Integrated solutions for tomorrow’s world

WS plc Annual review 2001 WS Atkins’ vision is to be Contents the world’s first choice Chairman’s statement 2 supplier of technical services Chief Executive’s introduction 4 and integrated solutions. Review of the year 5 Our projects 20 Directors and advisers 24 WS Atkins plc is one of the world’s leading Summary report of the Directors 26 providers of professional, technologically-based Statement of the Independent Auditors 27 consultancy and support services. In recent Consolidated profit and loss account 28 years, it has expanded from its historical base Consolidated balance sheet 29 in traditional engineering, management Summary cash flow statement 30 consultancy and property services into related Summary Directors’ emoluments 31 technological consultancy and the management Five year summary 32 of outsourced facilities. Investors’ information 36

Atkins provides services for a wide range of public sector organisations and blue chip private sector companies.

Atkins’ operations are based in some 125 offices throughout the UK, and a further 48 offices providing consultancy services in Continental Europe, the Middle East, Asia Pacific and the Americas.

Employees by segment

As at 31 March 2001, Atkins employed over 12,800 permanent staff providing services in more than 50 countries worldwide.

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* includes 271 corporate support staff Highlights

2001 2000

Turnover† £674.0m £516.8m up 30% Operating profit†† £33.0m £29.4m up 12% Adjusted profit before tax††† £44.0m £38.5m up 14% Adjusted earnings per share††† 31.7p 26.1p up 21% Dividends per share 10.8p 10.0p up 8%

2001 – up 30%2001 – up 12% 2001 – up 14%

£674m £33.0m £44.0m

£29.4m £38.5m

£517m £34.7m £23.8m £30.5m £21.4m £426m £26.7m £366m £17.5m £328m

1997 1998 1999 2000 2001 1997 1998 1999 2000 2001 1997 1998 1999 2000 2001 Group turnover† Operating profit†† Adjusted Group profit before tax†††

2001 – up 21% 2001 – up 8% 2001 – up 10%

31.7p 10.8p 12,843 10.0p 11,633 9.25p 26.1p 23.2p 8.1p 8,522 20.2p 6.9p 7,826 17.3p 7,342

1997 1998 1999 2000 2001 1997 1998 1999 2000 2001 1997 1998 1999 2000 2001 Adjusted earnings Dividends per share Employees per share†††

† Excluding share of Joint Ventures †† Excluding Amortisation of ††† Excluding Amortisation of Goodwill, Employee Benefit Goodwill and Employee Trusts, Joint Ventures and Benefit Trusts Pension Credit Annual Review 2001 Annual WS Atkins plc

1 Chairman’s statement

Performance – in-year Strategic progress I am pleased to report that the Group has continued to make Customers in both the private and the public sectors continue strong progress, achieving good in-year results. This has to increase their demand for integrated solutions underpinned been achieved against a background of increased investment by strong technology and the effective management of change. in business development and technology to give the Group This plays to Atkins’ core strengths and we have broadened greater competitive advantage in the future. our service offerings to benefit from this demand. We have expanded into new areas such as Facilities Management for For the ninth consecutive year (including five since Admission to Telkom SA Limited, Education Services for the London Borough the London Stock Exchange in July 1996), the year to 31 March of Southwark and Programme Management for 5,000 Shell 2001 continued the Group’s trend of record turnover and petrol stations in 12 European countries. In the private sector profit.Turnover increased by 30% to £674m (2000: £516.8m), we have won asset backed services contracts, both for power including an increase of 16% in organic turnover. Adjusted profit generation in the UK and heating and ventilation for Ford in before taxation rose by 14% to £44.0m (2000: £38.5m) and the United States. adjusted earnings per share were up 21% at 31.7p (2000: 26.1p). In addition, as a 20% shareholder of the Metronet consortium, The major acquisitions made in the year to March 2000 – the Group was selected in May 2001 as the preferred bidder Lambert Smith Hampton and Atkins Benham – have both for the Bakerloo, Central and Victoria lines franchise for the performed well in their first full year with the Group. Public Private Partnership. While negotiations towards Financial Close – expected to be in late Having financed both the fixed and working capital requirements 2001 – continue to be subject to political considerations, we of its organic growth, the Group continues to have a liquid are optimistic that Metronet will deliver significant benefits, balance sheet, with net cash funds at 31 March 2001 of £11.5m both to the travelling public and to the Group. (2000: £7.1m) and committed borrowing facilities in place. Performance – five year record In terms of implementing our strategy and achieving in-year Adjusted earnings per share have risen from 14.4p in 1996 to results, the period represents a further good performance by 31.7p in 2001, equivalent to a Cumulative Annual Growth Rate our management team and over 12,800 WS Atkins’ people (‘CAGR’) of 17% over the five years. Total Shareholder Return world-wide. (‘TSR’) of 33% per annum has been achieved.

Our operations and performance are reviewed in detail in the Dividends Review of the Year. The proposed final dividend of 7.20p per share, subject to shareholders’ approval at the Annual General Meeting on 7 August 2001, will be paid on 10 August 2001 to shareholders on the register at the close of business on 15 June 2001.This brings total dividends for the year to 10.80p (2000: 10.00p), an increase of 8% on the previous year, reflecting the Board’s confidence in the Group’s continued growth.

As previously reported to shareholders, the Board is gradually Michael Jeffries increasing dividend cover.This year dividend cover is 2.9 times Chairman (2000: 2.6 times). Integrated solutions for tomorrow’s world tomorrow’s for Integrated solutions

2 Board During the year the Group commenced a major initiative to At the end of March Sir Alan Rudge, our Chairman since 1997, put in place a global knowledge management system. The and Sir William Ryrie, a non-executive director since 1994, core systems for Finance and Human Resources for the UK retired from the Board. On behalf of the Board, I take this Operations will also be replaced in 2002. opportunity to thank them both for their significant contributions to the Group’s development. I would particularly Corporate Governance like to add my personal thanks to Sir Alan who played a The Group continues to strive to achieve corporate governance significant part in securing the Group’s re-organisation into best practice. It has complied fully with the London Stock market facing National Business Streams in 1999. Exchange’s Principles of Good Governance and Code of Best Practice (“the Combined Code”). In January the Board announced that Robin Southwell would join the Group from BAe Systems plc as Chief Executive, and The Board believes that dialogue with shareholders is important that I would be appointed as Chairman with effect from and continues to welcome their views. In this regard, I will 1 April 2001. The Board also appointed two new be reporting on the response to our fourth shareholder annual non-executive directors: Struan Robertson and James Morley, survey with the 2001/2002 Interim Results. in August 2000 and January 2001 respectively. Prospects I welcome all three new directors to the Board and especially Over the last decade the Group has taken advantage of its markets extend my good wishes to Robin Southwell in his role as CEO. to grow, both organically and by way of acquisition. We have proved adept at identifying and executing opportunities, adding The changes provide a further impetus and strengthening to value through our long-standing culture of embracing change. the Group’s operations with continuity of strategic leadership. Looking to the future, based on rising demand for effective People infrastructure services from both the private and public sectors The Group’s success in the future remains wholly dependent around the world, we continue to see increasing opportunities upon the skills, quality and commitment of our people. for our services, both in our traditional markets, such as property Continuing to recruit and retain high quality people is ever and transport, and in new areas, such as education and health. more central to our success. Accordingly we have increased our investment in recruitment procedures and in training and Robin Southwell, our new Chief Executive, is supported by an personal development. Our policies and procedures take experienced Board and a talented and committed staff. With account of discussions and surveys with our staff. this in place, I have increasing confidence that the Group is well positioned to realise the opportunities for growth available to On behalf of the Board I am glad of this annual opportunity it and to continue to deliver sustainable good results. to express our appreciation to everyone at WS Atkins for the enormous efforts they have made to meet the needs of both customers and shareholders.

Technology We recognise that technology plays an increasing part in serving Michael Jeffries our customers and in deploying our staff with best-practice Chairman knowledge, wherever they are located. 7 June 2001

3 Chief executive’s introduction

The results for the year to 31 March 2001 are a credit to achievements to date. We are more determined than ever my predecessor as Chief Executive, Michael Jeffries, his to continue to deliver strong performance for our customers management team and staff. Building upon the strong and shareholders. foundations I have inherited, I intend to continue to achieve optimal business performance and create additional As the Group moves to its next stage of growth, with significant shareholder value. new opportunities available, I will be seeking to develop and further improve our focus on those markets where we believe Since joining the Board and becoming Chief Executive on we can become the supplier of choice. 1 April 2001, I have met with colleagues from across the Group. I am extremely impressed with their professional I believe the Group is well placed to meet and exceed the expertise, their enthusiasm and above all by the integrity aspirations of customers and shareholders alike and I very they bring to delivering integrated solutions to our much relish the challenge to drive off from this robust and customers. We all take considerable pride in the Group’s impressive foundation.

I look forward to reporting regularly to shareholders on progress.

Robin Southwell Robin Southwell Chief Executive

Integrated solutions for tomorrow’s world tomorrow’s for Integrated solutions Chief Executive 7 June 2001

4 Review of the year

Improving the rail network Proof House Junction: With over 800 train movements every day, Proof House Junction, was one of the worst bottlenecks on the West Coast Main Line. It lies east of Birmingham New Street Station, where the lines from London, the Virgin cross-country and local Birmingham cross-city services Delivering state-of-the-art healthcare all converge. Only a complete remodelling of the junction Wythenshawe Hospital: In South Manchester, a major private finance initiative would allow it to cope with future capacity project is on target to deliver state of the art healthcare facilities. Opening in demands whilst providing safer and more September 2001, new facilities at Wythenshawe Hospital – comprising a 320-bed reliable infrastructure. This £36m project was acute unit and 77-bed mental health unit – will form the centrepiece of a new substantially completed within a 19 day scheme that will create an 800-bed centre of excellence and transform the hospital blockade in August 2000. into one of Europe’s finest. Our key roles included: developing the Under a 35 year concession to provide new facilities and services, our consortium scheme in the initial stages with Railtrack; established South Manchester Healthcare Limited to design, build, finance and undertaking the design work for all the operate this landmark scheme for South Manchester University Hospitals NHS Trust. inter-related disciplines; design management We are providing full design services including: architecture; healthcare planning; and co-ordination; main contractor for the building services; structural engineering; landscape design; planning supervisor signalling works; and engineering management services; interior design & art; and facilities management. for the whole project. integrated world

OPERATIONAL PERFORMANCE • We have demonstrated a greater ability to win national The Group has produced a further strong overall contracts and leverage customers and services across performance. Within Transport, both Road and Rail performed the Group. well. Management & Industry also performed well, especially in • The focus on strengthening and expanding our ‘cerebral’ the second half of the year. With a change in the mix of position in the outsourcing and support services market is business towards longer term contracts, Property Services continuing to deliver results. performed below our expectations, particularly in the second • We have delivered a range of solutions underpinned by half, where the business was impacted by higher business technology and the management of change. development and restructuring costs. International performed well, with record results in Europe and North America, and Contract wins include: Asia Pacific returning to profit in the second half. The • A 10-year educational services partnership with the London contribution from the share of joint ventures rose significantly, Borough of Southwark. benefiting from Connect, our PFI roads business, and from a • A 3-year contract at GCHQ in support of the New first contribution from the facilities management contract for Accommodation Project. Telkom SA Limited, which commenced in August 2000. • A 10-year outsourcing contract, in joint venture with Rebhold in Johannesburg, for Telkom SA Limited In addition, we have benefited from the first full year results for over 8,000 properties, involving the transfer of some from the acquisition of Lambert Smith Hampton (‘LSH’) in 1,460 staff. July 1999 and the United States based Atkins Benham Group • Since the year end we have secured a three-year partnering in January 2000, both of which performed above our contract with Hampshire County Council for support to expectations at the time of acquisition. their Transport programme, a further Managing Agent contract with Highways Agency for trunk roads in East Further information on the Group’s overall financial Anglia, and a five-year term highway maintenance contract

performance and that of each business stream is given in the Review 2001 Annual for Bradford Metropolitan District Council. Financial Review.

The year under review has seen the Group achieve a number Of our total staff, 62% (2000: 58%) are now involved in

of objectives: outsourcing and support services. WS Atkins plc

5 Review of the year continued

PROPERTY construction management to facilities maintenance. In addition, (33% of Group turnover, 27% of Group operating profit*) Property is able to benefit from expertise elsewhere in the Group to enhance its service offering; examples include 2001 2000 contaminated land remediation and transport planning. £m £m Tur nover 224.3 193.6 Cross-selling and integration of Group services continues to benefit our customers all over the world. Our design teams Pre-existing operations 164.0 153.6 have collaborated on major hotel and leisure complexes in Lambert Smith Hampton** 60.3 40.0 Saudi Arabia and Dubai and on a 13-barrack block facility for Operating Profit* 9.0 12.0 the British Army in Kosovo. We have advised on a global estate rationalisation programme following the merger of Pre-existing operations 4.2 8.2 Glaxo Wellcome and SmithKline Beecham. Lambert Smith Hampton 4.8 3.8

Operating Margin %* 4.0% 6.2% Maintaining and enhancing our professional capabilities underpins our ability to deliver effective solutions to our customers. We Pre-existing operations 2.6% 5.3% continue to receive professional recognition for the high Lambert Smith Hampton 8.0% 9.5% quality of our work. The innovative design for the glass façade * Excluding Share of Joint Ventures, Pension Credit, Amortisation at the Coex Convention Center in Seoul secured a Structural of Goodwill and Employee Benefit Trusts. Achievement Award from the Institution of Structural Engineers. ** Acquired July 1999. We are also involved in practical research which we believe Overview will benefit our customers. Since 1998, we have managed a Our Property business is involved in all aspects of the property portfolio of over 230 property construction research projects, life-cycle from acquisition, design, financing advice and with a combined value of £47m, for the Department of around the world

Using high technology Managing 8,000 properties in South Korea in South Africa Coex Convention Center: An outstanding Telkom SA Limited: In 2000, WS Atkins feature of the Coex Convention Center, Seoul, Facilities Management won a 10 year, £1.5bn South Korea, is its two large glass walls, which form contract to manage the huge property portfolio the sides of open foyer spaces for the main north of Telkom SA Limited. It is one of the world’s and east entrances. largest outsourcing contracts. Using the latest technology, our Structural We are delivering operations from over 35 locations engineers in the UK developed the design for the to manage some 8,000 properties. Over 1,460 staff, delicate structure, which supports most of the 686 vehicles and some 13,000 assets were glass.These dramatic glass façades are suspended transferred to Atkins; and we re-procured services on stainless steel vertical hanger rods and twin covered by over 4,000 supply contracts. The total stainless steel catenary cables. annual value of these services will be £150m. The weather is often extreme in South Korea. The wide range of properties includes headquarters The cables and rods, which are held in position by buildings, the main international satellite earth fabricated stainless steel struts to form vertical station, state of the art exchanges, the mast network cable trusses, must remain in tension at all times. and the national network operations centre. Our innovative solution to deal with the thermal We have set a benchmark for future service expansion was to use two springs, set under the provision in the continent of Africa. This contract is floor, thereby reducing the variation in the tension the largest of its type we have ever won and it over the design temperature range to around significantly strengthens our position in the facilities

Integrated solutions for tomorrow’s world tomorrow’s for Integrated solutions 10 per cent. management global marketplace.

6 Environment Transport and the Regions (“DETR”). Since in place with the opportunity for five-year extensions, all commencing this work, we have achieved a 63% reduction in promoting an improved supply chain open book culture. the percentage of ‘late’ project milestones from 40% to 15%. In Facilities Management, during the year we have secured Our network of UK offices using our in-house project information the three-year contract as managing agent to administer the system ‘ProNET’ also lends itself to major roll-out programmes maintenance and repair of some 300 properties for Littlewoods where speed to market is our clear differentiator. Using leading plc. This wide ranging commission includes a full review of the edge technologies, we have been able to co-ordinate and current contractor database and methods of operation and deliver to British Telecom multi-site services, including technical safety systems, together with the procurement of new advice to its tunnels network, and Mechanical & Electrical term maintenance contractors and utilities and capital works projects. consultancy under a separate, national framework partnering The contract incorporates the expertise of specialists from contract. We have also been commissioned by the Department across the Group in improving Littlewoods’ property portfolio for Education and Employment (‘DfEE’) to provide Design procurement methods, safe systems of work and supplier base. Advisory Services for capital project proposals submitted to the Department. This three-year commission further reinforces our Our Facilities Management portfolio continues to expand in involvement in partnering with central Government departments. the UK. New commissions from Bradford & Bingley, Somerfield, Kwiksave and the Land Registry have increased the number Over the past year we have continued to develop solutions to of properties we manage to over 175,000. We have also seen suit the specific needs of our customers, helping them to growth in the annual value of the supply chain business we achieve best practice by continuous benchmarking of industry manage, which is now around £575 million, an in-year increase standards within the markets in which our customers operate. of 14%. We have been progressing commercial schemes and Examples include work by our project services business, which initiatives under our ‘High Street Solutions’, where our has played a significant role in Railtrack’s objective of embracing customers now include Boots the Chemist, Marks & Spencer, partnership. Five-year framework agreements have been put Alliance & Leicester, Barclays, Halifax, BP, Esso, Q8 and Texaco. Annual Review 2001 Annual WS Atkins plc

7 Review of the year continued

Our Defence FM business currently has a total of 35 contracts future contracts are becoming larger and more complex. As with the Ministry of Defence, with a presence on 160 sites reported later under Atkins Investments, we are preferred and involvement with a further 140 establishments. The High bidder for a major new build PFI contract at Colchester Garrison Wycombe contract was successfully mobilised at the start and are also bidding for other PFI defence contracts. of the year and negotiations for additional two-year extensions on a number of other contracts have been negotiated. Acquired in July 1999, LSH’s turnover is approximately 55% consultancy and 45% from agency transactions. The business The business continues to provide support to the Temporary has exceeded the financial performance targets set at the time Field Accommodation contract in Kosovo. As a 24.5% joint of acquisition. venture partner, we are involved in the Base Operating Support contract for the US Navy in Diego Garcia which is LSH is a major driving force behind the creation of a Global now in its third year of successful operation. Property Alliance, a platform offering high-quality property services internationally. This partnership includes major The procurement programme for the five One Stop Shop independent property advisers in the USA, United Kingdom, regional Prime contracts (which will replace the existing Ireland, France, Germany, the Netherlands, Belgium, Greece, Works Service Management and Estates Works Consultancy Spain, Argentina and Chile. contracts) was announced by Defence Estates in early 2001. The Group, in consortium with and Babcock, The Alliance is owned and managed by its members. Launched has been short-listed for the initial stage for Scotland, the in London in January 2001, the Global Property Alliance has first of the contracts to be tendered. already achieved significant success, winning new business from Gateway Computers, Symbol Technologies, PGA European There are significant opportunities within the UK Defence sector Tour and Bookham Technologies. over the next five years arising from the Strategic Defence Review and the manner in which contracts are procured. With In the UK, LSH has been re-awarded a three-year contract

Integrated solutions for tomorrow’s world tomorrow’s for Integrated solutions a greater emphasis on Public Private Partnership, PFI and Prime, from the Thames Valley Police Authority, which occupies some

8 Generating heat and power Total Solutions for Industry (TS4i): Our joint venture with The Royal Bank of Scotland, launched in 2000, takes an innovative approach to financing and operating industrial assets. It offers a one-stop service that will design, build and finance a particular asset on behalf of a third party, administering the Providing renewable energy service via a single performance contract. Early in 2001, TS4i acquired the shares of Viridian Burra Dale wind farm: Over the last 20 years, interest in renewable energy has Group’s GB power generation business,Viridian increased significantly. The Government has targeted 10% of the UK’s power Cogeneration Limited. The new company will generation to be supplied by renewable energy by 2010, and is to invest £100 million trade under the name of TS4i Power Resources. in an effort to achieve this goal. The deal is the first for the Joint Venture in WS Atkins has a wide range of experience in the renewable energy sector, from hydro- what is forecast to be a developing market for electric schemes to solar power. This expertise was called on in a technical audit we asset backed services in the years ahead. undertook on the Burra Dale wind farm in the Shetland Islands. Its three 660kW turbines Via TS4i Power Solutions – a vehicle set up to have the potential to supply the equivalent of around 1000 homes with electricity. service the cogeneration market – WS Atkins We ensured the physical components on site (turbines, cabling, transformers and will offer not only combined heat and power switchgear) met with certain contract requirements. Our team was given 2 days (CHP) solutions to commercial clients but also notice and within the tight time constraints completed the study, and delivered a flexible, innovative solutions to industry’s draft report in just 11 days. broader energy needs. cleaner world

300 properties across Oxfordshire, Buckinghamshire and There are an increasing number of opportunities that require Berkshire. The contract involves the provision of landlord and skills from across all our businesses to provide effective tenant advice, development, disposal and acquisition work, in solutions to our customers’ needs. As part of our response to addition to rating and valuation services. this, we have formed a Major Projects Unit to manage and co-ordinate major projects and certain long-term capital Taking advantage of the skills and customer relationships in the outsourcing projects. Group’s Rail business, we have provided consultancy advice to Stagecoach in its successful bid to renew its franchise for South Examples of our work include a series of hotel projects covering West Trains. This work included the development of innovative Europe and the Middle East and managing the extension and solutions for passenger management and retailing at Waterloo refurbishment of the Hyde Park Intercontinental in London for and Clapham Junction stations. LSH is also working with GOVIA Bass. This year has also seen us appointed as Project Managers in the development of station upgrades for the South Central and Designers for the £70 million Swiss Cottage regeneration rail franchise, for which GOVIA is the preferred bidder. scheme by Dawnay Day and Barratts as part of their existing PPP scheme with the London Borough of Camden. In Autumn 2000, LSH took over the management of the British Rail Residuary Board’s remaining property portfolio in A major win is the assignment with Level 3 for the maintenance Scotland and the South West. This role has now expanded and emergency restoration of some 5,500 kilometres of their with LSH’s appointment as preferred bidder for the fibre optic cable network covering the UK, Holland, Belgium, management of remaining portfolios in the South East, North France and Germany. Other initiatives in the Telecommunications East and North West. market are reported later in Management & Industry.

In a landmark transaction, LSH acted in the £300m purchase The Group’s relationship with Shell’s European Oil Products of the freehold and long leasehold interest in the Cutlers business has now matured so that our umbrella contract

Garden Estate, in the heart of the City of London. The covers the programme management, the project management Review 2001 Annual distinctive 10 building managed office scheme was acquired and design for the capital works on some 5,000 petrol on behalf of the Peabody Fund and asset managed by Dawnay stations across 12 European Countries. We also continue to be Day Structured Finance. This represents one of the largest actively involved in Rail projects, working with the Group’s

central London single property transactions recorded. industry specialists. WS Atkins plc

9 Review of the year continued

TRANSPORT range of services from transport planning, through design, to (28% of Group turnover, 32% of Group operating profit*) construction management, maintenance and operations.

2001 2000 Industry overview £m £m The financial year started positively with the publication of the Tur nover 188.3 150.4 UK Government’s 10-Year Plan for Transport, which identified Operating Profit* 10.6 8.5 additional committed expenditure in this sector over both the Operating Margin %* 5.6% 5.7% short and medium term. In-year our staff numbers increased organically by some 390 (18%). This included the results of a * Excluding Share of Joint Ventures, Pension Credit, Amortisation major recruitment campaign, including internationally in Australia. of Goodwill and Employee Benefit Trusts. Local Transport Plan funding settlements for Local Authorities This business stream’s turnover is split approximately have been much increased, some even doubling. This provides two thirds/one third between Road and Rail. Our transport a significant additional volume of work for the County Council planning and systems capabilities, which are reported within term contracts, as well as providing further outsourcing and Roads, operate jointly across road and rail. The business partnering opportunities with Local Authorities in the highways reported a very strong performance, benefiting from increasing sector.We have secured the first of these partnering contracts levels of investment in UK transport. with Hampshire County Council for support to their Transport programme for the next three years. In London the Group is Roads providing significant technical support to The year has seen significant growth in our Roads business, on bus priorities and bus-lane enforcement, facilities for cycling with turnover up by 18%. We continue to provide the whole and walking, and best value and performance indicators. Integrated solutions for tomorrow’s world tomorrow’s for Integrated solutions

10 We are providing advice and best practice guidelines on design of major improvement schemes in Area 16 (South transport planning and policy implementation to central Yorkshire and Humberside). We have received extensions Government, local Government and the Regional Development to two of our other existing Super Agency contracts in Area 2 agencies. As a result of the DETR’s requirement to examine (Bristol) and Area 4 (Kent), and are now developing our alternative transport schemes, we have undertaken multi-modal strategy to address future operator-led opportunities. transport studies for a number of different areas, including Manchester, East Midlands and Hastings. Atmos, our highway maintenance and transport operator, has also had a good year, particularly with the seven-year transport Design services contract for Surrey County Council which commenced We are designing some of the largest new-build projects in in February 2000. By introducing new methods of operation, the UK. During the year we won, in joint venture, the design we have been able to demonstrate considerable savings contract for the privately financed Birmingham Northern for Surrey in the first year. Since the year-end Atmos has been Relief Road, which is the UK’s first motorway toll road and the awarded a five-year maintenance contract for Bradford largest motorway construction project, including 43 kilometres Metropolitan District Council. of new road to be designed and built in only three years. We have also been appointed by the Highways Agency to act as Transport Systems its Agent for widening the M25 near Heathrow and we In Essex our joint venture with Siemens to provide the complete continued to work on the A2/M2 widening. range of services for traffic control is the first of its type, with the potential to develop into other geographic areas. During the year we have formed the ErinRoute consortium, as a 15% member with Carillion, Balfour Beatty and Egis to pursue Our advanced transport systems and communications team PPP opportunities for roads in Ireland. secured two contracts, in East Midlands and East Anglia, for National Public Transport Information Services, which will In the Highways Maintenance sector we have increased our extend into the development of high quality, real time public leading market share still further, with the addition in the year transport and road traffic information as part of the of a three-year term contract for the Highways Agency for the Government’s Transport Direct programme. moving world

Reducing road congestion Making trains safer Highways Agency: Our Roads business manages Rail structures examination: To meet the several key areas of the UK’s trunk road and demands of an ever increasing number of safety motorway network on behalf of the Highways regulations, particularly on track operations, rail Agency. In total WS Atkins is responsible for some companies are using the benefits of innovative 2,100km of primary roads, including more than technological developments; structures also play 4,000 structures. a key role. We bring a variety of innovative techniques in WS Atkins has begun work on a 2 year, £12m order to minimise disruption and maximise the contract for Railtrack to examine more than capacity and safety of the network. Recently on the 50,000 bridges, stations and other Railtrack M5, for example, our engineers employed a structures throughout Scotland and Southern revolutionary heat treatment to straighten, and England. These include the 110 year old, avoid replacement of, a bridge girder that had been 1.5 mile long Forth Rail Bridge, where teams of struck by a heavy goods vehicle. abseilers will get close to record its condition and any defects. The benefits to both road goers and taxpayers are Review 2001 Annual easy to appreciate. The work was completed in In southern England,WS Atkins Rail is now record time, causing 70% less traffic disruption than responsible for checking the condition of structures a conventional repair at less than half the cost. from Dover in the East to Exeter in the West

and from North London to Southampton. WS Atkins plc

11 Review of the year continued

brave new world

Upgrading U.S. industry Making yachts go faster 3D laser scanning: When industrial process Kingfisher and General Electric: Round-the- plants and facilities require an upgrade or retrofit, world yachtswoman Ellen MacArthur’s achievement the “as-built” structures can differ from the original in completing her single-handed, non-stop race specifications. Until now, to gather accurate in the Vendee Globe in 2001 was helped by our information about what actually exists involved expertise in computational fluid dynamics. walking and clambering around the site taking We were part of the design team that undertook measurements and making sketches, or using the hydrodynamic analysis of her Open 60 yacht, photogrammetry, requiring close range pictures. Kingfisher. Our challenge was to analyse and help Now, Atkins Benham has transformed visual reality optimise the hydrodynamics of the boat, taking into accurate engineering information for its industrial in the performance of the keel, dagger boards and clients in the United States by using a 3D laser rudders, to improve control and reduce drag. scanning and imaging system to automate the task. Using advanced technologies, we seek to add This award-winning technology enables rapid input value by providing a technical edge at all levels of the information into CAD programmes for of the business. General Electric, market leaders in engineering applications. A digital camera targets the supply of gas turbine Combined Heat and the scanner, and a pulsed, time-of-flight radar laser Power plant, has been using these capabilities at system uses rotating mirrors to direct the laser beam. WS Atkins for over five years. Atkins Benham has used 3D laser scanning for a

Integrated solutions for tomorrow’s world tomorrow’s for Integrated solutions variety of clients, including 3M and Rohm and Haas.

12 Rail National Railway Agency. ScanRail, which has some 330 highly Industry Overview skilled consultants, is expected to become part of the Group Our Rail business has experienced another record year, with in July 2001. With the majority of its work in Denmark, ScanRail turnover growing by over 41%. is also renowned for its transport consultancy and software products in the areas of timetable modelling, signal control and The Strategic Rail Authority has published its Agenda for the informatics. The acquisition provides a strategic presence in the rail network and we are set for a decade of real investment in growing Scandinavian and north European rail market. It also the system, with significant funding coming from both public provides the Group with the opportunity to develop its Property and private sectors. Our skills in engineering, management, and Management & Industry businesses in these territories. safety and project finance make this a time of exciting opportunity in rail; although watchful of short term changes in the funding and operating structure of the UK rail industry, we MANAGEMENT & INDUSTRY are confident about longer term opportunities. (18% of Group turnover, 17% of Group operating profit*)

Resourcing of skills for the UK Rail Industry remains a challenge. 2001 2000 We have responded by signing co-operation agreements with £m £m the professional arm of Indian Railways; over 100 electrification Tur nover 119.1 101.7 and signalling specialists now support our UK design activity Operating Profit* 5.7 5.5 from our offices in Sharjah, demonstrating the benefits – as Operating Margin %* 4.8% 5.4% elsewhere in the Group – of applying IT to allow global working arrangements. We have also mounted successful recruitment * Excluding Share of Joint Ventures, Pension Credit, Amortisation campaigns in Australia and South Africa. of Goodwill and Employee Benefit Trusts.

Industry Partnerships Overview We continue to be engaged on significant alliances with Railtrack Our Management & Industry (‘M&I’) business serves the and others on the West Coast Route Modernisation, with new Government and Industry sectors, all with a strong technology signalling contracts awarded. We are also part of the Alliance and change management content. The Atkins Benham business responsible for the resignalling of the Dorset Coast Route. in the United States fosters and encourages technical links and These new commitments exceed £50 million in fee value. cross-selling opportunities.

On other major routes, we were appointed to engineer the M&I is a key source of the Group’s future growth in the UK remodelling of Peterborough, a major bottleneck on the East and internationally. Especially in the second half, we have Coast Main Line, and have been commissioned to undertake a started to see the benefits of significant restructuring and the feasibility study of the Felixstowe – Nuneaton Freight Route. increased focus on key customers.

Proof House Junction at Birmingham was completed on time We continue to embrace change on many fronts. During the and within budget, and the project team has won a number of year we formed a Telecommunications business, bringing awards. Our independent review of the Channel Tunnel Rail Link together skills, resources and customer relationships from was completed successfully this year, contributing to allowing across the Group.This enables us to better serve Cable & Phase 2 of this important infrastructure project to proceed. Wireless, One2One, Orange, Vodafone and other key players, as the industry rolls out new infrastructure across Europe. Our recent appointment to undertake structures examination Benefiting from the acquisition of LSH, this activity also includes contracts for Railtrack covering the Southern Region and creation of tele-houses under the ‘Co-locations’ initiative. Scotland, further consolidates our position as a market leader in the management of rail infrastructure. Our expectations are that the Group’s activities in industrial markets will continue to grow strongly as a result of the value that Our Rolling Stock business has given significant support to the our technological strength and management capabilities add to manufacturers and leasing companies for their new trains. multi-national and government customers. In some of these Independent Safety Assessments have been undertaken for markets, largely on the back of the continuing trend for outsourcing Siemens, Adtranz and Alstom, plus Vehicle Acceptance for the in the UK, we are targeting growth on a scale that, if successful, new Bombardier Virgin Voyager. will see the creation of new business streams in the Group.

International In addition, there are opportunities for significant growth, as Our rail business continues to support major projects in the UK Government considers the next steps in Public Private Hong Kong, Ireland and Portugal, together with our appointment Partnerships, to deliver local government services, and

to provide system safety certification for the Singapore MRL nationally in Health and Education. An early example of this is Review 2001 Annual North East line. that on 1 April, 2001 nearly 300 staff transferred to the Group when we commenced the landmark education services In June 2001 we announced the acquisition of ScanRail, the partnership contract with the London Borough of Southwark,

transport and engineering consultancy division of the Danish with a further 300 staff expected to join in September 2002. WS Atkins plc

13 Review of the year continued

In the Utilities sector, we have come through the bottom of full range of services from concept to commissioning for a the UK Water industry’s 5-year investment cycle and have an phenol sulphonate plant as part of a turnkey project for a UK important engineering framework agreement with Anglian subsidiary of Clariant, the leading global manufacturer of fine Water, which is now gathering momentum. We have secured and speciality chemicals. long-term partnerships with National Grid and GPU, providing design and construction services for new works to improve We experienced significant growth in the Process sector, the transmission and distribution of electricity. Our relationship assisted by the recovery in the oil price. We secured a with BNFL Engineering and Magnox strengthened, with strategically important contract with BP at Grangemouth to significant commissions at the Sellafield site in Cumbria and at provide on-site design services for the next five years, a role the Wylfa power station on Anglesey. potentially replicable on sites elsewhere in the UK and internationally. Our integrated management services approach Total Solutions for Industry (TS4i), our asset backed services helps owners and operators of offshore structures (such as joint venture with the Royal Bank of Scotland, won its first Kerr McGee and Talisman) to reduce inspection costs; and we contracts, to design, build, finance and maintain projects in the retain our position as a world leader in advising on the safety combined heat and power (‘CHP’) sector with Fribo Foods of offshore installations. We started to see significant returns and Sonoco. We acquired the staff and assets of Viridian on our investment in developing a presence in Houston,Texas, Power Resources to support these contracts and to seek to aimed at strengthening our position with the oil company increase our share of the growing CHP market. multi-nationals, particularly BP, Exxon Mobil and Shell.

In Manufacturing, we continued to support Anheuser Busch’s In Defence & Aerospace we continue to develop our air and development of its facilities at the Stagg brewery at Mortlake, sea safety systems businesses. We were appointed by the London. Most recently, this involved the development of a new Defence Procurement Agency of the Ministry of Defence to

Integrated solutions for tomorrow’s world tomorrow’s for Integrated solutions refrigeration system for brewing Budweiser. We provided the lead an international study of a new rescue system for NATO

14 Delivering children to school Surrey transport: Under a 7 year, £70m contract with Surrey County Council, Atmos – the transport services division of WS Atkins – operates the county’s transport services.These include delivering to and from school around 2,500 children with special needs and 670 mainstream pupils who travel by minibus and taxi. Creating better schools Our in-house fleet of 50 minibuses travel some 750,000 miles on school transport alone; the Penweddig: In Aberystwyth, the first Private Finance Initiative school to be built drivers and escorts are Atmos employees. We in Wales opened its doors to pupils and staff in January 2001. Penweddig is a Welsh are also responsible for all vehicles operated Medium Community Secondary School and particularly significant for WS Atkins by Surrey Social Services, all cars leased by the Investments because it was the first major success for NewSchools, our joint County and all its road maintenance lorries. venture with Innisfree. In addition we manage over 600 routes operated This 780 pupil school, which replaced an obsolete one with a modern, high quality by sub-contractors.The contract also includes facility, reflects many of the considerable skills and strengths of the WS Atkins group, the maintenance of mobile libraries and particularly in the design, construction and the operation of educational buildings. non-emergency vehicles of the Fire and Rescue We provided a whole range of services – from concept design, bid management and Service, and the provision of delivery services whole life cost advisor to project management and facilities management. between libraries, offices and council homes. tomorrow’s world

submarines; expanded our partnership with Rolls-Royce In our Information Technology business, after a slow start Marine Power through our work on the systems safety for resulting from the Market’s post-Y2K hiatus, we again nuclear reactors for the existing submarine fleet; and won experienced growth in our systems development and project contracts with BAe Systems in support of their operations in and programme management divisions. The provision of the North Africa and the Middle East and for Airbus on structural business support office at GCHQ for the next three years is integrity of in-service aircraft. an important contract for the Group. We secured our first project management training assignment with Ericsson and Government customers remain an extremely important part supported the National Assembly for Wales in the procurement of M&I’s portfolio. An example is our appointment for the of a multi-million pound replacement of an IT system to support next five years by the Environment Agency as one of their subsidy payments to farmers. national framework consultants, particularly in respect of flood defence forecasting and initiating new capital works for flood We undertook several e-commerce development projects, protection. We retained our framework agreement with the including the design of a web-site for the Royal Borough of Health & Safety Executive for a further three years. Kensington & Chelsea. This will be developed to enable citizens to access council services and to make transactions on-line. Record results were achieved in Management Consultancy. This work won a Plain English award for clarity of presentation This was due in part to the high demand for our services and layout. We also work for the Environment Agency (‘EA’) from both the public and private sectors. However, performance providing a portal to all EA services, including flood information; was significantly enhanced by a revised pricing strategy and by and developed e-commerce solutions for the DETR. greater focus on a limited number of target markets. We advised the UK Treasury on the efficiency of the industry In Business Process Outsourcing, opportunities were curtailed regulators, undertook a review of the impact of e-commerce as UK local authorities evaluated their options under the Best

on the telecommunications sector for the Department of Value legislation, which became effective as from 1 April 2000. Review 2001 Annual Trade and Industry (now extended to include the process Since the turn of the calendar year we have seen a resurgence industry) and continued to support the Radiocommunications of bidding opportunities in this sector. Meanwhile our IT Agency in their award of spectrum licences for fixed wireless outsourcing contracts with both Havant Borough Council and

access, advising on market, financial and technology aspects. Essex County Council have been extended. WS Atkins plc

15 Review of the year continued

INTERNATIONAL climate in Asia Pacific that adversely affected the businesses (21% of Group turnover, 24% of Group operating profit*) managed from Hong Kong.

2001 2000 United States £m £m The acquisition in January 2000 of Benham (now trading as Atkins Tur nover 142.3 71.1 Benham across all its businesses and with some 800 staff) was a key step towards our medium term goal of developing a significant Pre existing operations 67.0 58.5 business in the USA. Our US business now has offices in 11 States Atkins Benham** 75.3 12.6 and is registered to operate in 48. Approximately 60% of Atkins Operating Profit* 7.7 3.4 Benham’s turnover is in the Industry sector, 30% in Property and 10% in Transport. Two thirds of the turnover is in the private sector. Pre existing operations 2.5 2.9 Atkins Benham 5.2 0.5 We have closed the operation in Russia, sold the loss-making Operating Margin %* 5.4% 4.7% SESCo process business in Atlanta and introduced stronger controls to Atkins Benham Constructors, the design-build business. Pre existing operations 3.7% 5.0% We have also appointed a unified management team and prepared Atkins Benham 6.9% 4.0% a strategic plan for our entire operation in the US including * Excluding Share of Joint Ventures, Pension Credit, Amortisation of the Project Services business, which was acquired in 1996. Goodwill and Employee Benefit Trusts. ** Acquired January 2000 We continue to leverage Atkins Benham’s customer relationships with the Group’s global capabilities. Cross-selling opportunities Overview are being captured. Examples include process designs for Anheuser The Group has international operations in Europe, the Middle Busch in St Louis, Missouri and in Mortlake, London (as mentioned East, Asia Pacific and the United States. The Middle East earlier in Management & Industry); on property services for 3M in improved significantly, assisted by the impact of higher oil St Paul, Minnesota and in Bracknell, Berkshire; and on environmental prices on its economies and encouraging progress has been audits for Halliburton sites across the USA and Europe. We signed made across our European operations. Management action our first US based asset backed services agreement to provide reduced the impact of the continued difficult economic energy savings in heating and ventilation services for Ford in Detroit. commercial world

Advising global oil and gas Supporting major UK retailers companies Littlewoods plc: The company has 251 stores, 33 home shopping distribution sites, three Shell: In 2000, Shell European Oil Products customer call centres and nine large distribution commissioned us to provide programme and project sites throughout the UK. Its head office is located management, design, procurement and construction in Liverpool. supervision services for capital expenditure projects on 5,000 of its petrol filling stations in 12 countries When this major retailer decided to outsource its across Europe. The works range from new build Facilities Managing Agent role last year, WS Atkins motorway sites to minor equipment installations. FM won the work. Under the new three year Shell operates petrol retail networks in 26 countries commission – which has an annual value of £1.5 across Europe. The programme of works will be million – we manage the fabric and plant, cleaning, managed centrally and implemented locally. waste and utilities across the portfolio, with a dedicated contract team and a help-desk. Also, for the International business of Shell, Atkins China has teamed up with the Environmental division Our role also includes project management and of PetroChina Company Limited to undertake an consultancy services on an as-required basis environmental and social impact assessment of the utilising the skill base of WS Atkins throughout the new Changbei Gas Field in Northern China. The UK. As part of the commission, 21 Littlewoods FM field will add to the supply of natural gas to Beijing employees transferred to WS Atkins under and Shanghai, helping to address these cities’ severe TUPE legislation.

Integrated solutions for tomorrow’s world tomorrow’s for Integrated solutions air pollution programmes.

16 Our Project Services business in the US has achieved rapid Life Gardens recreational park in Riyadh; and the district organic growth, and global relationships have been formed cooling scheme for Tabreed in Abu Dhabi – a project with customers including Exxon Mobil and Merck, which are supported by technological skills from Atkins Benham. generating work outside the USA. Europe Asia Pacific In Ireland we experienced further rapid growth with staff We have focused on key markets and introduced further efficiency numbers more than doubling. We have strengthened our measures in response to the market conditions. The Group’s position in the road and water sectors and have also grown activities are primarily carried out from offices in Hong Kong, in new markets, particularly rail. Singapore, Beijing and Shenzhen. It is encouraging to note that, as a result, business moved back into profit in the second half of In mainland Europe, alongside the pan-European projects, such the year. Our design work on the North Island Link and Shatin as for Shell and Level 3, we are growing in Greece, spurred on to Central Link confirms our position as one of the leading rail by support activities ahead of the 2004 Olympic Games; and businesses in Hong Kong. Furthermore, our recent commission in Poland we have become the leading international transport from China Light and Power to design five tunnels reinforces consultancy. We have been appointed as independent engineer our position locally as a leading tunnelling consultant. for the A2, the country’s first privately financed motorway, which will ultimately run from Germany to Russia. In China, for Shell we are providing environmental support for a major pipeline. In Singapore our business continues to expand through our strong reputation in the global pharmaceutical WS ATKINS INVESTMENTS industry – such as the Global relationship formed with Merck. WS Atkins Investments manages the Group’s increasing number of equity investments in joint ventures, particularly in the PFI Middle East arena, where the Group provides a range of design, operational Several new projects have been won including the Rostamani and advisory services. Sustained progress has been achieved Towers in Dubai, a 53 floor apartment development; the General during the year, with all investments performing satisfactorily. Annual Review 2001 Annual WS Atkins plc

17 Review of the year continued

We now own a 32.1% shareholding of our roads operating way we understand and manage the risks inherent in such company, Connect. Bidding is underway for a number of contracts. Working with the University of Reading, we have significant contracts. developed a pragmatic, web-based tool kit for project managers, which is improving the delivery of design-based projects. The two hospital projects at Wythenshawe and Hereford continue to make good progress. In May 2001 the new acute ProNET, our collaborative technology system for managing facility at Wythenshawe was completed on programme and projects and other types of information on the Internet, is handed over to the Client for clinical commissioning. We are now in use throughout the Group and relevant supply chains, in the process of establishing a new strategic partnership to as well as being a revenue generator in its own right. bid for the next wave of major acute hospitals. Much of our work on the development of new techniques In education, highlights of the year were the completion on and ways of working is underpinned by participation in programme in December 2000 of the Penweddig School in national and international Research & Innovation forums Aberystwyth and the achievement of Financial Close on the enabling us both to influence and to be aware of emerging important Cornwall Schools contract, our first multi-site PFI. issues and research programmes, and to tailor our In May 2001 we achieved Financial Close on the Swanscombe developments accordingly. Over the year, for example, we have School contract in Kent. Construction progress continues to chaired the Construction part of the UK Government’s be satisfactory on the Leyton School. A full bidding Foresight initiative, which is developing the UK’s long-term programme for education is in hand. research agenda for the Built Environment.

Bridgend Prison continues to perform well – the project Elsewhere, under our chairmanship, ConstructIT (a network of company declared its first dividend during the year and it was companies and universities dedicated to improving the business particularly satisfying to see the encouraging report of the processes of construction through the use of IT) has been Chief Inspector of Prisons, following a visit. awarded a Queen’s Anniversary Prize, the first ever awarded within the broad construction sector. In May 2001 the Metronet consortium, of which we are a 20% shareholder, was appointed as single preferred bidder for We have also led the development of a number of Key the concession to develop and maintain the infrastructure Performance Indicators for the design phases of construction for the Bakerloo, Central and Victoria Lines of the London procurement. These have been trialled within the Group, and Underground. This major endeavour covers some 250 shown to provide a means for measuring the development of kilometres of track, 2,300 structures, 126 kilometres of tunnels a better performance culture. and the refurbishment and modernisation of 65 stations and the carrying of over 1,200,000 passengers each working day. PEOPLE Business generated for other parts of the Group by our PFI The Board recognises the major contribution that our people successes continues to accumulate. During the year we have make to the Group’s success. During the year we completed signed some significant projects where we do not have an the first year of our Human Resources (‘HR’) strategy aimed equity interest, including the Cornwall Fire Stations and the at refreshing HR policies and practices and striving over time to Ministry of Agriculture, Fisheries and Food complex in achieving “Employer of Choice” status. Progress was made on Cambridge. We face the future with growing confidence. several key themes in support of the Group’s business objectives.

Communication has been improved by the use of an Employee TECHNOLOGY Survey – the second of which was undertaken at the end of During the year we have increased the level of investment in 2000. Results were fed back early in 2001 to all staff and Information Technology and Systems to support the strategic actions are underway across the Group to address local issues. development of the business and improve service delivery to customers. Primary software packages have been selected Recruiting and retaining key talent remains a challenge during to be implemented in 2002, including improvements for our a year that has seen record low unemployment in the UK and supply chain partners, e-business, knowledge management and skill shortages across several of our professional areas. We the introduction of shared services. have sought to counter this with improved recruitment processes, and our intake of graduates, which is increasing substantially, supported by the successful development of a RESEARCH & INNOVATION dedicated web site www.whywsatkins.com. Research & Innovation has continued to work closely with major British universities, both to gain access to state of the art We have increased our investment in training and development, thinking and to leverage benefit from public sector research including more structured methods of identifying and supporting funding. For example, assisted by the University of Dundee, we the management talent necessary for the Group’s future success. have developed a process for bidding PFI/PPP contracts that includes structured techniques for identifying and estimating Note: A full version of the Review of the Year is available in

Integrated solutions for tomorrow’s world tomorrow’s for Integrated solutions Whole Life Cost issues. This has helped us to improve the the Annual Report.

18 changing world

Improving health and safety Partnering local councils Health and Safety Executive Agreement: Southwark Education Partnership: Over the past seven years,WS Atkins’ Framework Following a critical report on Southwark Education Agreement with the Health & Safety Executive has Service by Ofsted, WS Atkins Managed Services involved more than 200 separate projects across secured the contract to deliver certain education most HSE divisions and industry sectors. functions, in partnership with Southwark Council, over at least five years from April 2001. In 2000, we won a further three year term of the Agreement, giving the HSE immediate access to a Under this, the largest education-outsourcing wide range of technical skills. This is particularly project in the country, the services transfer in two important for major reviews such as the recent phases over an 18-month period, subject to accident investigations for the Jubilee Tunnel collapse performance. In April, we assumed responsibility and the Southall and Ladbroke Grove rail crashes, for: school improvement; pupil support and special and in the implementation of new legislation. educational needs; human resources; information and communications technology; financial services; The new contract comes at a time when the HSE and managing the repair and maintenance of is seeking to push forward in meeting the school buildings. Government’s Revitalising Health & Safety plan, which aims to reduce the impact of H&S failures by Should performance in these areas be deemed

30% over 10 years. WS Atkins aims to play a key satisfactory, coverage will extend in September 2002 to Review 2001 Annual role in this initiative. early years and adult learning services, and education aspects of regeneration. This pathfinder contract is the first Public Private Partnership involving the

whole of a local education authority’s responsibilities. WS Atkins plc

19 Our projects

2

1 3

20 4

5

6

1 Computational Fluid Dynamics design on Open 60 yacht ‘Kingfisher’, piloted by Ellen MacArthur.

2 A report on the British Greyhound Racing Board’s future organisation, funding and management structure.

3 24 Hour Structural Integrity support service on oil platforms for Kerr McGee North Sea (U.K.) Limited.

4 Innovative glass wall structure for the Coex Convention Center in Seoul, South Korea.

5 A 3D Laser Scanning system to automate the task of gathering data on the physical features of structures.

6 Examination of more than 50,000 bridges and other Railtrack structures in Scotland and Southern England.

7 £26 million resignalling project on the Waterloo to Weymouth mainline. 7

21 Our projects continued

9

10

11

12

8 13

22 14

15

8 Construction project management of health and leisure centres, across Europe, for Balance Fitness Services.

9 Dubai Internet City Complex.

10 Providing facilities management services on 8000 sites for Telkom SA Limited.

11 Complete remodelling works of Proof House 16 Junction, with over 800 train movements per day. 12 Review on the effect of weather on the performance of Offshore Rescue Craft.

13 Providing transport services for 2,500 children with special needs and 670 main stream pupils on behalf of Surrey County Council.

14 Providing outsourced education services in partnership with Southwark Council.

15 Project definition study for the new NATO Submarine Rescue System, to replace this 23 year old UK system.

16 Providing facilities management services for Littlewoods plc and project management services as required.

17 A review of the Environment Agency’s flood forecasting techniques. 17

23 Directors and advisers

1 2

3 4

5 6

7 8

1 MME Jeffries 3 RS Southwell 6 DDS Robertson Executive Chairman Chief Executive Non-Executive Director 2 Mrs FA Heaton 4 RJ Piper 7 RW Umney Non-Executive Deputy Finance Director Non-Executive Director Chairman & Senior 5 J Morley 8 RH Tomalin Independent Director

Integrated solutions for tomorrow’s world tomorrow’s for Integrated solutions Non-Executive Director Secretary

24 Executive Chairman MME Jeffries

Non-Executive Deputy Chairman & Senior Independent Director Mrs FA Heaton

Chief Executive RS Southwell

Finance Director RJ Piper

Non-Executive Directors J Morley DDS Robertson RW Umney

Secretary RH Tomalin

Registered Office Woodcote Grove Ashley Road Epsom Surrey KT18 5BW

Registered number 1885586

Auditors PricewaterhouseCoopers 1 Embankment Place London WC2N 6NN

Bankers Barclays Bank plc PO Box 544 54 Lombard Street London EC3V 9EX

HSBC Bank plc 70 Pall Mall London SW1Y 5EZ

The Royal Bank of Scotland plc Waterhouse Square 138-142 Holborn London EC1N 2TH

Investment Bankers N M Rothschild & Sons Limited New Court St Swithin’s Lane London EC4P 4DU

Schroder Salomon Smith Barney The Citigroup Centre 33 Canada Square Canary Wharf London E14 5LB

Solicitors Freshfields 65 Fleet Street London EC4Y 1HS

Stockbrokers Cazenove Review 2001 Annual 12 Tokenhouse Yard London EC2R 7AN WS Atkins plc

25 26 Integrated solutions for tomorrow’s world of Association andoffer themselves for re-election. willalsoretireinaccordancewiththe Articles theyear, during andMrRSSouthwell having beenappointed Mr DDSRobertson MrJMorley, Association andoffer themselves for re-election. Mr RW of Umneywillretireinaccordancewiththe Articles MrRJPiperand Meeting, Annual General At theforthcoming a NonExecutive DirectorandbothretiredfromtheBoard. as anExecutive DirectorandSir resigned as William Ryrie On31March2001 Sir Alan Rudgeresigned Executive Director. Southwell wasappointedan On 22March2001 MrRS wasappointedasaNonExecutive Director. Morley 2001 Mr J On1January was appointedasaNonExecutive Director. Robertson On1 August 2000MrDDS from theCompany. an Executive Directorandon30September2000heretired Jamesresignedas On22June2000MrDS shown onpage25. are oftheCompany atthedateofthisReport The Directors Directors on pages2to4. Chairman’s StatementandtheChiefExecutive’s Introduction iscontainedinthe of likely developments intheGroup, withanindication A reviewoftheGroup’s business activities, Business Review andexplanations. information or failuretoobtainnecessary accountingrecordsorinadequatereturns, statement concerning ended 31March2001 isunqualifiedanddoesnotcontainany The onthefullannual accountsfor theyear Auditor’s report onpage36. information of whichcanbefound inInvestors’ details totheRegistrar, shouldwrite Accounts infutureyears whowishtoreceive and thefull Shareholders Annual Report from legislationinotherjurisdictions. whichmay differ and disseminationoffinancialstatements, legislation intheUnitedKingdomgoverning thepreparation published onthewebsiteFinancial information isbasedon oftheCompany’sthe maintenanceandintegrity website. areresponsible for TheDirectors www.wsatkins.com. website: and theReviewmay bedownloaded fromtheCompany’s boththefullReport Alternatively, 01372726140. Telephone: officeon by contactingtheCompany Secretary’s charge, freeof mayCopies ofthefull beobtained, Annual Report shouldbeconsulted. Report, statements andtheDirectors’ onthosefinancial unqualifiedreport the Auditors’ statements, and Accounts containingthefullfinancial Annual Report afull information Forfurther oftheGroup. state ofaffairs oftheresultsGroupand allow for afullunderstanding to financial statementdoesnotcontainsufficientinformation Thesummary Group for theyear ended31March2001. financialstatementofthe presentthesummary The Directors Summary report oftheDirectors report Summary 7 June2001 Secretary Richard Tomalin On behalfoftheBoard acrosstheGroup. practice due regardtotheremuneration Thepolicyhas withsimilarorganisations. including comparisons It receives consultants, advicefromindependentremuneration incentive andotherbenefits. constituent elementsofsalary, regard totheneedmaintainabalancebetween the with oftheExecutivereview theremuneration Directors TheCommitteehascontinued to with theshareholders. packagewhichalignstheinterestsofDirectors remuneration Italsoseekstoprovide a of eachExecutive Director. ofemployment andtheterms incentives andotherbenefits, thelevel ofremuneration, andtodetermine Directors policyfor Executive the remuneration on behalfoftheBoard, Committeeistoreview, oftheRemuneration The purpose committees. remuneration concerning Exchange ListingRules, annexed totheLondonStock provisions, best practice The Company hascompliedthroughouttheyear withthe oftheRemuneration Committee Report publication isreliable. usedwithinthebusiness andforthat thefinancialinformation ensure properaccountingrecordsaremaintainedand financialcontrolswhichaimtosafeguard Groupassets, internal areresponsible for theGroup’sThe Directors systemof Internal Control the responsibilityofLondonStockExchange). (formerly Authority responsibility oftheFinancialServices now the the CombinedCodecontainedinListingRules, considerthattheCompany complieswith The Directors by ashow ofhands. against eachresolutionwere announcedfollowing avote 2000 MeetingtheproxyAnnual votes General infavour and Atthe to theBoardonCompany’s policy. remuneration Committeemakes recommendations The Remuneration Corporate Governance The Auditors’ Report onthefullaccountsfor theyear ended31March2001 Report wasunqualified. The Auditors’ 7 June2001 6NN London WC2N 1 EmbankmentPlace Accountants andRegistered Chartered Auditors PricewaterhouseCoopers Companies Act 1985andtheregulationsmadethereunder. of WS Atkins plcfor theyear ended31March2001 andcomplieswiththeapplicable requirementsofSection 251ofthe report financialstatementisconsistentwiththeannual financialstatementsandtheDirectors’ In ouropinionthesummary Opinion issued by the Board. Auditing Practices financialstatement” statementon thesummary “The Auditors’ We inaccordancewithBulletin1999/6 conductedourwork Basis ofOpinion financialstatement. we becomeaware inconsistencieswiththesummary ofany apparentmisstatementsormaterial if We containedintheannual reviewandconsidertheimplicationsfor alsoreadtheotherinformation ourreport thereunder. and itscompliancewiththerelevantrequirementsofSection251Companies Act 1985andtheregulationsmade report financialstatementwithintheannual reviewwiththeannual financialstatementsandDirectors’ consistency ofthesummary toyou ouropiniononthe Ourresponsibilityistoreport theannual areresponsible review. for preparing The Directors Respective responsibilities ofDirectors and Auditors emolumentsandfive year summary. directors’ summary group cashflow statement, summary groupbalancesheet, We thegroupprofitandlossaccount, financialstatementscomprising have examinedthesummary to theshareholders of WS financialstatement Atkins plconthesummary Statement oftheIndependent Auditors

27 WS Atkins plc Annual Review 2001 28 Integrated solutions for tomorrow’s world The results for the period are wholly derived fromcontinuing arewholly operations. derived The resultsfor theperiod eandpotfrteya rnfre orsre 9,337 Final –proposed –paid Interim Dividends pershare and theEmployee Benefit Trusts. ofgoodwill persharebefore amortisation Earnings pershare Fully Dilutedearnings pershare Basic earnings Retained profit for theyear transferred toreserves Dividends 712,364 profitinJoint Share ofoperating Ventures Operating profit expenses Administrative Gross profit Cost ofsales Turnover turnover ShareofJoint Ventures’ Less: Group andShare ofJoint Turnover: Ventures for theyear ended31March 2001 Consolidated profitandlossaccount Operating profit Operating Goodwill amortisation Own sharesamortisation Depreciation depreciationandamortisation taxation, before interest, Earnings profitisanalysed between: Operating rfi nodnr ciiisbfr aain31,487 Operations Profit activitiesbefore onordinary taxation Joint Ventures Operations Interest payable andsimilarcharges Joint Ventures Operations Interest receivable andsimilarincome Joint Ventures Operations Taxation activities onprofitordinary Joint Ventures rfi nodnr ciiisatrtxto 19,248 Operations Profit activitiesaftertaxation onordinary Joint Ventures ( ( 253,324 674,037 226,177 420,713 ( ( ( ( 10.80p 27,147 38,327 35,856 27,137 11,050 12,239 16,087 27,147 51,637 11,513 ( ( ( ( ( ( ( 9,911 7.20p 3.60p 31.7p 20.7p 21.4p 8,709 4,584 3,486 8,070 3,476 3,701 1,189 4,350 3,161 9,332 3,645 £000 2001 225 ) ) ) ) ) ) ) ) ) ) ) ) ) ( ( 184,953 516,824 525,819 156,731 331,871 ( ( 10.00p 10,101 28,222 45,394 28,222 31,437 31,456 30,534 18,918 12,389 12,538 18,145 ( ( ( ( ( ( ( ( 6.65p 3.35p 26.1p 21.0p 21.9p 3,215 8,817 8,995 3,510 3,599 9,348 4,685 3,139 2,382 1,198 3,580 ( £000 2000 922 149 773 89 ) ) ) ) ) ) ) ) ) ) ) ) ) Employee Benefit Trusts reserves reserve Merger Capital redemptionreserve Share premiumaccount Share ofgrossliabilities Share ofgrossassets Investments inJoint Ventures Debtors Debtors Called upsharecapital Capital andreserves Investments –other Investments –own shares Tangible assets Intangible assets Fixed assets as at31March 2001 Consolidated balancesheet hrhles ud qiyitrss108,170 174,048 Directors Piper RJ MME Jeffries financialstatementswere approved by theBoardon7June2001The summary andaresignedonitsbehalfby: Shareholders’ funds–equityinterests Profit andlossaccount Provisions for liabilitiesandcharges amountsfallingdueaftermorethanoneyear Creditors: Total assetslesscurrent liabilities Net current assets amountsfallingduewithinoneyear Creditors: Cash atbankandinhand Investments –total Investments Current liabilities Stocks Current assets ( ( 126,990 115,797 176,528 265,065 141,132 108,170 232,149 ( ( 15,569 40,987 11,193 16,142 34,888 78,809 42,241 32,916 70,970 27,435 29,152 36,726 17,342 8,673 £000 2001 219 481 100 225 ) ) ) ) ( 154,966 151,209 219,720 133,266 198,020 ( ( ( 14,129 37,247 76,210 93,911 70,352 13,495 29,282 84,531 33,164 21,700 52,649 19,453 93,911 15,563 24,000 37,055 8,673 5,858 £000 2000 219 479 100 299 ) ) ) )

29 WS Atkins plc Annual Review 2001 30 Integrated solutions for tomorrow’s world Management ofliquidresources Increase incash Financing 61,164 Cash Inflow/ Equity dividendspaid offinance oninvestmentsReturns andservicing Dividends received fromJoint Ventures Cash inflow from operatingactivities as at31March 2001 cashflow statement Summary Acquisitions anddisposals assetinvestmentSale ofnon-liquidcurrent Sales ofown sharesby EBTs Purchases ofown sharesby EBTs Purchases offixed assetinvestments Purchases lessdisposalsoftangible fixed assets Capital expenditure andfinancialinvestment Taxation paid Interest paid Interest received ( Outflow ) eoeueo iudrsucsadfiacn 21,673 before useofliquidresources andfinancing ( ( ( 18,431 11,006 19,064 12,223 ( ( ( ( ( ( ( 1,435 1,807 8,074 1,296 7,055 3,120 2,955 2,022 3,476 £000 2001 521 645 95 ) ) ) ) ) ) ) ) ) ) ( ( ( 20,788 66,029 49,108 17,823 61,645 14,399 ( ( ( 8,003 3,083 3,841 2,978 7,841 5,748 ( ( £000 2000 902 990 863 – – – ) ) ) ) ) ) ) ) MME Jeffries DS James Morley J Sir William Ryrie Sir William Robertson DDS Slater D Jarvis RD RJ Piper Hutt BS Aggregate emoluments Fees ofNon-Executive Directors Performance relatedbonuses emoluments Executive Directors’ theyear were during asfollows: oftheCompany whoserved oftheDirectors excludingpensions, The aggregateemoluments, Emoluments Directors’ Remuneration andShareholdings ( Aggregate emoluments(excludingpension) Fees toNon-Executive Directors RW Umney FA Heaton Total Executive Directors Southwell RS Rudge Sir Alan thefinancialyear: during accrued individual Non-Executive Directors The following table shows andfees (excludingpensions)oftheindividualExecutive ananalysis o oftheremuneration Directors is determined. remuneration onpages30to31disclosesthebasiswhichDirectors’ inthe Annual Report report The Remuneration Aggregate gainsonexercise ofshareoptions ( ( ( ( ( ( ( ( ( ( ( ( ( ( for theyear ended31March 2001 emoluments Directors’ Summary 1 2 3 4 5 6 7 8 9 10 12 11 13 14 15 ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) provisions of the Equity Participation Plans detailed in the Remuneration report in the Annual Report onpages30to31. inthe Annual Report report PlansdetailedintheRemuneration provisions oftheEquityParticipation have statedthattheywould Directors wishtotake bonuses ife Certain toamountspayableBonus andprofitsharerefers incash. Bonus waswaived. Represents balance of bonus after 50% was applied to the Equity Participation Plan. Represents balanceofbonus after50%wasappliedtotheEquityParticipation eet nld uhiesa opn as fuelandmedicalinsurance. Benefits includesuchitemsascompany cars, Total excludespensioncontributions. Resigned asDirectorandretiredfromtheBoardon31March2001. Resigned asDirectoron22June2000andretiredfromtheCompany on30September2000. Appointed 22March2001. Appointed 1 January 2001.Appointed 1January Appointed 1 August 2000. ongoing initiatives. toadvise andassisttheCompany in Sir year, Alan Rudgeagreedtocontinue inemployment for afurther At theCompany’s request, agreement apayment of£216,000andancilla ofhisservice in accordancewiththeterms MrDSJameswasentitledto, In addition, Resigned as a Director on 22 February 2000andretiredfromtheCompany on31March2000. Resigned asaDirectoron22February Resigned as a Director on 1 February 2000andretiredfromtheCompany on31March2000. Resigned asaDirectoron1February Resigned asaDirector on8October1999andretiredfromthe Company on23October1999. ( ( 13 ( 15 9 ( ) ) 14 ( ) 7 )( ) 11 ) ( 8 ) ( 6 )( ( 10 ( 12 6 ) ) ) 2001 313 111 202 684 aayFe rfi hr Benefits ProfitShare Salary/Fees 49 9 – – – nulBonus and Annual 00£0 00£000 £000 £000 £000 1,011 2000 247 202 108 101 187 73 93 – 2001 130 268 64 72 – – – 2 – ( ( ( 1 1 ! ) )( )( 3 3 ) ) 2000 218 25 75 32 86 – – – – ( ( 1 2 ) ) 2001 56 14 14 17 – – – 8 3 1,115 1,595 £000 2001 107 268 740 2000 (4) 14 16 97 14 18 12 17 6 – ry benefits up to£25,000. ry re,insharesunderthe arned, respectof 1,115 1,008 2001 107 288 187 391 130 27 33 25 16 12 – – – 6 Total f the 1,108 1,405 1,405 1,326 3,301 (5) £000 2000 2000 104 182 124 218 233 220 345 118 79 79 25 30 24 – – –

31 WS Atkins plc Annual Review 2001 32 Integrated solutions for tomorrow’s world eandpotfrteya 9,337 Dividends pershare acquisition andthe Employee Benefit Trusts costson exceptionalrestructuring Flotation costs, of Goodwill, pershare before Earnings Amortisation pershare Fully Dilutedearnings pershare Basic earnings Retained profit for the year Dividends Dividend incomeofEmployee Benefit Trusts 27,147 253,324 674,037 ofGoodwill Amortisation Operations Operating profit expenses Administrative Gross profit 712,364 Cost ofsales Turnover turnover ShareofJoint Ventures’ Less: Group andShare ofJoint Turnover: Ventures Consolidated Profit andLoss Account for years ended31March Five year summary rfi nodnr ciiisbfr aain31,487 Joint Ventures Operations Profit activitiesbefore onordinary taxation Flotation costs Amortisation ofGoodwill Amortisation Joint Ventures Operations Interest receivable andsimilarincome profitinJoint Share ofoperating Ventures Employee Benefit Trusts costsonacquisition Restructuring Flotation costs Interest payable andsimilarcharges Joint Ventures Operations Taxation onprofit activities onordinary Employee Benefit Trusts costsonacquisition Restructuring Operations rfi nodnr ciiisatrtxto 19,248 Joint Ventures Operations Profit activitiesaftertaxation on ordinary Amortisation ofGoodwill Amortisation Joint Ventures Flotation costs Employee Benefit Trusts costsonacquisition Restructuring ( ( 226,177 420,713 ( ( ( 38,327 39,792 39,657 11,050 12,239 26,823 31,487 ( ( ( ( ( ( ( ( ( ( ( 9,911 9,332 4,350 3,476 3,701 8,709 9,332 3,313 8,070 1,189 3,188 3,486 3,161 9,332 4,584 1,404 £000 10.8p 31.7p 20.7p 21.4p 2001 225 – – – – – – – ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ( ( 8,5 140,921126,037117,058 425,744365,832328,000 184,953 516,824 525,819 430,429365,832328,000 156,731 331,871 ( ( 01111,8929,9327,483 10,101 28,79225,83522,618 26,69222,50718,988 35,266 28,222 37,614 34,66930,51726,652 31,456 32,62827,11223,342 23,557 21,49118,63315,889 18,918 19,62616,69613,271 12,389 12,538 31,456 32,62827,11223,057 ( ( ( ( ( ( ( ( ( ( 8,995 8,817 4,685 ,1 910– 3,510 6,3494,9384,357 3,599 6,4034,9384,357 3,215 4,685 2,359 3,580 2,395 1,198 4,685 2,382 ( ( 00£0 00£000 £000 £000 £000 0019 981997 1998 1999 2000 00 .5 .p6.9p 17.3p 8.1p 16.3p 20.2p 16.6p 9.25p 19.7p 23.2p 20.6p 10.0p 21.9p 26.1p 23.2p 21.0p 21.9p 922 7– 149 773 727 89 54 – – 285 – – – – – – )( )( )( )( )( )( )( )( )( )( )( )( )( )( )( )( 114,229 284,823 12,894 13,002 ,8)–– – 4,685) 7,734 1,631 1,377 1,579 1,295 ( 469 469 108 420 101 469 957 )( )( )( )( )( )( )( )( )( )( ) )( ) )( ) )( 103,530 239,795 ettdRestated Restated 10,416 10,416 ( ( ( 6,764 1,380 1,911 1,457 1,911 1,280 333 333 620 37 37 37 – – – )( )( )( )( ) )( )( )( ) )( )( )( )( ) )( )( 210,942 98,070 10,071 10,071 ( ( ( 5,788 1,589 1,491 1,589 1,491 1,064 1,491 550 230 288 288 63 – – – ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) Stocks Current assets Called upsharecapital Capital andreserves Investments –own shares Investments –other Investments inJoint Ventures Tangible assets Intangible assets Fixed assets Consolidated BalanceSheetasat31March Five year summary hrhles ud qiyitrss108,170 Shareholders’ funds–equityinterests Profit andlossaccount 32,916 174,048 Provisions for liabilitiesandcharges amountsfallingdueafteroneyear Creditors: Total assetslesscurrent liabilities Net current assets amountsfallingduewithinoneyear Creditors: Current liabilities Bank balancesandcash Investments Debtors Capital redemptionreserve Share premiumaccount Employee Benefit Trusts reserves reserve Merger continued ( 141,132 108,170 232,149 265,065 176,528 ( ( 16,142 11,193 34,888 78,809 29,152 36,726 42,241 70,970 17,342 40,987 15,569 8,673 £000 2001 225 481 100 219 ) ) ) ( 3,6 3653,3 29,107 35,833 133,266 43,625 5,6 8267,6 50,357 72,965 88,256 181,891 154,966 190,665 203,761 198,020 219,720 5,0 0407,4 72,646 77,845 90,450 151,209 ( ( 3916,5 57,02641,552 69,656 93,911 451547438– 9,199 19,209 18,552 11,880 4,398 19,164 13,495 14,779 5,487 29,282 84,531 3142,4 3785,976 13,798 26,349 93,911 69,65657,02641,552 33,164 21,250 37,132 58,031 44,631 60,869 21,700 48,512 52,649 5536,1 17750,829 51,787 64,616 15,563 7273,7 14326,295 31,453 31,770 37,247 24,000 37,055 4191,5 1008,602 11,090 10,852 14,129 ,5 ,9 – – 4,195 5,858 8,67 00£0 00£000 £000 £000 £000 0019 981997 1998 1999 2000 9 8 6 385 164 183 299 7 6 6 460 466 466 479 0 ,0 699 1,003 – 100 1 1 1 219 219 219 219 3––– )( )( ) 159,130 18,600 – )( )( 153,533 ettdRestated Restated 12,939 ( 3,000 )( )( )( 160,641 8,761 44 ) ) )

33 WS Atkins plc Annual Review 2001 34 Integrated solutions for tomorrow’s world Increase/ Financing Management ofliquidresources Equity dividendspaid 645 Acquisitions anddisposals 521 Capital expenditure andfinancialinvestment 61,164 Taxation paid Returns oninvestments offinance andservicing Dividends received from Joint Ventures Net cashinflow from operatingactivities Railways Board Decrease inamountduefromBritish effect Exchange rate 27,147 ofgoodwill Amortisation Operations Operating profit Consolidated CashFlow for years ended31March Five year summary Flotation costs Operations Flotation costs Increase/ Employee Benefit Trusts ( Amortisation Depreciation charges Employee Benefit Trusts costsonacquisition Restructuring ( Loss on disposal of current assetinvestmentsLoss ondisposalofcurrent Movement value assetinvestment incurrent market Decrease/ ( Increase/ ( Increase/ Increase inpensionfundprovision Profit Profit Increase Decrease ) ) /Loss ondisposaloffixed assetinvestments on disposaloffixed assets ( ( ( ) Decrease Decrease ( Decrease Decrease ( ) in debtors Increase in other creditors dueafteroneyear in othercreditors ) ) ) ) ) in other creditors duewithinoneyear in othercreditors in provisions for liabilitiesandcharges in amounts due to contractors in amountsduetocontractors in stocks ncs 18,431 in cash continued ( ( ( 19,064 12,223 39,792 47,174 49,119 12,977 11,513 12,045 22,107 15,436 ( ( ( ( ( ( 1,807 1,435 8,074 1,296 9,332 1,945 3,313 5,123 ( ( £000 2001 735 400 ( 48 51 65 74 29 – – – – – ) ) ) ) ) ) ) ) ) ) ) ) ( ( ( 17,823 49,108 40,951 25,772 27,302 20,788 22,618 18,988 25,835 22,507 28,792 26,692 35,266 28,222 14,399 35,851 32,579 25,729 19,057 61,645 34,886 30,611 26,778 19,330 13,950 45,406 ( ( ( ( ,7 ,1 ,0 4,055 4,605 5,811 2,978 5,748 8,003 4,685 ,4 ,3 ,2 815 6,700 1,626 7,137 2,938 7,127 7,845 9,348 ,5 524 1,458 2,359 ,1 ,6 ,6 4,238 4,862 5,763 5,216 ( ( 00£0 00£000 £000 £000 £000 0019 981997 1998 1999 2000 902 7 1,049 273 432 475––– 116 184 19 5––– – 25 –––– 5,192 – – – –––– ––– ––– –– ––– )( )( )( )( )( )( )( )( )( ( ( 12,336 12,711 15,262 13,108 ( 8,972 7,103 1,398 1,631 1,873 ( 469 602 102 ( 38 19 ( 3 )( ) )( )( )( )( ) )( )( )( ) ) ) )( )( ettdRestated Restated 12,570 ( ( ( 8,680 ,8 4,394 5,986 5,937 4,519 6,761 2,465 1,380 1,968 1,911 4,839 ,5 12,887 8,156 959 606 221 725 37 3– )( )( )( )( )( )( ) ) )( ) )( )( ) 12,936 10,811 ( ( ( 4,617 7,425 4,395 1,589 1,491 1,491 7,691 ( ( 428 550 526 873 477 214 417 57 – ) ) ) ) ) ) ) ) ) ) ) ) ) ) Cash (Inflow) from short term loans(non-EBT) term Cash (Inflow) fromshort Cash usedtoIncrease/(Decrease)liquidresources Cash outflow fromdecreaseinleasefinancing Increase/(Decrease) incash Reconciliation ofnetcashflow tomovement infunds Consolidated CashFlow for years ended31March Five year summary Net fundsatendofyear Net fundsatbeginningofyear Translation differences (Decrease) infundsfromnewfinanceleasesacquired EBT loan(acquired) loans Cash (Inflow) fromlongterm Cash outflow fromredemptionofloanstock EBTloans term Cash outflow fromshort oeeti ntdb)ntfnsi er17,211 Movement in(netdebt)/netfundsyear (Decrease) infundsfromnewfinanceleasestaken out Change innetfunds/(netdebt)resultingfromcashflows (Decrease) infundsfromloannoteissue Movement value assetinvestment incurrent market (Loss) on sale of current assetinvestments(Loss) onsaleofcurrent continued 18,431 40,862 23,651 21,673 21,673 ( ( ( 1,435 3,055 1,867 2,192 2,605 ( £000 2001 122 741 400 ( 65 – – – – ) ) ) ) ) 0,1 0,7 0,1 98,009 108,815 108,371101,016 ( ( ( ( ( 23,651 108,815108,371101,016 72,618 49,108 514 4447,3553,007 85,164) 28,248 72,618 ( ( ( 1,474 3 535 1,395 3,000 – 4,964 3,114 2,843 ( ( ( ( 00£0 00£000 £000 £000 £000 0019 981997 1998 1999 2000 902 638 794 331 500 – –– – – ) ) ) )( ) ) ) ) ) ) ) ( 12,711 959428 12,336 378 7,4803,217 378 7,4806,217 118 – 52 – – – – – – ) )( ettdRestated Restated 5,986 4,394 125 )( ( 3,000 210 ) )

35 WS Atkins plc Annual Review 2001 36 Integrated solutions for tomorrow’s world London W1E 7EZ. MPS will then notify the bodies which support its service thatyou donotwishtoreceive unsolicitedmail. itsservice MPSwillthennotify thebodieswhichsupport London W1E 7EZ. Freepost (MPS), MailingPreference Service If you wish tolimitthereceiptofunsolicitedmailyou may to:The dosoby writing The Company is obliged by law tomake itsshareregister available whomay thenuseitfor amailinglis tootherorganisations Unsolicited mail to have theiraccountsamalgamated. whoreceive duplicatesetsofCompany mailingsowing totheRegist Shareholders tomultiple accountsintheirnameshould write Amalgamation ofaccounts areavailable whosedetailsappearabove. brochureandapplicationform fromtheRegistrar Copies oftheexplanatory intheplanprovided arereceived by theirapplicationforms 16July 2001.shown may participate ontheregisteratrecordda shareholders Ordinary dealingcostsorstampduty. withoutincurring place ofthecashdividend, sharesin toelectreceive isavailable dividendalternative new ordinary A Scrip whichwillentitleshareholders WS Atkins Scrip Dividend Alternative www.carr-sheppards.co.uk. website: GU97UL,Telephone 01252712049, Surrey Farnham, Dogflud Way, ClockHouse, SheppardsCrosthwaiteISA DetailscanbeobtainedfromCarr Administration, in WS Atkins plcshares. inve Itconsistsonly ofthestocksandsharescomponent, A WS IndividualSavings Atkins Corporate Accounts (“ISA”)isavailable. Corporate IndividualSavings Account www.cazenove.com. website: 0207606 1768, Telephone: London EC2R7AN, 12 Tokenhouse Cazenove, Yard, WS Atkins plcShareDealingService, canbeobtainedfrom: Details ofapostaldealingservice Share dealingservice www.capita-irg.com. website: 1NQ, 02086392000, Telephone: EssexIG1 Ilford, 390-398HighRoad, Balfour House, Department, Registration whose addressis WS Atkins plc, The Registrar, abouttheholdingof enquiries Administrative WS instancetotheRegistrar Atkins plcsharesshouldbedirectedinthefirst Registrar Shareholder services The fullNoticeoftheMeetingandproxy cardisenclosedwiththisreport. The MeetingwillbeheldattheCompany’sAnnual General RegisteredOfficeon7 August 2001. Annual GeneralMeeting KT185BW. Surrey Epsom, R H AshleyRoad, WoodcoteTomalin, Grove, andRegisteredSecretary Office ofinvestors. intheinterestofawidevariety andtherefore theCompany works andmemberships policies, accounts, companiesandpensionfundsrepresentmany thousandsofpeoplethroughtheir insurance institutionssuchasbanks, Corporate * Issued sharecapital Institutional andotherShareholders Employee Participation Founder Shareholders By majorshareholder Analysis ofissuedshare capital at31March Shareholders information Investors’ This includes8,876,555sharesinholdingsof25,000orless. * 9320737,305,050 29,332,027 6233295,723,978 50,771,417 96,273,362 60,127,824 ,1,1 7,647,511 6,813,511 ubrNumber Number 012000 2001 0.%100.0% 100.0% 05 39.0% 30.5% 24 53.0% 62.4% .%8.0% 7.1% 012000 2001 %% plc in t. 22, sting te rar rar Head Office WS Atkins plc, Woodcote Grove, Ashley Road Epsom, Surrey KT18 5BW United Kingdom Tel:+44 (0)1372 726140 Fax: +44 (0)1372 740055 E-mail: [email protected] Web site: www.wsatkins.com

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