TIDM85MJ

RNS Number : 4008J

Network Rail Infrastructure Finance

04 December 2018

4 December 2018

NETWORK RAIL INFRASTRUCTURE FINANCE PLC

HALF-YEAR RESULTS 2018/19

Commentary

Network Rail Infrastructure Finance PLC ("NRIF", "the company") was incorporated on 31 March 2004 and entered into documentation to facilitate debt issuance on 29 October 2004.

As of 4 July 2014 Network Rail's funding requirement is met by the Department for Transport ("DfT") via a loan facility to Network Rail Infrastructure Limited ("NRIL") the owner and operator of the national rail network of Great Britain. As a result, NRIF continues to operate as the administrator of existing debt issues and derivatives under the Debt Issuance Programme ("DIP"), but will not be issuing new debt for the foreseeable future. Existing debt, derivatives and related interest payments within NRIF are passed onto NRIL in the form of an intercompany loan and embedded derivative.

The company was incorporated for the sole purpose of acting as the issuer under Network Rail's DIP and legally is not a member of the Network Rail group or related to or controlled by the Secretary of State for Transport. However, for accounting purposes the company is treated as a subsidiary in the consolidated accounts of Network Rail Limited ("NRL"). The DIP is guaranteed by a financial indemnity from the Secretary of State for Transport and as a result the financial indemnity is a direct sovereign obligation of the Crown and Network Rail's debt is zero per cent risk weighted.

The financial indemnity is an unconditional and irrevocable obligation of the UK Government to make payments directly to a security trustee to cover all debt service shortfalls, whatever the cause. The financial indemnity is also designed to ensure timely payment as well as ultimate recourse to the UK Government.

Within the DIP, which is administered by NRIL, is a multi-currency note programme with a maximum limit of GBP40bn, which has been assigned the following credit ratings: AA by Standard and Poor's, Aa2 (stable outlook) by Moody's and AA (negative outlook) by Fitch.

NRIF made a profit before tax of GBP55,000 in the six months to 30 September 2018, being the excess of the fee charged to NRIL for the administration of the facility over the fee charged by NRIL for the provision of the facility.

Reclassification of Network Rail

In December 2013, the Office for National Statistics announced the reclassification of Network Rail as a Central Government Body in the UK National Accounts and Public Sector Finances with effect from 1 September 2014. This is a statistical change driven by new guidance in the European System of National Accounts 2010 (ESA10).

As part of Network Rail's formal reclassification to the public sector, an arrangement was agreed whereby funding would be provided by the DfT in the form of a loan made directly to NRIL. As a result, from 4 July 2014, Network Rail borrows directly from the UK Government and currently has no plans to issue debt in its own name through NRIF.

In the unlikely event that the DfT withdraws or breaches its obligations on the loan facility to NRIL, NRIF may issue further bonds or commercial paper. NRIF's future debt service obligations will be met through repayments of the intercompany loan by NRIL.

Financial commentary

All of the outstanding bonds under the DIP, including nominal and index-linked benchmarks and private placements in all currencies, will continue to benefit from a direct and explicit guarantee from the UK Government under the financial indemnity.

At 30 September 2018 there was GBP28,834m of bonds outstanding issued under the DIP. During the period a nominal bond of USD 1,750m matured. UK RPI index-linked debt was 77 per cent of gross debt at 30 September 2018. There was no issued commercial paper outstanding as at 30 September 2018 (30 March 2018: GBPnil).

Cash balances are required for settlement of maturing bonds and for the purposes of managing collateral posted by financial derivative counterparties. This is funded by NRIL through the intercompany borrowing. The cash and cash equivalents balance as at 30 September 2018 totalled GBP8m.

The external derivative value increased by GBP45m to negative GBP623m at 30 September 2018 (31 March 2018: negative GBP668m). This movement relates to the decrease in valuation of cross currency swaps of GBP53m, offset by an increase in the valuation of interest rate swaps of GBP98m.

Treasury operations

The treasury operations of NRIL, who administers the programme on behalf of NRIF, are co-ordinated and managed in accordance with policies and procedures approved by the Treasury Committee, being a full sub-committee of the Network Rail board. Treasury operations are subject to internal audits and the company does not engage in trades of a speculative nature.

Liquidity is provided by monitoring that NRIL has sufficient funds to meet its obligations to NRIF. NRIL are able to vary drawdowns under the DfT loan agreement in order to maintain liquidity. In addition a GBP4bn commercial paper programme is available to provide liquidity in the event of the withdrawal of, or default by, DfT under the DfT Loan Facility.

NRIF is also affected by future cash flow risks arising from changes in interest rate, inflation rate and foreign currency movements. The company enters into derivative financial instruments to partially mitigate these risks. Further detail is available in the Network Rail Limited annual report and accounts 2018.

Counterparty limits are set with reference to published credit ratings. These limits dictate how much and for how long management deals with each counterparty, and are monitored on a regular basis.

Outlook

The principal risks managed by Network Rail are unchanged from those set out in the directors' report on pages 39-45 of the Network Rail Limited annual report and accounts 2018. There are also further details on funding and financial risk management in note 25 on pages 126-134 of these accounts.

The major risks that the company faces are financing risks including, interest rate risk, foreign currency fluctuation risk, and liquidity risk. The treasury operation of NRIL, which administers the programme on behalf of NRIF, seeks to provide sufficient liquidity to meet the company's needs, while reducing financial risks and prudently maximising interest receivable on surplus cash.

Liquidity risk is managed by maintaining adequate cash balances and continuous monitoring of forecast and actual cash flows.

The company has certain debt issuances which are index-linked and thus exposed to movements in inflation rates. The company does not enter into any derivative arrangements to hedge these.

The credit risk with regard to all classes of derivative financial instruments entered into before 1 January 2013 is limited because Network Rail has arrangements in place which limits each counterparty to a threshold (based on credit ratings) which if exceeded requires the counterparty to post cash collateral. Trades entered into after 1 January 2013 are governed by new agreements where both Network Rail and its counterparties post collateral on their full adverse net derivative positions. The new agreements do not contain threshold provisions.

Treasury operations are co-ordinated and managed in accordance with policies and procedures approved by NRIL's board. Treasury operations are subject to regular internal audits and treasury does not engage in trades of a speculative nature.

Statement of directors' responsibilities

The directors confirm that this interim financial information has been prepared in accordance with International Accounting Standard ("IAS") 34 as adopted by the European Union and that the interim management report includes a fair review of the information required by DTR 4.2.7 and DTR 4.2.8, namely:

-- an indication of important events that have occurred during the first six months and their impact on the condensed set of financial statements, and a description of the principal risks and uncertainties for the remaining six months of the financial year; and

-- material related-party transactions in the first six months and any material changes in the related-party transactions described in the last annual report.

The directors of NRIF are listed on our website at www.networkrail.co.uk

Approved by the board of directors and signed by order of the board.

Cliff Pearce (director)

3 December 2018

Independent review report

to Network Rail Infrastructure Finance PLC

I have been engaged by the company to review the condensed interim financial statements of Network Rail Infrastructure Finance Plc for the six months ended 30 September 2018 which comprise the Statement of Comprehensive Income, the Balance Sheet, the Cash Flow Statement, the Statement of Changes in Equity and related explanatory notes.

I have read the other information contained in the interim financial statements and considered whether it contains any apparent misstatements or material inconsistences with the information in the condensed interim financial statements.

Respective responsibilities of the directors and the auditor

The condensed interim financial statements are the responsibility of, and have been approved by, the directors of Network Rail Infrastructure Finance Plc. As explained more fully in the Statement of Directors' Responsibilities, the directors are responsible for preparing the condensed interim financial statements in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.

As disclosed in note 1, the financial reporting framework that has been applied in the preparation of the full annual financial statements of the group is applicable law and International Financial Reporting Standards (IFRS) as adopted by the European Union. The condensed interim financial statements have been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.

My responsibility is to express to the company a conclusion on the condensed interim financial statements.

Scope of Review

I conducted my review in accordance with International Standards on Review Engagement (UK & Ireland) 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity' issued by the Auditing Practices Board for use in the United Kingdom.

A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable me to obtain assurance that I would become aware of all significant matters that might be identified in an audit. Accordingly, I do not express an audit opinion.

Conclusion

Based on my review, nothing has come to my attention that causes me to believe that the accompanying interim financial information for the six months ended 30 September 2018, is not prepared in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.

Matthew Kay (Senior Statutory Auditor)

4 December 2018

For and on behalf of the

Comptroller and Auditor General (Statutory Auditor)

National Audit Office

157-197 Buckingham Palace Road

Victoria

LONDON SW1W 9SP

Statement of comprehensive income

 
                                            Unaudited      Unaudited    Audited 
                                           six months     six months       year 
                                                ended          ended      ended 
                                         30 September   30 September   31 March 
                                                 2018           2017       2018 
                                                 GBPm           GBPm       GBPm 
 
Profit from operations                              -              -          - 
 
Finance income                                    699            757      1,330 
Finance costs                                   (699)          (757)    (1,330) 
 
Profit before taxation                              -              -          - 
Tax                                                 -              -          - 
 
Profit and total comprehensive income               -              -          - 
 for the period 
 
 

All income and expense in the company is recognised in the statement of comprehensive income and there are no transactions that impact the statement of comprehensive income.

There has been no impact to the statement of comprehensive income on adoption of IFRS9. Restatement of prior year balances also has had no impact.

Statement of changes in equity

 
                           Share   Retained 
                         capital   Earnings  Total 
                            GBPm       GBPm   GBPm 
                               - 
----------------------  --------  ---------  ----- 
At 1 April 2017                -          1      1 
Profit for the period          -          -      - 
                                                 - 
----------------------  --------  ---------  ----- 
At 1 April 2018                -          1      1 
Profit for the period          -          -      - 
 
At 30 September 2018           -          1      1 
 
 

Balance sheet

 
                                                                  Unaudited       Audited 
                                                 Unaudited     30 September      31 March 
                                              30 September             2017          2018 
                                                      2018      (restated)*   (restated)* 
                                    Notes             GBPm             GBPm          GBPm 
 
Non-current assets 
Receivables: amounts falling 
 due after more than one year*        2             28,858           29,727        29,977 
Derivative financial instruments                       270              466           269 
 
Total non-current assets                            29,128           30,193        30,246 
 
Current assets 
Receivables: amounts falling 
 due within one year*                 2              1,711            3,690         2,664 
Derivative financial instruments*                      163              193           228 
Cash and cash equivalents             3                  8              946             1 
 
Total current assets                                 1,882            4,829         2,893 
 
Total assets                                        31,010           35,022        33,139 
 
 
Current liabilities 
Borrowings*                           3              (765)          (2,985)       (1,957) 
Derivative financial instruments                      (39)              (3)          (19) 
Other payables                        4              (320)            (349)         (269) 
 
Total current liabilities                          (1,124)          (3,337)       (2,245) 
 
Net current assets                                     758            1,492           648 
 
Non-current liabilities 
Borrowings*                           3           (28,868)         (30,367)      (29,747) 
Derivative financial instruments                   (1,017)          (1,317)       (1,146) 
 
Total non-current liabilities                     (29,885)         (31,684)      (30,893) 
 
Total liabilities                                 (31,009)         (35,021)      (33,138) 
 
Net assets                                               1                1             1 
 
Equity 
Share capital                                            -                -             - 
Retained earnings                                        1                1             1 
 
Total equity                                             1                1             1 
 
 

* Prior period comparatives have been restated to fair value for IFRS 9 classification and measurement requirements. See note 7 for further details. The prior period comparatives for 31 March 2018 were audited before the restatement for IFRS 9.

This interim report was approved by the board of directors on 3 December 2018.

It was signed on its behalf by:

 
 Cliff Pearce (director)           Helena Whitaker (director) 
 

Cash flow statement

 
                                                   Unaudited      Unaudited            Audited 
                                                  six months     six months               year 
                                                       ended          ended              ended 
                                                30 September   30 September           31 March 
                                                        2018           2017               2018 
                                         Note           GBPm           GBPm               GBPm 
 
Cash flows from operating activities      6            1,095          1,113              1,819 
Interest paid                                          (319)          (272)              (652) 
 
Net cash inflow from operating 
 activities                                              776            841              1,167 
 
Investing activities 
Interest received                                        319            271                651 
 
Net cash flow from investing 
 activities                                              319            271                651 
 
Financing activities 
Repayment of borrowings                              (1,126)              -            (1,524) 
Decrease/(Increase) in collateral 
 posted                                                   23          (193)              (125) 
Increase/(Decrease) in collateral 
 held                                                     15          (136)              (172) 
Cash flow on settlement of derivatives                     -            159                  - 
 
Net cash used in financing activities                (1,088)          (170)            (1,821) 
 
Net increase/ (decrease) in 
 cash and cash equivalents                                 7            942                (3) 
 
Cash and cash equivalents at 
 beginning of the period                                   1              4                  4 
 
Cash and cash equivalents at 
 end of the period                                         8            946                  1 
 
 

Notes to the interim financial statements

Six months ended 30 September 2018

1. General information

Network Rail Infrastructure Finance PLC is a company incorporated in Great Britain and registered in England and Wales under the Companies Act 2006.

The company's registration number is 5090412. The company's registered office is situated at 1 Eversholt Street, London, NW1 2DN, United Kingdom.

The company's principal activities, details of the company's business activities and key events, and changes during the year are contained within the commentary on pages 1 to 3.

This condensed interim financial information does not comprise statutory accounts within the meaning of Section 434 of the Companies Act 2006. Statutory accounts for the year ended 31 March 2018 were approved by the board of directors on 27 June 2018 and delivered to the Registrar of Companies. The auditors' report on these accounts was unqualified, did not contain an emphasis of matter paragraph and did not contain a statement under Section 498 of the Companies Act 2006.

The condensed interim financial statements are prepared in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority. The condensed interim financial statements are prepared in accordance with IAS 34, 'Interim Financial Reporting', as adopted by the European Union.

This condensed interim financial information has been reviewed, not audited. The condensed interim financial information should be read in conjunction with the annual report and accounts for the year ended 31 March 2018, which have been prepared in accordance with IFRSs as adopted by the European Union. A copy of this document is available on the company's website: www.networkrail.co.uk

Accounting policies

The accounting policies and methods of computation adopted in this condensed set of financial statements are consistent with those set out in the annual financial statements for the year to 31 March 2018 with the exception of IFRS 9 adoption detailed below.

Adoption of new standards

During the period the company adopted the classification and measurement requirements of IFRS 9 Financial Instruments. As the new standard does not permit bifurcation of classification between embedded derivatives in financial assets and their host contracts and since the intercompany loan as a whole does not meet the 'solely payment of principal and interest' test, the entire loan receivable from NRIL has been restated to fair value. To eliminate the mismatch between the external bonds (previously held at amortised cost) that NRIF holds and the intercompany loan receivable with NRIL, all bonds have also been designated irrevocably at fair value through profit and loss. As part of this adoption, prior period comparatives have been restated and additional disclosures have been included in the notes to the accounts.

There are no IFRS or IFRS Interpretation Committee interpretations not yet effective that would be expected to have a material impact on the company.

Going concern

After making enquiries, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future.

In reaching this conclusion the directors considered: the financial indemnity as described on page 1; the collateral arrangements with banking counterparties; and that the company has an inter-company agreement that recovers all net costs from NRIL.

Accordingly, they continue to adopt the going concern basis in preparing the annual report and accounts.

Operating segments

IFRS 8 Operating Segments requires operating segments to be identified on the basis of internal reports about components of the company that are regularly reviewed by the board to allocate resources to the segments and to assess their performance. The company has adopted IFRS 8 for these financial statements. However, there has been no material change in presentation of these statements because the company operates one class of business, that of acting as issuer for Network Rail's DIP and undertakes that class of business in one geographical area, Great Britain. This debt is often issued in currencies other than sterling and sold to overseas investors.

Debt

Debt instruments are initially recorded at fair value, net of discount and direct issue costs, and are subsequently measured at fair value. Finance charges, including premiums payable on settlement or redemption and direct issue costs are recognised in the statement of comprehensive income over the life of the debt instrument. They are added to the carrying value of the debt instrument to the extent that they are not settled in the period in which they arise.

Derivative financial instruments

The company's activities expose it primarily to the financial risks of changes in interest rates and foreign currency exchange rates. The company uses interest rate swaps and foreign exchange forward contracts to hedge these exposures.

Interest rate swaps and foreign exchange forward contracts are recorded at fair value at inception and at each balance sheet date. Movements in fair value are recorded in the statement of comprehensive income.

Investments

Investments are classified as available-for-sale and measured at subsequent reporting dates at fair value. For available-for-sale investments, gains or losses from changes in fair value are recognised directly in equity, until the security is disposed of or is determined to be impaired, at which time the cumulative gain or loss previously recognised in equity is included in the statement of comprehensive income for the period.

Foreign currencies

Monetary assets and liabilities expressed in foreign currencies are translated into sterling at rates of exchange prevailing at the balance sheet date. Individual transactions denominated in foreign currencies are translated into sterling at the exchange rates prevailing on the dates payment takes place. Gains or losses realised on any foreign exchange movements are recognised in the statement of comprehensive income.

Intra-group borrowings

The company provides the Network Rail group with funding. It passes all transactions and balances through the intra-group borrowings to NRIL. As a result an intra-group receivable arises from NRIL to NRIF.

2. Receivables

 
                                                          Unaudited       Audited 
                                           Unaudited   30 September      31 March 
                                        30 September           2017          2018 
                                                2018    (restated)*   (restated)* 
                                                GBPm           GBPm          GBPm 
 
Non-current assets 
Loans to Network Rail Infrastructure 
 Limited*                                     28,858         29,727        29,977 
 
Current assets 
Interest on loans to Network Rail 
 Infrastructure Limited                          218            226           181 
Loans to Network Rail Infrastructure 
 Limited*                                        766          2,646         1,733 
Collateral receivable                            727            818           750 
 
Total receivables                             30,569         33,417        32,641 
 
 

*Adoption of IFRS 9

Prior period comparatives have been restated to fair value for IFRS 9 classification and measurement requirements. The restatement of comparative periods has been calculated as follows:

 
                                                                        Audited 
                                                                       31 March 
                                                                           2018 
                                                         Option to 
                                                         recognise 
                                                     inter-company 
                                        Audited 31    loan at fair 
                                        March 2018    value option   (restated) 
31 March 2018                                 GBPm            GBPm         GBPm 
 
Non-current assets 
Loans to Network Rail Infrastructure 
 Limited*                                   23,379           6,598       29,977 
 
Current assets 
Interest on loans to Network Rail 
 Infrastructure Limited                        181               -          181 
Loans to Network Rail Infrastructure 
 Limited*                                    1,738             (5)        1,733 
Collateral receivable                          750               -          750 
 
Total receivables                           26,048           6,593       32,641 
 
 
 
                                                                        Audited 
                                                                       31 March 
                                                                           2017 
                                                         Option to 
                                                         recognise 
                                                     inter-company 
                                        Audited 31    loan at fair 
                                        March 2017    value option   (restated) 
31 March 2017                                 GBPm            GBPm         GBPm 
 
Non-current assets 
Loans to Network Rail Infrastructure 
 Limited*                                   24,730           8,695       33,425 
 
Current assets 
Interest on loans to Network Rail 
 Infrastructure Limited                        184               -          184 
Loans to Network Rail Infrastructure 
 Limited*                                    1,524            (30)        1,494 
Collateral receivable                          625               -          625 
 
Total receivables                           27,063           8,665       35,728 
 
 
 
                                                                         Audited 
                                                                    30 September 
                                                                            2017 
                                                        Option to 
                                                        recognise 
                                       Audited 30   inter-company 
                                        September    loan at fair 
                                             2017    value option     (restated) 
30 September 2017                            GBPm            GBPm           GBPm 
 
Non-current assets 
Loans to Network Rail Infrastructure 
 Limited*                                  22,775           6,952         29,727 
 
Current assets 
Interest on loans to Network Rail 
 Infrastructure Limited                       226               -            226 
Loans to Network Rail Infrastructure 
 Limited*                                   2,650             (4)          2,646 
Collateral receivable                         818               -            818 
 
Total receivables                          26,469           6,948         33,417 
 
 

3. Net borrowings

 
                                           Unaudited      Unaudited      Audited 
                                        30 September   30 September     31 March 
                                                2018           2017         2018 
                                                         (restated)   (restated) 
                                                GBPm           GBPm         GBPm 
 
Net borrowings by instrument 
Cash and cash equivalents*                         8            946            1 
Collateral receivable                            727            818          750 
Collateral obligation                          (102)          (123)         (87) 
Bank loans                                     (799)          (801)        (811) 
Bonds issued under the Debt Issuance 
 Programme                                  (28,834)       (32,551)     (30,893) 
 
At the end of the period/year               (29,000)       (31,711)     (31,040) 
 
                                           Unaudited      Unaudited      Audited 
                                        30 September   30 September     31 March 
                                                2018           2017         2018 
                                                         (restated)   (restated) 
                                                GBPm           GBPm         GBPm 
 
Movements in net borrowings 
At the beginning of the period              (31,040)       (34,491)     (34,491) 
Increase/(Decrease) in cash and 
 cash equivalents                                  7            942          (3) 
Movement in collateral receivable               (23)            193          125 
Movement in collateral obligation 
 to counterparties                              (15)            136          172 
Repayment of borrowings                        1,126              -        1,524 
Capital accretion on index-linked 
 bonds                                         (359)          (459)        (715) 
Exchange differences                               -              -            - 
Fair value and other movements                 1,304          1,968        2,348 
 
At the end of the period/year               (29,000)       (31,711)     (31,040) 
 
 
                                           Unaudited      Unaudited      Audited 
                                        30 September   30 September     31 March 
                                                2018           2017         2018 
                                                         (restated)   (restated) 
                                                GBPm           GBPm         GBPm 
 
Cash and cash equivalents*                         8            946            1 
Collateral receivable                            727            818          750 
Collateral obligation                          (102)          (123)         (87) 
Borrowings included in current 
 liabilities                                   (765)        (2,985)      (1,957) 
  Borrowings included in non-current 
   liabilities                              (28,868)       (30,367)     (29,747) 
 
At the end of the period/year               (29,000)       (31,711)     (31,040) 
 
 

* Includes collateral received from derivative counterparties of GBP102m (September 2017: GBP123m, March 2018: GBP87m)

All borrowings are denominated in or swapped into sterling.

*Adoption of IFRS 9

Prior period comparatives have been restated to fair value for IFRS 9 classification and measurement requirements. The restatement of comparative periods has been calculated as follows:

 
                                                                         Audited 
                                                                        31 March 
                                                                            2018 
                                                          Option to 
                                                          recognise 
                                                      inter-company 
                                         Audited 31    loan at fair 
                                         March 2018    value option   (restated) 
31 March 2018                                  GBPm            GBPm         GBPm 
 
Net borrowings by instrument 
Cash and cash equivalents                         1               -            1 
Collateral receivable                           750               -          750 
Collateral obligation                          (87)               -         (87) 
Bank loans                                    (484)           (327)        (811) 
Bonds issued under the Debt Issuance 
 Programme                                 (25,677)         (5,216)     (30,893) 
 
At the end of the period/year              (25,497)         (5,543)     (31,040) 
 
Movements in net borrowings 
At the beginning of the period             (27,113)         (7,378)     (34,491) 
Increase/(Decrease) in cash and 
 cash equivalents                               (3)               -          (3) 
Movement in collateral receivable               125               -          125 
Movement in collateral obligation 
 to counterparties                              172               -          172 
Repayment of borrowings                       1,524               -        1,524 
Capital accretion on index-linked 
 bonds                                        (715)               -        (715) 
Exchange differences                            480           (480)            - 
Fair value and other movements                   33           2,315        2,348 
 
At the end of the period/year              (25,497)         (5,543)     (31,040) 
 
 
 
  Net borrowings are reconciled to 
  the balance sheet as set out below: 
 
Cash and cash equivalents                         1               -            1 
Collateral receivable                           750               -          750 
Collateral obligation                          (87)               -         (87) 
Borrowings included in current 
 liabilities                                (1,962)               5      (1,957) 
  Borrowings included in non-current 
   liabilities                             (24,199)         (5,548)     (29,747) 
 
At the end of the period/year              (25,497)         (5,543)     (31,040) 
 
 
 
                                                                       Audited 
                                          Audited                     31 March 
                                         31 March                         2017 
                                                        Option to 
                                                        recognise 
                                                    inter-company 
                                                     loan at fair 
                                             2017    value option   (restated) 
31 March 2017                                GBPm            GBPm         GBPm 
 
Net borrowings by instrument 
Cash and cash equivalents                       4               -            4 
Collateral receivable                         625               -          625 
Collateral obligation                       (259)               -        (259) 
Bank loans                                  (467)           (405)        (872) 
Bonds issued under the Debt Issuance 
 Programme                               (27,016)         (6,973)     (33,989) 
 
At the end of the year                   (27,113)         (7,378)     (34,491) 
 
 
Movements in net borrowings 
At the beginning of the period           (28,702)         (3,684)     (32,386) 
Increase/(Decrease) in cash and 
 cash equivalents                            (96)               -         (96) 
Movement in collateral receivable           (194)               -        (194) 
Movement in collateral obligation 
 to counterparties                             71               -           71 
Repayment of borrowings                     2,388               -        2,388 
Capital accretion on index-linked 
 bonds                                      (449)               -        (449) 
Exchange differences                        (164)             164            - 
Fair value and other movements                 33         (3,858)      (3,825) 
 
At the end of the year                  (27,113)          (7,378)     (34,491) 
 
 
  Net borrowings are reconciled to 
  the balance sheet as set out below: 
 
Cash and cash equivalents*                      4               -            4 
Collateral receivable                         625               -          625 
Collateral obligation                       (259)               -        (259) 
Borrowings included in current 
 liabilities                              (1,745)              30      (1,715) 
  Borrowings included in non-current 
   liabilities                           (25,738)         (7,408)     (33,146) 
 
At the end of the year                   (27,113)         (7,378)     (34,491) 
 
 
 
30 September 2017                                                            Audited 
                                                                        30 September 
                                              Audited                           2017 
                                                            Option to 
                                                            recognise 
                                                        inter-company 
                                         30 September    loan at fair 
                                                 2017    value option     (restated) 
                                                 GBPm            GBPm           GBPm 
 
Net borrowings by instrument 
Cash and cash equivalents*                        946               -            946 
Collateral receivable                             818               -            818 
Collateral obligation                           (123)               -          (123) 
Bank loans                                      (471)           (330)          (801) 
Bonds issued under the Debt Issuance 
 Programme                                   (27,231)         (5,320)       (32,551) 
 
At the end of the period/year                (26,061)         (5,650)       (31,711) 
 
 
Movements in net borrowings 
At the beginning of the period               (27,113)         (7,378)       (34,491) 
Increase in cash and cash equivalents             942               -            942 
Movement in collateral receivable                 193               -            193 
Movement in collateral obligation 
 to counterparties                                136               -            136 
Repayment of borrowings                             -               -              - 
Capital accretion on index-linked 
 bonds                                          (459)               -          (459) 
Exchange differences                              224           (224)              - 
Fair value and other movements                     16           1,952          1,968 
 
At the end of the period/year                (26,061)         (5,650)       (31,711) 
 
 
  Net borrowings are reconciled to 
  the balance sheet as set out below: 
 
Cash and cash equivalents*                        946               -            946 
Collateral receivable                             818               -            818 
Collateral obligation                           (123)               -          (123) 
Borrowings included in current 
 liabilities                                  (2,989)               4        (2,985) 
  Borrowings included in non-current 
   liabilities                               (24,713)         (5,654)       (30,367) 
 
At the end of the period/year                (26,061)         (5,650)       (31,711) 
 
 

4. Other payables

 
                                       Unaudited      Unaudited    Audited 
                                    30 September   30 September   31 March 
                                            2018           2017       2018 
                                            GBPm           GBPm       GBPm 
 
Current liabilities 
Interest payable on bonds issued             217            225        180 
Interest on long term loans                    1              1          2 
Collateral obligation                        102            123         87 
 
Total payables                               320            349        269 
 
 

5. Financial instruments

The fair values of financial assets and liabilities are recognised at the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

With the exception of bank loans and bonds, all financial assets and liabilities are carried at amounts that approximate to their fair value. Bank loans and bonds are initially measured at fair value and subsequently at amortised cost, as explained in note 1.

The corresponding carrying values and fair values of bank loans and bonds are set out below:

 
                      At 30 September       At 30 September       At 31 March 2018 
                            2018                  2017 
                     Carrying      Fair     Carrying      Fair     Carrying      Fair 
                        value     value        value     value        value     value 
                         GBPm      GBPm         GBPm      GBPm         GBPm      GBPm 
                                          (restated)             (restated) 
 
Bank loans              (799)     (799)        (801)     (801)        (811)     (811) 
Bonds issued under 
 the DIP             (28,834)  (28,834)     (32,551)  (32,551)     (30,893)  (30,893) 
 
Total                (29,633)  (29,633)     (33,352)  (33,352)     (31,704)  (31,704) 
 
 

Bonds issued by NRIF benefit from a credit enhancement provided by the financial indemnity from the Secretary of State for Transport. This credit enhancement is reflected in the fair value of the bonds disclosed above.

The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped into Levels 1 to 3 based on the degree to which the fair value is observable:

-- Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities

-- Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. The fair value of interest rate and cross currency swaps is calculated as the present value of the estimated future cash flows using yield curves at the reporting date; and

-- Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs).

 
                                         Unaudited      Unaudited      Audited 
                                      30 September   30 September     31 March 
                                              2018           2017         2018 
                                              GBPm           GBPm         GBPm 
                                                      (restated)*  (restated)* 
 
Level 2: 
 Derivative financial assets                   433            659          497 
Financial assets at fair value              30,577         34,363       32,642 
 
Level 1: 
Financial liabilities held at fair 
 value                                    (28,278)       (31,751)     (30,258) 
Level 2: 
 Derivative financial liabilities          (1,056)        (1,320)      (1,165) 
Financial liabilities held at fair 
 value                                     (1,675)        (1,950)      (1,715) 
 
Total                                            1              1            1 
 
 

*Adoption of IFRS 9

Prior period comparatives have been restated to fair value for IFRS 9 classification and measurement requirements. The restatement of comparative periods has been calculated as follows:

 
                                                                            Audited 
                                                                               year 
                                                                              ended 
                                                                           31 March 
                                                                               2018 
                                             Audited year  Derecognise 
                                                 ended 31     Embedded 
                                               March 2018   Derivative   (restated) 
31 March 2018                                        GBPm         GBPm         GBPm 
 
Derivative financial assets included 
 in non-current assets                                269            -          269 
Derivative financial assets included 
 in current assets                                    228            -          228 
Embedded derivatives in the inter-company 
 loan to NRIL (included in current 
 assets)                                            1,050      (1,050)            - 
                                                                     ( 
------------------------------------------  -------------  -----------  ----------- 
                                                    1,547      (1,050)          497 
==========================================  =============  ===========  =========== 
 
 
  Derivative financial liabilities 
  included in current liabilities                    (19)            -         (19) 
Derivative financial liabilities 
 included in non-current liabilities              (1,146)            -      (1,146) 
 
                                                  (1,165)            -      (1,165) 
 
 
 
                                                                               Audited 
                                                                                  year 
                                                                                 ended 
                                                                              31 March 
                                                                                  2017 
                                              Audited year  Derecognise 
                                                  ended 31     Embedded 
                                                March 2017   Derivative     (restated) 
31 March 2017                                         GBPm         GBPm           GBPm 
 
Derivative financial assets included 
 in non-current assets                                 864            -            864 
Derivative financial assets included 
 in current assets                                     237            -            237 
Embedded derivatives in the inter-company 
 loan to NRIL (included in current 
 assets)                                             1,287      (1,287)              - 
 
                                                     2,388      (1,287)          1,101 
==========================================  ==============  ===========  ============= 
                                                         -            -              - 
 
  Derivative financial liabilities 
  included in current liabilities 
Derivative financial liabilities 
 included in non-current liabilities               (1,527)            -        (1,527) 
 
                                                   (1,527)            -        (1,527) 
 
                                                                               Audited 
                                                                                  year 
                                                                                 ended 
                                                                          30 September 
                                                 Unaudited                        2017 
                                                            Derecognise 
                                              30 September     Embedded 
                                                      2017   Derivative     (restated) 
30 September 2017                                     GBPm         GBPm           GBPm 
 
Derivative financial assets included 
 in non-current assets                                 466            -            466 
Derivative financial assets included 
 in current assets                                     193            -            193 
Embedded derivatives in the inter-company 
 loan to NRIL (included in current 
 assets)                                             1,298      (1,298)              - 
 
                                                     1,957      (1,298)            659 
==========================================  ==============  ===========  ============= 
 
 
  Derivative financial liabilities 
  included in current liabilities                      (3)            -            (3) 
Derivative financial liabilities 
 included in non-current liabilities               (1,317)            -        (1,317) 
 
                                                   (1,320)            -        (1,320) 
 
 

A review of the categorisation of financial instruments into the three levels is made at each reporting date. There were no transfers between Level 1 and Level 2 fair value measurements, and no transfers into and out of Level 3 fair value measurements in the current or prior years.

There were no changes in valuation techniques during the periods.

6. Notes to the cash flow statement

 
 
                                            Unaudited       Unaudited    Audited 
                                           six months      six months       year 
                                                ended           ended      ended 
                                         30 September    30 September   31 March 
                                                 2018            2017       2018 
                                                 GBPm            GBPm       GBPm 
 
Profit before tax                                   -               -          - 
 
Operating cash flow before movements                -               -          - 
 in working capital 
Increase in receivables                         1,095           1,113      1,819 
 
Cash generated from operations                  1,095           1,113      1,819 
 
 

Cash and cash equivalents (which are represented as a single class of assets on the face of the balance sheet) comprise cash at bank, money fund balances and money market deposit investments with a maturity of up to three months.

7. Explanation of transition to IFRS 9

The following Balance Sheet reconciliations discloses the adjustments made to prior years as part of the transition to IFRS 9.

Reconciliation of equity at 31 March 2018

 
                                                                    Option 
                                                              to recognise       Option       Restated 
                                               Derecognise   inter-company     to carry       31 March 
                                     31 March     embedded         loan at   borrowings   2018 balance 
31 March 2018                            2018   derivative      fair value     at FVTPL          sheet 
                                         GBPm         GBPm            GBPm         GBPm           GBPm 
 
Non-current assets 
Receivables: amounts falling 
 due after more than one year          23,379            -           6,598            -         29,977 
Derivative financial instruments          269            -               -            -            269 
 
Total non-current assets               23,648            -           6,598            -         30,246 
 
Current assets 
Receivables: amounts falling 
 due within one year                    2,669            -             (5)            -          2,664 
Derivative financial instruments        1,278      (1,050)               -            -            228 
Cash and cash equivalents                   1            -               -            -              1 
 
Total current assets                    3,948      (1,050)             (5)            -          2,893 
 
Total assets                           27,596      (1,050)           6,593            -         33,139 
 
 
Current liabilities 
Borrowings                            (1,962)            -               -            5        (1,957) 
Derivative financial instruments         (19)            -               -            -           (19) 
Other payables                          (269)            -               -            -          (269) 
 
Total current liabilities             (2,250)            -               -            5        (2,245) 
 
Net current assets                      1,698      (1,050)             (5)            5            648 
 
Non-current liabilities 
Borrowings                           (24,199)            -               -      (5,548)       (29,747) 
Derivative financial instruments      (1,146)            -               -            -        (1,146) 
 
Total non-current liabilities        (25,345)            -               -      (5,548)       (30,893) 
 
Total liabilities                    (27,595)            -               -      (5,543)       (33,138) 
 
Net assets                                  1      (1,050)           6,593      (5,543)              1 
 
Equity 
Share capital                               -            -               -            -              - 
Retained earnings                           1            -               -            -              1 
 
Total equity                                1            -               -            -              1 
 
 

Reconciliation of equity at 31 March 2017

 
                                                                                   Option 
                                                                             to recognise       Option       Restated 
                                                           Derecognise      inter-company     to carry       31 March 
                                     31 March                 embedded            loan at   borrowings   2017 balance 
31 March 2017                            2017               derivative         fair value     at FVTPL          sheet 
                                         GBPm                     GBPm               GBPm         GBPm           GBPm 
 
Non-current assets 
Receivables: amounts falling 
 due after more than one year          24,730                        -              8,695            -         33,425 
Derivative financial instruments          864                        -                  -            -            864 
 
Total non-current assets               25,594                        -              8,695            -         34,289 
 
Current assets 
Receivables: amounts falling 
 due within one year                    2,333                        -               (30)            -          2,303 
Derivative financial instruments        1,524                  (1,287)                  -            -            237 
Cash and cash equivalents                   4                        -                  -            -              4 
 
Total current assets                    3,861                  (1,287)               (30)            -          2,544 
 
Total assets                           29,455                  (1,287)              8,665            -         36,833 
 
 
Current liabilities 
Borrowings                            (1,745)                        -                  -           30        (1,715) 
Derivative financial instruments            -                        -                  -            -              - 
Other payables                          (444)                        -                  -            -          (444) 
 
Total current liabilities             (2,189)                        -                  -           30        (2,159) 
 
Net current assets                      1,672                  (1,287)               (30)           30            385 
 
Non-current liabilities 
Borrowings                           (25,738)                        -                  -      (7,408)       (33,146) 
Derivative financial instruments      (1,527)                        -                  -            -        (1,527) 
 
Total non-current liabilities        (27,265)                        -                  -      (7,408)       (34,673) 
 
Total liabilities                    (29,454)                        -                  -      (7,378)       (36,832) 
 
Net assets                                  1                  (1,287)              8,665      (7,378)              1 
 
Equity 
Share capital                               -                        -                  -            -              - 
Retained earnings                           1                        -                  -            -              1 
 
Total equity                                1                        -                  -            -              1 
 
 

Reconciliation of equity at 30 September 2017

 
                                                                           Option 
                                                                     to recognise       Option       Restated 
                                                   Derecognise      inter-company     to carry   30 September 
                                     30 September     embedded            loan at   borrowings   2017 balance 
30 September 2017                            2017   derivative         fair value     at FVTPL          sheet 
                                             GBPm         GBPm               GBPm         GBPm           GBPm 
 
Non-current assets 
Receivables: amounts falling 
 due after more than one year              22,775            -              6,952            -         29,727 
Derivative financial instruments              466            -                  -            -            466 
 
Total non-current assets                   23,241            -              6,952            -         30,193 
 
Current assets 
Receivables: amounts falling 
 due within one year                        3,694            -                (4)            -          3,690 
Derivative financial instruments            1,491      (1,298)                  -            -            193 
Cash and cash equivalents                     946            -                  -            -            946 
 
Total current assets                        6,131      (1,298)                (4)            -          4,829 
 
Total assets                               29,372      (1,298)              6,948            -         35,022 
 
 
Current liabilities 
Borrowings                                (2,989)            -                  -            4        (2,985) 
Derivative financial instruments              (3)            -                  -            -            (3) 
Other payables                              (349)            -                  -            -          (349) 
 
Total current liabilities                 (3,341)            -                  -            4        (3,337) 
 
Net current assets                          2,790      (1,298)                (4)            4          1,492 
 
Non-current liabilities 
Borrowings                               (24,713)            -                  -      (5,654)       (30,367) 
Derivative financial instruments          (1,317)            -                  -            -        (1,317) 
 
Total non-current liabilities            (26,030)            -                  -      (5,654)       (31,684) 
 
Total liabilities                        (29,371)            -                  -      (5,650)       (35,021) 
 
Net assets                                      1      (1,298)              6,948      (5,650)              1 
 
Equity 
Share capital                                   -            -                  -            -              - 
Retained earnings                               1            -                  -            -              1 
 
Total equity                                    1            -                  -            -              1 
 
 

8. Controlling party and related party transactions

50,000 shares of the company are held by Intertrust Corporate Services (C.I.) Limited. All shares and distributable reserves in the company are held for charitable purposes.

Legal control of the company is disclosed above but effective control of the company is held by Network Rail and therefore by the DfT and Secretary of State.

On this basis for accounting purposes the company is treated as a subsidiary in the consolidated accounts of Network Rail.

Transactions with NRIL are clearly identified within the relevant notes to the accounts.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

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