John Wood Group PLC

And thank you all for joining our full year 2022 results presentation. I'm Kangle Martin, the CEO of Wood, and I'm delighted to host you all here today. I'm joined by David Kemp, our CFO. We've got Jennifer Richmond, our executive president of strategy and development. Roy Franklin, our chair, and Nigel Mills, our senior independent director in the back. So thank you all for being here, as well as a great marketing and comms team. So, look, the agenda for this morning will be a short summary of highlights from me. David will then present the financials. I will then cover the strategic progress and positive momentum we're seeing across the business. And then David and myself will take questions. So before we start, I want to remind everyone that we are currently in an offer period following recent unsolicited proposals from Apollo. As such, we are bound by the rules of the UK Takeover Code and will be limited on what we can say regarding this and will not be able to answer questions on this topic. Other than that, it is business as usual and we are happy to take all of your other questions. So the eye test, this is our usual disclaimer here for the record for all of you. So moving on, so starting with a quick overview of the key highlights from last year, and there's no doubt that this was a transformative 12 months for Wood. It was a year that marked an inflection point from which we are now designing a stronger future for the company with a very clear focus on growth. Let me touch on a few themes to illustrate that point. Firstly, we delivered results in line with the guidance we set last year. That includes $5.4 billion in revenue, an increase of 8% at constant currency, and adjusted EBITDA of $385 million. We have also shared guidance for 2023 that is in line with the medium-term targets we shared last November. adjusted EBITDA to grow at mid to high single-digit CAGR over the medium term, with momentum building over time as our strategy delivers. Secondly, I'm very pleased with the progress we continue to make in delivering our strategy. We have transformed the group. We've addressed legacy issues and have established the right business model. We have de-risked our portfolio. Around 80% of our revenue last year was cost-reimbursable work, with only 4% from lump-sum turnkey contracts. We continue to take steps to ensure strong performance throughout the group, and I'm confident we're a more predictable business today. And finally, while it is only five months since we set out our strategy at the Capital Markets Day last year, we have good early momentum across our business. We've increased our global headcount by 8%, our underlying cash flow is improving, and as David will come on to, our order book for delivery in 2023 is up 10% compared with a year ago. So now let me pass to David to cover the results in more detail. David.

Thank you, Cain, and good morning, everyone. Overall, our results have come in at the upper end of guidance we gave in our January trading update. Encouragingly, on a constant currency basis, our revenue was up 8% on last year at $5.4 billion. And we had good growth in consulting and operations and a slight fall in projects. In H2, we reached the inflection point on projects with growth versus both H1-22 and H2-21. And that growth is in line with our lower risk appetite following our decision to exit LSTK and large scale lump sum EPC work. We delivered EBITDA at 385 million at the upper end of our January guidance. And that was with a 7.1% margin. As was expected, there were lower margin in operations and in consulting, which was in part due to exiting Russian work. Our margin in projects increased as overall project performance improved. Our net debt was in line with our guidance range, with some negative impact from FX and our decision to provide against cash held in Russia. We've seen good order book momentum with order book revenue for the year ahead up 10%, albeit with a more volatile macroeconomic backdrop to win the remaining work for the year ahead. Moving on to revenue. On a constant currency basis, we've had strong revenue growth. You can see the FX impact on our results there, which was relatively significant. Excluding this, you can see the good growth in consulting and very strong growth in operations, which was helped in part by pass-through activity. And as I mentioned earlier, projects was down slightly, albeit with strong growth in H2. Moving on to adjusted EBITDA. Again, a large FX impact of around 20 million in the year. At constant currency, EBITDA was flat on 2021. On a constant currency basis, consulting was slightly higher and projects saw good EBITDA growth. And that was led by an expansion in margin. As we had expected, operations was lower with less contract closeouts in the year. As you know, 2022 involved considerable effort to address our legacy issues, fix the balance sheet and create a stable platform to move forward. We've included all the detail here, but there are two large balances to talk to. As we flagged in January, we've made an impairment of goodwill and intangibles. And this is principally driven by the sale of the built environment business and an increase in discount rates. As you all know, this is a non-cash impairment. Further down the slide, you'll see that we've put a large gain on the sale of the built environment business of $515 million. We're pleased with how our order book has developed in 2022. And this was up 4% on a constant currency basis on last year. And order intake for the year was 5.4 billion. The recovery in our projects order book is particularly pleasing with 15% growth. And that came across the business, mostly in reimbursable engineering and EPCM scopes. Our order book now is both larger and less risky and that will allow us to be more predictable in the future. Our order book for delivery in 2023 gives us a really solid foundation for the year ahead. At the start of the year, it stood at 3.9 billion and that was up 10% compared to last year. And this positions us well, but given the current economic volatility, we're very mindful that there remains a lot of work to do. So moving on to the business units, starting with consulting. You know, we had a strong year in consulting as the business regrouped following the sale of the built environment business. Revenue was up 13% to $625 million. and that was helped by demanding conventional energy and right the way across energy transition. Lower margins resulted in a reduced EBITDA, and that partly reflected an exit from work in Russia and a weaker performance in implied intelligence. The order book is up 3% at constant currency, with the mix being smaller, shorter cycle scopes. Headcount is up 14%, for some of this relates to our commissioning work, which can fluctuate from month to month. Looking into 2023, we expect revenue growth and performance weighted to the second half. Moving on to projects. 2022 was the year of a significant turnaround in projects. We had revenue growth, improved cash conversion in the second half, improving margins and strong order book growth. The EBITDA margin increased from 7.2% to 7.6%, with an improved performance across the board. We also saw a significant increase in the order book, up 15%. And the order book for delivery in 2023 is 22% higher than last year. As you all know, there is some macro uncertainty here to temper our expectations as we look at this for the whole year. We still have a lot of work to win to secure the revenue for 2023. However, we do expect a stronger 2023. In operations, we had very strong revenue growth supported by higher activity across conventional energy, but lower EBITDA. This was as expected with a lower level of contract closeouts and higher pass-through revenue. The order book of 3.3 billion was down 5% at constant currency. This reduction reflects the timing of multi-year awards, with the order book for delivery in 2023 up 4%. For 2023, we expect higher activity levels. running through our cash flow. Our definition of free cash flow includes all cash flows before M&A and dividends. There is a free cash outflow of 730 million and you can see all the moving parts on this table in detail. The outflow was driven by, firstly, a working capital outflow of $367 million. And this reflects three principal drivers. Firstly, our move away from lump-sum EPC and lump-sum turnkey work. Secondly, our decision to normalise payables. And that had about a $140 million impact. And finally, revenue growth. The second driver of our cash outflow was exceptional outflows of 319 million. And that included a number of legacy payments, including the enterprise settlement, SFO payment, Aegis, asbestos, and restructuring costs. I do expect these to come down significantly, and we'll cover these in a couple of slides time. Underlying cash conversion was strong in operations and consulting, but weak in projects. albeit projects improved significantly in the second half. And again, I'll come back to that in a couple of slides. The sale of the built environment business for £1.7 billion has transformed our balance sheet. Our net debt excluding leases was £393 million at December 2022. The net debt was negatively impacted by FX and our decision to impair our Russian cash of 6 million. Our net debt, including leases, fell to 736 million. And you can see here how our lease balance is coming down. That was partly from the sale of the built environment business, but partly as we rationalise our property portfolio. Our expectations around future exceptional items are unchanged from the CMD. We expect them to come down significantly in 2023 and again in 2024 and 2025. Looking now at our operating cash flow in a bit of detail, this slide shows the underlying improvement we saw in the year. The first half saw an outflow reflecting our decision to move away from LSTK and large scale lump sum EPC work and a typical seasonality we have in our working capital. The second half of the year saw an inflow despite the circa 140 million unwind of payables. And this reflected a recovery in our projects cash conversion in the second half. The group is highly cash generative at the operating level. Consulting and operations are already converting over 90% and projects expect to do so from 2024. we continue to see a clear pathway to significant sustainable free cash flow driven by EBITDA growth, improving cash conversion and reducing exceptional items. As we outlined at our CMD, we expect free cash flow before exceptionals to be around break even in 2023. And we've given detailed guidance on the items below this, exceptionals and the tax on built environment. We expect the inflection in free cash flow in 2024 and for it to grow significantly thereafter. Our capital allocation policy is unchanged from our capital markets day. It's relatively straightforward and starts with having a strong balance sheet. We articulate this in our medium term target leverage range and that's comfortably below our debt covenants. This allows us to invest in our business to secure growth and ultimately this will allow returns to our shareholders or for attractive M&A once we are generating sustainable free cash flow. We continue to target cost savings in two key areas to support our overall targets. We see continued rationalisation of our property portfolio and IT cost savings. As outlined at our CMD, we continue to rationalise our property portfolio as our leases expire and reflecting post-COVID working patterns. We anticipate annualised savings of 15 to 20 million by the end of 2025, with benefits accruing from 2024. EBIT will benefit by about 10 to 15 million per year. We anticipate IT cost savings of 10 to 15 million from licensed rationalization and other efficiency measures, with material benefit accruing from 2024 onwards. Finally, our main UK defined benefit scheme is now fully funded and has a surplus on a technical provisions basis of around $130 million. We're in discussions with our trustees regarding whether the plan should be closed out or whether we should continue running the plan for a further period, with any potential further surplus benefiting both the group and the pension members. So bringing all of this together, I'd like to take you through the outlook for the group. First of all, there's no change to our outlook for 2023, and we expect our performance to be in line with our medium term targets. Our adjusted EBITDA margins to be flat in the near term, partly as we reinvest in the business to secure future growth. We're investing around 10 to 20 million in 2023 to support growth, and this is the key reason for our flat margin guidance. Adjusted EBITDA will grow at mid to high single digit CAGR over the medium term, with momentum building over time as our strategy delivers. As is typical in our business, performance in 2023 will be weighted to the second half of the year. On cash, we expect a material improvement in cash flow, with significant improvement in operating cash flow, reflecting a much improved working capital performance. As we previously guided, we expect significantly lower exceptional cash flows of around $135 million, plus the remaining tax payable on the built environment consulting business of around $60 million. This will be offset by disposal proceeds of around $25 million. Exceptionals are weighted towards H1 and disposal tax is payable in H1 and that will lead to higher net debt in 2023. This does mean that we expect to be above our medium term target range at both the half year and the year end in 2023. The main message is that the improved operating cash flow performance will enable a return to positive free cash flow in 2024. And so with that, I'll hand back to Cain.

All right. Thanks, Stephen. So having stepped through our full year 2022 performance, I want to give you a sense of two important things. examples of the positive early momentum we are seeing across our business. And then secondly, how we're already delivering against the strategic goals set out at our Capital Markets Day last November. So let me first start with an overview that shows how we are building momentum in our business through to 2025. So as I mentioned, 2022 was a transformative year for Wood as we took several important steps to reset the business. We completed the sale of our built environment consulting business. We put a new leadership team in place. We launched a new strategy. We addressed legacy issues and crucially, returned to revenue growth. This year, we will build on that early momentum. In 2023, we're very focused on performance with clear KPIs now in place aligned with our strategic goals. Robust quarterly measurement of performance, and a high quality sales pipeline. Although we recognize that the macro environment is uncertain, our core markets are in good shape and our employees are highly engaged in our strategy. As we move towards 2025, we will generate free cash flow growth and deliver top quartile employee engagement. We will be even more competitive, having increased utilization in our global execution centers, We will have achieved our goals to improve leadership diversity and strived to improve an already world-class safety performance. Our strategy means we now have a clear path to achieve this. I have been here before. It starts with laying the foundations for growth and then creating momentum. And I'm confident we have all of the right ingredients for a successful growth story. It will take time and we're mindful of that, but we have made a great start. Before looking at how we're performing against our strategic goals, let me offer a quick reminder of the key elements of the strategy. So there are three pillars that underpin our strategic focus. Number one is a commitment to delivering profitable growth. Number two is an unrelenting focus on performance excellence, both in the work we do for our clients and how we manage the business. And third is a passion for building an inspired culture that helps us retain and attract the industry's best talent. We've prioritized two end markets where we see 230 billion of total global addressable market opportunities for wood to 2025. Firstly, in energy, where we are driven by the need for energy security and a commitment to energy transition. And we see growth opportunities primarily in oil and gas, hydrogen, and the carbon capture markets. Our second core market is materials, where we're focused on metals and minerals, chemicals and life sciences, which is driven by the demand for sustainable raw materials and growth in life sciences post-pandemic. And finally, we have two cross-cutting growth drivers, decarbonization and digitalization, which will create opportunities across all of our end markets. So having set out the strategy at the end of November, I'm delighted to share that we're already seeing some early achievements, starting with our profitable growth focus. As we mentioned, our full year 2022 results were in line with expectations. We have a lower risk business model with lump sum turnkey work only accounting for 4% of our portfolio as we continue to focus on reimbursable work. There have been no changes in our legacy liabilities. And the recent sale of our Gulf of Mexico offshore labor supply business reflects our focus on high grading our portfolio towards higher margin solutions. On performance excellence, we have strengthened our leadership team, both at the executive level and within our businesses. We have a focused and high-quality pipeline in place which underpins our confidence that we can deliver our medium-term targets. We've increased headcount in our global execution centers by 20% to more than 3,000 colleagues, increasing our competitiveness. And finally, on inspired culture, I was delighted to see a significant improvement in our employee engagement score in our most recent people survey. An eight-point increase in our employee net promoter score is testament to the time and energy we have dedicated to employee engagement. We are making progress against our primary diversity and inclusion goals. On the ESG front, we've secured a AA rating from MSCI for the eighth consecutive year. And we've made tremendous progress in reducing our own carbon footprint. Our CO2 emissions in 2022 were 65% lower than our 2019 benchmark, and we're pushing for even more. And safety. We continue to see excellent performance year on year. Our total recordable incident rate reduced by 6% in 2022 to 0.17. And this week we celebrated 25 years of delivery without a lost time incident at the Cats gas terminal here in the UK, where we are responsible for all operations of this critical national infrastructure. So turning now to the markets that offer long-term opportunities for wood. So last year, we identified the $230 billion addressable opportunity in six primary markets as we move to 2025. These were characterized into three areas. Firstly, were the large markets where we already hold a strong market share and provide solid growth potential, namely oil and gas and chemicals. the smaller carbon capture and hydrogen markets, which are growing substantially. And then there are the large markets, minerals and life sciences, where we can significantly grow our market share. So we're seeing good momentum across both energy and materials, which is being reflected in our order book and in our pipeline. We remain confident that these markets provide a strong and enduring platform for growth. In particular, the carbon capture and hydrogen markets continue to grow at pace, partly driven by increased investment in the U.S. as a result of the Inflation Reduction Act. Conversely, while we remain confident in the long-term growth in minerals processing, we are seeing some caution from our clients in capex allocation in the short term. So over the next few slides, I'm going to share three examples which illustrate some of the work we are delivering in these key areas. So firstly, in chemicals, we secured an exciting EPCM contract with INEOS in Belgium, where Wood is delivering one of the lowest carbon chemical plants in Europe. So when complete, Project 1 will emit around a third of the emissions of the average steam cracker in Europe, and it will be underpinned by a leading-edge digital twin that will drive operational efficiency from the outset. This is exactly the type of work we want to do. World-class engineering on a complex facility delivered with digitalization and decarbonization at the center of everything that we're doing. Turning now to smaller markets with significant growth potential. So for us, this is primarily hydrogen and carbon capture, which represents a $4 billion addressable market over the next three years. So having completed 175 carbon capture studies, we're confident that we will see ongoing momentum in this market, particularly in North America and the Middle East. So a great example of the solutions we're providing here is our work with Shell to help decarbonize their operations at the Deer Park Complex in Houston, Texas. So Wood is developing the feed design for a carbon capture system to capture 95% of CO2 emissions. a reduction of around 5 million tons of CO2 per annum on this facility. On projects like this, deploying digital tools such as our Envision monitoring software allows us to baseline carbon emission levels and monitor on an ongoing basis. This is key to driving reductions. And finally, we see the opportunity to capture market share in the large minerals and life sciences markets. So the minerals market represents $21 billion of addressable opportunity over the next three years for wood. So we're focused on processing minerals like copper and lithium, which are central to delivering a net zero future. A great example of our work with Enter Engineering in Uzbekistan, where we're delivering the feed and detailed design to help build the world's largest copper concentrator plant. So when complete, this facility will have the capacity to process up to 60 million tons of copper ore a year. Overall, we continue to be very excited about the minerals market and the role it will play in a new sustainable energy system for the world. So as those examples illustrate, there's a sustainability element to a lot of the work that we deliver for our clients. So we have assessed that over 20% of our revenue came from sustainable solutions in 2022. This figure is around 30% in projects, around 25% in consulting, and around 10% in operations. So in assessing our portfolio, we set a deliberately high bar based on the principles set out in the EU taxonomy guidelines. And this is a conservative estimate that doesn't include much of the decarbonization activity we perform today for our clients, particularly in our operations business. with work such as reducing methane emissions and flaring. We expect this to be an area which will continue to increase through this strategic lifecycle. So continuing this theme of momentum, we're seeing positive signs of growth across each of our business units. So this slide shows many of the data points that David highlighted. So in consulting, good revenue growth helped us to bring new talent into the business with headcount rising 14%. We also evolved our operating model to drive accelerated growth in decarbonization and digital consulting solutions. In projects, we've completed the turnaround of the business, which returned to revenue growth in the second half. With cash conversion recovering, lower risk in the business, and a higher quality pipeline, we're confident for the future of projects. And finally, our operations business had a win rate of over 90% in contract renewals and extensions in 2022. These long-term contracts and deep client relationships provide a strong platform that enables us to invest for growth. So by way of conclusion, let me reiterate what I believe are the important takeaways from our results. We delivered results in line with our guidance and are now a more predictable business. Our strategy is enabling a much sharper focus, and we're already delivering against our strategic priorities. And we've entered 2023 with momentum across our business, and there's much more to come. All right, so with that, I'll close, and I'll now invite any questions that you may have for David and myself. So we will start with questions here in the room, so raise your hand, and then we will go online. So Sarah, Phoebe have microphones, so hand it over to the room, and then we'll go online. Thank you.