------------------  ----- 
At 31 December 2016                   1,667                4,599                   491                      765  7,522 
-----------------------  ------------------  -------------------  --------------------  -----------------------  ----- 
 
Accumulated 
amortisation: 
-----------------------  ------------------  -------------------  --------------------  -----------------------  ----- 
At 1 January 2016                       416                2,284                   125                        1  2,826 
-----------------------  ------------------  -------------------  --------------------  -----------------------  ----- 
Exchange differences                     44                  182                     4                        -    230 
-----------------------  ------------------  -------------------  --------------------  -----------------------  ----- 
Reclassification of 
 joint ventures to 
 joint operations                         1                   52                     -                        -     53 
-----------------------  ------------------  -------------------  --------------------  -----------------------  ----- 
Charge for the year                      63                  333                    28                        -    424 
-----------------------  ------------------  -------------------  --------------------  -----------------------  ----- 
Impairment                                1                    -                     -                        1      2 
-----------------------  ------------------  -------------------  --------------------  -----------------------  ----- 
Disposal of businesses                    -                  (2)                     -                        -    (2) 
-----------------------  ------------------  -------------------  --------------------  -----------------------  ----- 
Reclassifications                         -                  (9)                     9                        -      - 
-----------------------  ------------------  -------------------  --------------------  -----------------------  ----- 
Disposals/write-offs                   (10)                 (75)                  (40)                        -  (125) 
-----------------------  ------------------  -------------------  --------------------  -----------------------  ----- 
At 31 December 2016                     515                2,765                   126                        2  3,408 
-----------------------  ------------------  -------------------  --------------------  -----------------------  ----- 
 
Net book value at: 
=======================  ==================  ===================  ====================  =======================  ===== 
31 December 2016                      1,152                1,834                   365                      763  4,114 
=======================  ==================  ===================  ====================  =======================  ===== 
31 December 2015                        959                1,610                   214                      707  3,490 
-----------------------  ------------------  -------------------  --------------------  -----------------------  ----- 
 
   10   Financial assets and liabilities 

Other financial assets and liabilities comprise:

 
                                    Derivatives 
               ---------------------------------------------------- 
                    Foreign                      Interest 
                   exchange      Commodity           rate                Financial      TotalCare 
                  contracts      contracts   contracts(1)     Total          RRSAs           Flex   C Shares     Total 
                       GBPm           GBPm           GBPm      GBPm           GBPm           GBPm       GBPm      GBPm 
-------------  ------------  -------------  -------------  --------  -------------  -------------  ---------  -------- 
At 31 
December 2016 
-------------  ------------  -------------  -------------  --------  -------------  -------------  ---------  -------- 
Non-current 
 assets                  13              5            364       382              -              -          -       382 
-------------  ------------  -------------  -------------  --------  -------------  -------------  ---------  -------- 
Current 
 assets                   4              1              -         5              -              -          -         5 
-------------  ------------  -------------  -------------  --------  -------------  -------------  ---------  -------- 
Current 
 liabilities          (566)           (24)              -     (590)           (33)              -       (28)     (651) 
-------------  ------------  -------------  -------------  --------  -------------  -------------  ---------  -------- 
Non-current 
 liabilities        (5,002)           (38)            (6)   (5,046)           (68)           (15)          -   (5,129) 
-------------  ------------  -------------  -------------  --------  -------------  -------------  ---------  -------- 
                    (5,551)           (56)            358   (5,249)          (101)           (15)       (28)   (5,393) 
-------------  ------------  -------------  -------------  --------  -------------  -------------  ---------  -------- 
At 31 
December 2015 
-------------  ------------  -------------  -------------  --------  -------------  -------------  ---------  -------- 
Non-current 
 assets                   3              -             80        83              -              -          -        83 
-------------  ------------  -------------  -------------  --------  -------------  -------------  ---------  -------- 
Current 
 assets                  29              -              -        29              -              -          -        29 
-------------  ------------  -------------  -------------  --------  -------------  -------------  ---------  -------- 
Current 
 liabilities          (244)           (39)              -     (283)           (19)              -       (29)     (331) 
-------------  ------------  -------------  -------------  --------  -------------  -------------  ---------  -------- 
Non-current 
 liabilities        (1,428)           (65)           (67)   (1,560)           (91)              -          -   (1,651) 
-------------  ------------  -------------  -------------  --------  -------------  -------------  ---------  -------- 
                    (1,640)          (104)             13   (1,731)          (110)              -       (29)   (1,870) 
-------------  ------------  -------------  -------------  --------  -------------  -------------  ---------  -------- 
 

(1) Includes the foreign exchange impact of cross-currency interest rate swaps.

 
Derivative financial instruments                                  2016                              2015 
                                           Foreign exchange  Commodity  Interest rate     Total    Total 
                                                       GBPm       GBPm           GBPm      GBPm     GBPm 
----------------------------------------  -----------------                            -------- 
At 1 January                                        (1,640)      (104)             13   (1,731)    (630) 
---------------------------------------- 
Currency options at inception(1)                       (33)          -              -      (33)     (20) 
----------------------------------------  ----------------- 
Movements in fair value hedges                            -          -            345       345     (35) 
----------------------------------------  ----------------- 
Movements in other derivative contracts             (4,436)         16              -   (4,420)  (1,306) 
----------------------------------------  ----------------- 
Contracts settled                                       558         32              -       590      260 
----------------------------------------  -----------------                            -------- 
At 31 December                                      (5,551)       (56)            358   (5,249)  (1,731) 
----------------------------------------  -----------------                            -------- 
 

(1) The Group wrote currency options to sell USD and buy GBP as part of a commercial agreement. The fair value of this option on inception was treated as a discount to the customer.

 
Financial risk and revenue sharing arrangements (RRSAs) and other financial 
liabilities                                                                           Financial RRSAs   TotalCare Flex 
                                                                                          2016    2015            2016 
                                                                                          GBPm    GBPm            GBPm 
                                                                                     --------- 
At 1 January                                                                             (110)   (145)              -- 
                                                                                     --------- 
Exchange adjustments included in OCI                                                         5       -               - 
                                                                                     --------- 
Additions                                                                                    -       -            (14) 
                                                                                     --------- 
Financing charge(1)                                                                        (6)     (8)             (1) 
                                                                                     --------- 
Excluded from underlying profit 
                                                                                     --------- 
  Changes in forecast payments(1)                                                            5      11 
                                                                                     --------- 
  Exchange adjustments(1)                                                                 (13)     (3)             (3) 
                                                                                     --------- 
Cash paid to partners                                                                       18      35               - 
                                                                                     --------- 
Other                                                                                        -       -               3 
                                                                                     --------- 
At 31 December                                                                           (101)   (110)            (15) 
 

(1) Included in net financing.

Fair values of financial instruments equate to book values with the following exceptions:

 
                           2016                    2015 
                  Book value  Fair value  Book value  Fair value 
                        GBPm        GBPm        GBPm        GBPm 
                              ---------- 
Borrowings           (3,357)     (3,317)     (3,302)     (3,312) 
Financial RRSAs        (101)       (109)       (110)       (110) 
                              ---------- 
 

Fair values

The fair value of a financial instrument is the price at which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an arms-length transaction. Fair values have been determined with reference to available market information at the balance sheet date, using the methodologies described below.

-- Unlisted non-current investments primarily comprise bank deposits where the fair value approximates to the book value.

-- The fair values of trade receivables and payables, short-term investments and cash and cash equivalents are assumed to approximate to cost either due to the short-term maturity of the instruments or because the interest rate of the investments is reset after periods not exceeding six months.

-- Fair values of derivative financial assets and liabilities are estimated by discounting expected future contractual cash flows using prevailing interest rate curves. Amounts denominated in foreign currencies are valued at the exchange rate prevailing at the balance sheet date. These financial instruments are included on the balance sheet at fair value, derived from observable market prices (Level 2 as defined by IFRS 13 Fair Value Measurement).

-- Borrowing, financial RRSAs and TotalCare Flex liabilities are carried at amortised cost. Fair values are estimated by discounting expected future contractual cash flows using prevailing interest rate curves. Amounts denominated in foreign currencies are valued at the exchange rate prevailing at the balance sheet date. For financial RRSAs, the contractual cash flows are based on future trading activity, which is estimated based on latest forecasts.

Borrowings

During the year, the Group has repaid GBP434m of short-term borrowings, including the GBP200m 7(3) /(8) % Notes, which matured in June.

   11   Pensions and other post-retirement benefits 

Movements in the net post-retirement position recognised in the balance sheet were as follows:

 
                                                                        UK schemes  Overseas schemes    Total 
                                                                              GBPm              GBPm     GBPm 
At 1 January 2016                                                            1,043           (1,120)     (77) 
Exchange adjustments                                                             -             (208)    (208) 
Current service cost and administrative expenses(1)                          (169)              (50)    (219) 
Past service credit/(cost)                                                      22               (1)       21 
Settlements(1)                                                               (302)              (10)    (312) 
Financing recognised in the income statement                                    41              (38)        3 
Contributions by employer                                                      185                86      271 
Actuarial gains/(losses) recognised in OCI(2)                              (1,810)              (26)  (1,836) 
Returns on plan assets excluding financing recognised in OCI(2)              2,326                 5    2,331 
Other                                                                            -               (3)      (3) 
At 31 December 2016                                                          1,336           (1,365)     (29) 
 
Analysed as: 
Post-retirement scheme surpluses - included in non-current assets            1,336                10    1,346 
Post-retirement scheme deficits - included in non-current liabilities            -           (1,375)  (1,375) 
                                                                             1,336           (1,365)     (29) 
 

(1) GBP306m of costs have been excluded from the underlying results, comprising: GBP301m settlement cost on the buy-out of the Vickers Group Pension Scheme; GBP3m of administrative expenses on restructuring all the UK defined benefit plans; and GBP2m settlement cost in relation to winding-up lump sums on small pensions as a consequence of the restructuring.

(2) The net actuarial gains in the UK arose principally due to changes in the yield curves used to value the assets and the liabilities.

   12   Contingent liabilities 

On 6 December 2012, the Company announced that it had passed information to the Serious Fraud Office (SFO), following a request from the SFO for information about allegations of malpractice in overseas markets. On 23 December 2013, the Company announced that it had been informed by the SFO that it had commenced a formal investigation. Since the initial announcement, the Company continued its investigations and engaged with the SFO and other authorities in the UK, the US and elsewhere in relation to the matters of concern.

In January 2017, after full cooperation, the Company concluded deferred prosecution agreements with the SFO and the US Department of Justice and a leniency agreement with the MPF, the Brazilian federal prosecutors which are described on page 5. Prosecutions of individuals may follow and investigations may be commenced in other jurisdictions. In addition, we could still be affected by actions from customers and customers' financiers. The Directors are not currently aware of any matters that are likely to lead to a financial loss, but cannot anticipate all the possible actions that may be taken or their potential consequences.

In connection with the sale of its products the Group will, on some occasions, provide nancing support for its customers - generally in respect of civil aircraft. The Group's commitments relating to these nancing arrangements, which are spread over many years, relate to a number of customers and a broad product portfolio and are generally secured on the asset subject to the financing. These include commitments of US$3.2bn (31 December 2015: US$3.1bn) to provide borrowing facilities to enable customers to purchase aircraft (of which approximately US$421m could be called in 2017). These facilities may only be used if the customer is unable to obtain financing elsewhere and are priced at a premium to the market rate. Consequently the directors do not consider that there is a significant exposure arising from the provision of these facilities.

Commitments on delivered aircraft in excess of the amounts provided are shown in the table below. These are reported on a discounted basis at the Group's borrowing rate to re ect better the time span over which these exposures could arise. These amounts do not represent values that are expected to crystallise. The commitments are denominated in US dollars. As the Group does not generally adopt cash flow hedge accounting for future foreign exchange transactions, this amount is reported, together with the sterling equivalent at the reporting date spot rate. The values of aircraft providing security are based on advice from a specialist aircraft appraiser.

 
                                                          31 December 2016    31 December 2015 
                                                             GBPm        $m      GBPm        $m 
Gross contingent liabilities                                  238       293       269       399 
Value of security(1)                                        (103)     (126)     (136)     (201) 
Indemnities                                                  (74)      (91)      (79)     (118) 
Net commitments                                                61        76        54        80 
Net commitments with security reduced by 20%(2)                86       106        78       115 
(1) Security includes unrestricted cash collateral of:         38        47        35        52 
 

(2) Although sensitivity calculations are complex, the reduction of the relevant security by 20% illustrates the sensitivity of the contingent liability to changes in this assumption.

Contingent liabilities exist in respect of guarantees provided by the Group in the ordinary course of business for product delivery, performance and reliability. The Group has, in the normal course of business, entered into arrangements in respect of export finance, performance bonds, countertrade obligations and minor miscellaneous items. Various Group undertakings are parties to legal actions and claims which arise in the ordinary course of business, some of which are for substantial amounts. As a consequence of the insolvency of an insurer as previously reported, the Group is no longer fully insured against known and potential claims from employees who worked for certain of the Group's UK-based businesses for a period prior to the acquisition of those businesses by the Group. While the outcome of some of these matters cannot precisely be foreseen, the directors do not expect any of these arrangements, legal actions or claims, after allowing for provisions already made, to result in significant loss to the Group.

On 11 July 2016, the Group announced that it will purchase the outstanding 53.1% shareholding in ITP owned by SENER Grupo de Ingeniería SA ("SENER"). This follows a decision by SENER to exercise its put option. On 28 November 2016, and following due diligence, the Group confirmed the valuation of EUR720m. Under the agreement, consideration will be settled over a two-year period following completion in eight evenly spaced instalments of equal value. The updated agreement allows flexibility to settle the consideration either in cash, in the form of Rolls-Royce shares or any mixture of the two, as preferred by Rolls-Royce. A decision as to whether each payment will be settled in cash, shares or cash and shares will be determined by Rolls-Royce during the payment period.

Completion remains subject to regulatory clearances and is expected in 2017.

   13   Related party transactions 

Transactions with related parties are shown in note 24 of the 2016 Annual Report. Significant transactions in the current financial period are as follows:

 
                                                                        2016     2015 
                                                                        GBPm     GBPm 
Sales of goods and services to joint ventures and associates           2,022    1,896 
Purchases of goods and services from joint ventures and associates   (1,881)  (2,266) 
 

Included in sales of goods and services to joint ventures and associates are sales of spare engines amounting to GBP356m (2015: GBP189m).

Profit recognised in the year on such sales amounted to GBP119m (2015: GBP71m), including profit on current year sales and recognition of profit deferred on similar sales in previous years. On an underlying basis (at actual achieved rates on settled derivative transactions), the amounts were GBP97m (2015: GBP67m).

   14   Derivation of summary funds flow statement 

The table below shows the derivation of the summary funds flow statement (lines marked *) on page 27 from the consolidated cash flow statement on page 30.

 
                                                    2016           2015 
                                                GBPm     GBPm   GBPm   GBPm  Source 
    Underlying profit before tax (PBT) - 
*    opposite                                             813         1,432 
 Depreciation of property, plant and 
  equipment                                      426             378         Cash flow statement 
 Amortisation of intangible assets               628             432         Cash flow statement 
    Impairment of goodwill                     (219)            (75)         Reversal of underlying adjustment (above) 
    Impairment of investments                      -               2         Cash flow statement 
    Acquisition accounting                     (115)           (124)         Reversal of underlying adjustment (above) 
*   Depreciation and amortisation                         720           613 
 (Increase)/decrease in inventories            (161)              63         Cash flow statement 
                                                                             Cash flow statement adjusted for 
    Decrease/(increase) in trade and other                                   non-underlying exchanges differences of 
    receivables                                  312           (836)         GBP258m 
                                                                             Cash flow statement adjusted for 
    (Decrease)/increase in trade and other                                   non-underlying exchanges differences of 
    payables                                   (273)             242         GBP507m 
    Revaluation of trading assets                 67            (13)         Reversal of underlying adjustment (above) 
*   Movement on net working capital                      (55)         (544) 
 Additions of intangible assets                (631)           (408)         Cash flow statement 
 Purchases of property, plant and equipment    (585)           (487)         Cash flow statement 
 Government grants received                       15               8         Cash flow statement 
    Expenditure on property, plant and 
*    equipment and intangible assets                  (1,201)         (887) 
    Realised losses on hedging instruments       426             287         Reversal of underlying adjustment (above) 
    Net unrealised fair value to changes to 
    derivatives                                    -             (9)         Reversal of underlying adjustment (above) 
    Foreign exchange on contract accounting       77             (9)         Reversal of underlying adjustment (above) 
    Exceptional restructuring                  (129)            (49)         Reversal of underlying adjustment (above) 
    Other                                        (1)             (1)         Reversal of underlying adjustment (above) 
                                                                             Reversal of charge in underlying PBT 
    Underlying financing                         102              60         (above) 
 Non-underlying exchange differences on 
  receivables                                  (258)               -         Reversal of adjustment above 
 Non-underlying exchange differences on 
  payables                                       507               -         Reversal of adjustment above 
 Loss on disposal of property, plant and 
  equipment                                        5               8         Cash flow statement 
                                                                             Joint venture dividends less share of 
    Joint ventures                              (43)            (37)         results - cash flow statement 
 Increase/(decrease) in provisions                44           (151)         Cash flow statement 
 Cash flows on other financial assets and 
  liabilities                                  (608)           (305)         Cash flow statement 
 Share based payments                             35               5         Cash flow statement 
    Additions of unlisted investments              -             (6)         Cash flow statement 
 Disposal of intangible assets                     8               4         Cash flow statement 
 Disposal of property, plant and equipment         8              33         Cash flow statement 
 Investments in joint ventures and associates   (30)            (15)         Cash flow statement 
                                                                             Interest received and paid - cash flow 
    Net interest                                (72)            (55)         statement 
    Net funds of joint ventures reclassified                                 Net cash and borrowings reclassified - 
    to joint operations                          (4)               -         cash flow statement 
 Issue of ordinary shares                          1              32         Cash flow statement 
    Purchase of ordinary shares for share                                    Cash flow statement, 2015 includes GBP19m 
    schemes                                     (21)            (21)         from share buyback 
*   Other                                                  47         (229) 
*   Trading cash flow                                     324           385 
 Net defined benefit plans - underlying 
  operating charge                               204             213         Cash flow statement 
 Cash funding of defined benefit plans         (271)           (259)         Cash flow statement 
    Contributions to defined benefit schemes 
*    in excess of underlying PBT charge                  (67)          (46) 
*   Tax                                                 (157)         (160)  Cash flow statement 
*   Free cash flow                                        100           179 
*                                                                            Redemption of C Shares - cash flow 
    Shareholder payments                                (301)         (421)  statement 
                                                                             Cash flow statement, excluding GBP19m 
*   Share buyback                                           -         (414)  retained for share incentive schemes 
*   Increase in share in joint ventures                 (154)             -  Cash flow statement 
*   Discontinued operations                                 -         (121)  Cash flow statement 
*   Other acquisitions and disposals                        1           (3)  Cash flow statement 
*   Foreign exchange                                      240             3  Cash flow statement 
*   Change in net debt                                  (114)         (777) 
 

Free cash flow is a measure of financial performance of the business's cash flow to see what is available for distribution among those stakeholders funding the business (including debt holders and shareholders). Free cash flow is calculated as trading cash flow less recurring tax and post-employment benefit expenses excluding capital expenditures and excludes payments made to shareholders, amounts spent (or received) on business acquisitions, exceptional restructuring costs and foreign exchange changes on net funds. The Board considers that free cash flow reflects cash generated from the Group's underlying trading.

 
                                                   2016           2015 
                                                 GBPm   GBPm   GBPm   GBPm  Source 
Reported operating profit                                 44         1,499 
Realised losses on hedging instruments          (426)         (287)         Reported to underlying adjustment (note 2) 
Net unrealised fair value to changes to 
derivatives                                         -             9         Reported to underlying adjustment (note 2) 
Foreign exchange on contract accounting          (77)             9         Reported to underlying adjustment (note 2) 
Revaluation of trading assets and liabilities    (67)            13         Reported to underlying adjustment (note 2) 
Effect of acquisition accounting                  115           124         Reported to underlying adjustment (note 2) 
UK pension restructuring                          306             -         Reported to underlying adjustment (note 2) 
Impairment of goodwill                            219            75         Reported to underlying adjustment (note 2) 
Exceptional restructuring                         129            49         Reported to underlying adjustment (note 2) 
Financial penalties from agreements with 
investigating bodies                              671             -         Reported to underlying adjustment (note 2) 
Other                                               1             1         Reported to underlying adjustment (note 2) 
Adjustments to reported operating profit                 871           (7) 
Underlying profit before financing                       915         1,492 
Underlying financing                                   (102)          (60)  Underlying income statement (note 2) 
Underlying profit before tax                             813         1,432 
 

The table below shows a reconciliation of free cash flow to the change in cash and cash equivalents presented in the consolidated cash flow statement on page 30.

 
                                                                 2016          2015 
                                                              GBPm   GBPm  GBPm     GBPm 
Change in cash and cash equivalents                                 (691)            320 
Shareholder payments                                           301          421 
Share buy back                                                   -          433 
Less amount retained for share incentive schemes                 -         (19) 
Returns to shareholders                                               301            835 
Net cash flow from changes in borrowings and finance leases           345        (1,095) 
Increase/decrease in short-term investments                             1            (5) 
Increase in share in joint ventures                            154            - 
Debt of joint ventures reclassified as joint operations        (9)            - 
Disposal of discontinued operations                              -          121 
Acquisition of businesses                                        6            5 
Disposal of other businesses                                   (7)          (2) 
Changes in group structure                                            144            124 
Free cash flow                                                        100            179 
 

Principal risks and uncertainties

The following table describes the principal risks facing the Group, notwithstanding that there are other risks that may occur and may impact the achievement of the Group's objectives:

 
Risk or uncertainty and potential        How we manage it 
 impact 
Disruptive technologies and 
 business models                            *    Horizon and emerging technology scanning, and 
 Disruptive technologies, new                    understanding our competitors, including patent 
 entrants with alternative                       searches. 
 business models or disruptions 
 to key markets or customers 
 could reduce our ability to                *    Investing in innovation and new technologies. 
 win sustainable future business, 
 achieve operating results 
 and realise future growth                  *    Focusing on enhancing our skills and capabilities to 
 opportunities.                                  maintain our technology leadership. 
 
 
                                            *    Forming strategic partnerships and conducting joint 
                                                 research programmes. 
 
 
                                            *    Establishing our digital business. 
Product failure 
 Product not meeting safety                 *    Ensuring a culture that puts safety first. 
 expectations, or causing significant 
 impact to customers or the 
 environment through failure                *    Applying our engineering design and validation 
 in quality control.                             process from initial design, through production and 
                                                 into service. 
 
 
                                            *    Reviewing the scope and effectiveness of the Group's 
                                                 product safety policies to ensure that they operate 
                                                 to the highest industry standards. 
 
 
                                            *    Operating a safety management system (SMS), governed 
                                                 by the product safety review board, and subject to 
                                                 continual improvement based on experience and 
                                                 industry best practice. 
 
 
                                            *    Product safety training is an integral part of our 
                                                 SMS. 
 
 
                                            *    Improving our supply chain quality. 
Business continuity 
 Breakdown of external supply               *    Continuing our investment in adequate capacity and 
 chain or internal facilities                    modern equipment and facilities. 
 that could be caused by destruction 
 of key facilities, natural 
 disaster, regional conflict,               *    Identifying and assessing points of weakness in our 
 financial insolvency of a                       internal and external supply chain, our IT systems 
 critical supplier or scarcity                   and the skills of our people. 
 of materials which would reduce 
 the ability to meet customer 
 commitments, win future business           *    Selecting stronger suppliers, developing dual sources 
 or achieve operational results.                 or dual capability. 
 
 
                                            *    Developing and testing site-level incident management 
                                                 and business recovery plans. 
 
 
                                            *    Providing improved response to supply chain 
                                                 disruption through customer excellence centres. 
 
 
                                            *    Understanding potential changes to supply chain 
                                                 responsiveness and resilience resulting from Brexit 
                                                 and change to the US administration (eg. due to 
                                                 logistics delays). 
IT vulnerability 
 Breach of IT security causing              *    Implementing 'defence in depth' through deployment of 
 controlled or critical data                     multiple layers of software and processes including 
 to be lost, made inaccessible,                  web gateways, filtering, firewalls, intrusion, 
 corrupted or accessed by unauthorised           advanced persistent threat detectors and integrated 
 users.                                          reporting. 
 
 
                                            *    Running security and network operations centres. 
 
 
                                            *    Actively sharing IT security information through 
                                                 industry, government and security forums. 
Competitive position 
 The presence of large, financially         *    Accessing and developing key technologies and service 
 strong competitors in the                       offerings which differentiate us competitively. 
 majority of our markets means 
 that the Group is susceptible 
 to significant price pressure              *    Focusing on being responsive to our customers and 
 for original equipment or                       improving the quality, delivery and reliability of 
 services even where our markets                 our products and services. 
 are mature or the competitors 
 few. Our main competitors 
 have access to significant                 *    Partnering with others effectively. 
 government funding programmes 
 as well as the ability to 
 invest heavily in technology               *    Driving down cost and improving margins. 
 and industrial capability. 
 
                                            *    Protecting credit lines. 
 
 
                                            *    Investing in innovation, manufacturing and production, 
                                                 and continuing governance of technology programmes. 
 
 
                                            *    Maintaining a healthy balance sheet to enable access 
                                                 to cost-effective sources of third-party funding. 
 
 
                                            *    Understanding our competitors. 
 
 
                                            *    Understanding the potential implications on our 
                                                 competitiveness resulting from Brexit and change to 
                                                 the US administration. 
Political risk 
 Geopolitical factors that                  *    Where possible, locating our facilities and supply 
 lead to an unfavourable business                chain in countries with a low level of political risk 
 climate and significant tensions                and/or ensuring that we maintain dual capability. 
 between major trading parties 
 or blocs which could impact 
 the Group's operations. For                *    Diversifying global operations to avoid excessive 
 example: explicit trade protectionism,          concentration of risks in particular areas. 
 differing tax or regulatory 
 regimes, potential for conflict; 
 or broader political issues.               *    The Group's international network and its businesses 
                                                 proactively monitoring local situations. 
 
 
                                            *    Maintaining a balanced business portfolio with high 
                                                 barriers to entry and a diverse customer base. 
 
 
                                            *    Proactively influencing regulation where it affects 
                                                 us. 
 
 
                                            *    Steering committee, chaired by Group President, to 
                                                 co-ordinate activities across the Group and minimise 
                                                 the impact of Brexit. 
 
 
                                            *    Monitoring the potential impact of changes following 
                                                 the change to the US administration, relating to tax 
                                                 policy, trade and relationships with the UK 
                                                 government. 
Major programme delivery 
 Failure to deliver a major                 *    Major programmes are subject to Board approval. 
 programme on time, within 
 budget, to specification, 
 or technical performance falling           *    Reviewing major programmes at levels and frequencies 
 significantly short of customer                 appropriate to their criticality and performance, 
 expectations, or not delivering                 against key financial and non-financial deliverables 
 the planned business benefits,                  and potential risks throughout the programmes 
 would have potentially significant              lifecycles. 
 adverse financial and reputational 
 consequences, including the 
 risk of impairment of the                  *    Conducting technical audits at pre-defined points 
 carrying value of the Group's                   which are performed by a team that is independent 
 intangible assets and the                       from the programme. 
 impact of potential litigation. 
 
                                            *    Requiring programmes to address the actions arising 
                                                 from reviews, and audits and then monitoring and 
                                                 controlling progress through to closure. 
 
 
                                            *    Applying knowledge management principles to provide 
                                                 benefit to current and future programmes. 
Compliance 
 Non-compliance by the Group                *    Taking an uncompromising approach to compliance. 
 with legislation or other 
 regulatory requirements in 
 the heavily regulated environment          *    Operating an extensive compliance programme. This 
 in which it operates (for                       programme and the Global Code of Conduct are 
 example: export controls;                       disseminated throughout the Group and are updated 
 use of controlled chemicals                     from time to time to ensure their continued relevance, 
 and substances; and anti-bribery                and to ensure that they are complied with, both in 
 and corruption legislation)                     spirit and to the letter. The Global Code of Conduct 
 compromising the ability to                     and the Group's compliance programme are supported by 
 conduct business in certain                     appropriate training. 
 jurisdictions and exposing 
 the Group to potential: reputational 
 damage; financial penalties;               *    Strengthening of the ethics, anti-bribery and 
 debarment from government                       corruption, compliance and export control teams. 
 contracts for a period of 
 time; and/or suspension of 
 export privileges (including               *    A legal team is in place to manage regulatory 
 export credit financing),                       investigations. 
 each of which could have a 
 material adverse effect 
                                            *    Engaging with external regulatory authorities. 
 
 
                                            *    Implementing a comprehensive Registration, Evaluation, 
                                                 Authorisation and restriction of CHemicals (REACH) 
                                                 compliance programme. This includes establishing 
                                                 appropriate data systems and processes, working with 
                                                 our suppliers, customers and trade associations and 
                                                 conducting research on alternative materials. 
Market and financial shock 
 The Group is exposed to a                  *    Maintaining a healthy balance sheet, through managing 
 number of market risks, some                    cash balances and debt levels and maturities. 
 of which are of a macro-economic 
 nature (eg. oil price, exchange 
 rates) and some of which are               *    Providing financial flexibility by maintaining high 
 more specific to the Group                      levels of liquidity and an investment grade credit 
 (eg. liquidity and credit                       rating. 
 risks, credit rating, profitability 
 post IFRS 15, reduction in 
 air travel or disruption to                *    Sustaining a balanced portfolio through earning 
 other customer operations).                     revenue both from the sale of original equipment and 
 Significant extraneous market                   aftermarket services, providing a broad product range 
 events could also materially                    and addressing diverse markets that have differing 
 damage the Group's competitiveness              business cycles. 
 and/or creditworthiness. 
 This would affect operational 
 results or the outcomes of                 *    Deciding where and what currencies to source in, and 
 financial transactions.                         where and how much credit risk is extended or taken. 
                                                 The Group has a number of treasury policies that are 
                                                 designed to hedge residual risks using financial 
                                                 derivatives (foreign exchange, interest rates and 
                                                 commodity price risk. 
 
 
                                            *    Review debt financing and hedging in light of 
                                                 volatility in external financial markets caused by 
                                                 external events, such as Brexit and change of US 
                                                 administration. 
Talent and capability 
 Inability to attract and retain            *    Attracting, rewarding and retaining the right people 
 the critical capabilities                       with the right skills globally in a planned and 
 and skills needed in sufficient                 targeted way, including regular benchmarking of 
 numbers and to effectively                      remuneration. 
 organise, deploy and incentivise 
 our people to deliver our 
 strategy, business plan and                *    Developing and enhancing organisational, leadership, 
 projects.                                       technical and functional capability to deliver global 
                                                 programmes and transformational change. 
 
 
                                            *    Continuing a strong focus on individual development 
                                                 and succession planning. 
 
 
                                            *    Proactively monitoring retirement in key areas and 
                                                 actively managing the development and career paths of 
                                                 our people with a special focus on employees with the 
                                                 highest potential. 
 
 
                                            *    Embedding a lean, agile high performance culture that 
                                                 tightly aligns Group strategy with individual and 
                                                 team objectives. 
 
 
                                            *    Retaining, incentivising and effectively deploying 
                                                 the critical capabilities, skills and people needed 
                                                 to deliver our strategic priorities, plans and 
                                                 projects whilst implementing the Group's major 
                                                 programme to transform its business, to be resilient 
                                                 and to act with pace and simplicity. 
 
 
                                            *    Tracking engagement through our annual employee 
                                                 opinion survey and a commitment to drive year-on-year 
                                                 improvement to the employee experience and 
                                                 communications. 
 
 
                                            *    Reviewing employee mobility as part of Brexit 
                                                 steering group. 
 

Annual General Meeting

All holders of ordinary shares may attend the Company's AGM at which the Chairman and Chief Executive present a review of the key business developments during the year. This year's AGM will be held at 11.00am on Thursday 4 May 2017 at the Pride Park Stadium, Pride Park, Derby, DE24 8XL. Shareholders can ask questions of the Board on the matters put to the meeting, including the Annual Report and the running of the Company generally. All Directors are invited to attend each AGM. Unless unforeseen circumstances arise, all committee chairmen will be present to take questions at the AGM.

Payments to shareholders

The Company issues non-cumulative redeemable preference shares (C Shares) as an alternative to paying a cash dividend.

Shareholders can choose to:

   --     redeem all C Shares for cash; 

-- redeem all C Shares for cash and reinvest the proceeds in the C Share Reinvestment Plan (CRIP); or

   --     keep the C Shares. 

The CRIP is operated by Computershare Investor Services PLC (the Registrar). The Registrar will purchase ordinary shares in the market for shareholders electing to reinvest their C Share proceeds. Shareholders wishing to participate in the CRIP or redeem their C Shares in July 2017 must ensure that their instructions are lodged with the Registrar no later than 5pm BST on 1 June 2017 (CREST holders must submit their election in CREST before 3pm BST on 1 June 2017). Redemption will take place on 5 July 2017.

At the AGM, the Directors will recommend an issue of 71 C Shares with a total nominal value of 7.1p for each ordinary share. The C Shares will be issued on 3 July 2017 to shareholders on the register on 28 April 2017 and the final day of trading with entitlement to C Shares is 26 April 2017. Together with the interim issue on 4 January 2017 of 46 C Shares for each ordinary share with a total nominal value of 4.6p, this is the equivalent of a total annual payment to ordinary shareholders of 11.7p for each ordinary share.

Directorate change

Further to the announcement on page 8 in respect of Colin Smith, the remuneration details required to be made available under section 430 (2B) of the Companies Act 2006 are available on the corporate governance section of our website www.rolls-royce.com

Annual report and financial statements

The statements below have been prepared in connection with the Company's full Annual Report for the year ended 31 December 2016. Certain parts thereof are not included in this announcement.

Going concern

The going concern assessment considers whether it is appropriate to prepare the financial statements on a going concern basis.

The Group meets its funding requirements through a mixture of shareholders' funds, bank borrowings, bonds and notes. At 31 December 2016, the Group had borrowing facilities of GBP5.3bn and total liquidity of GBP5.1bn, including cash and cash equivalents of GBP2.8bn and undrawn facilities of GBP2.3bn. GBP170m of the facilities mature in 2017.

The Group's forecasts and projections, taking into account reasonably possible changes in trading performance, show that the Group has sufficient financial resources. The Directors have reasonable expectations that the Company and the Group are well placed to manage business risks and to continue in operational existence for the foreseeable future (which accounting standards require to be at least a year from the date of this report) and have not identified any material uncertainties to the Company's and the Group's ability to do so.

On the basis described above, the Directors consider it appropriate to adopt the going concern basis in preparing the consolidated financial statements (in accordance with the 'Guidance on Risk Management, Internal Control and Related Financial and Business Reporting' published by the Financial Reporting Council in September 2014).

Responsibility statements under the Disclosure Guidance and Transparency Rules

Each of the persons who is a Director at the date of approval of this report confirms that to the best of his or her knowledge:

i. each of the Group and parent company financial statements, prepared in accordance with IFRS and UK Accounting Standards respectively, gives a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and the undertakings included in the consolidation taken as a whole;

ii. the Strategic Report and Directors' Report include a fair review of the development and performance of the business and the position of the Company and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face; and

iii. the Annual Report, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Group's position and performance, business model and strategy.

By order of the Board

 
Warren East        David Smith 
 Chief Executive    Chief Financial Officer 
 13 February 2017   13 February 2017 
 

This information is provided by RNS

The company news service from the London Stock Exchange

END

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