TIDMVVO

RNS Number : 5222G

Vivo Energy PLC

27 July 2021

27 July 2021

Vivo Energy plc

(LSE: VVO & JSE: VVO)

2021 Half Year Results

Vivo Energy plc, the pan-African retailer and marketer of Shell and Engen-branded fuels and lubricants, today announces its consolidated financial results for the six months ended 30 June 2021.

Christian Chammas, CEO of Vivo Energy plc, commented : "Our strong performance during H1 2021 further demonstrates the strength of our business and the resilience of the African continent. There is real momentum in the business and we delivered adjusted EBITDA of $ 220 million, 57 % above H1 2020, and notably 4% above H1 2019. My thanks go out to all our teams for their efforts in staying safe whilst driving the business forward in the face of the continuing uncertainty created by COVID-19. We have shown once again that we can adapt to the changing operating environment whilst simultaneously supporting future earnings growth, opening 81 net new sites in the first half and continuing to broaden our customer offerings . As we move into the second half we are watchful of the potential impacts of COVID-19, but still expect Retail to lead the recovery and are demonstrating our confidence in our business by both investing in growth and delivering growing returns to shareholders."

KEY PERFORMANCE INDICATORS(1)

 
                                           Six-month   Six-month 
                                              period      period 
                                               ended       ended 
 ($ in millions), if not otherwise           30 June     30 June 
  indicated                                     2021        2020   Change 
----------------------------------------  ----------  ----------  ------- 
 Volumes (million litres)                      5,009       4,618      +8% 
 Revenues                                      3,989       3,375     +18% 
 Gross Profit                                    343         261     +31% 
 Gross Cash Unit Margin ($/'000 litres)           77          65     +18% 
 Gross Cash Profit                               385         300     +28% 
 EBITDA                                          219         136     +61% 
 Adjusted EBITDA                                 220         140     +57% 
 Net Income                                       76          13    +485% 
 Diluted EPS (US cents)                            6           1    +500% 
 Adjusted Net Income                              77          16    +381% 
 Adjusted Diluted EPS (US cents)                   6           1    +500% 
----------------------------------------  ----------  ----------  ------- 
 

(1) Refer to the non-GAAP financial measures definitions and reconciliations to the most comparable IFRS measures on pages 11 and 12.

Financial Highlights

   --      Revenues increased by 18% to $3,989 million (H1 2020: $3,375 million) 

-- Gross cash profit was higher at $385 million (H1 2020: $300 million) as both volumes and unit margins rebounded from the initial impacts of COVID-19 lockdowns in H1 2020

   --      Volumes sold rose 8%, as mobility restrictions eased compared to H1 2020 
   --      Gross cash unit margin of $77 per thousand litres (H1 2020: $65), remained strong 
   --      Adjusted EBITDA was $220 million, 57% higher than H1 2020, with EBITDA of $219 million 
   --      Net income increased to $76 million (H1 2020: $13 million) 
   --      Adjusted diluted EPS and basic headline EPS were both 6 US cents 
   --      Interim dividend per share of 1.7 US cents declared, in line with enhanced policy 
   --      Net debt / adjusted EBITDA ratio decreased to 0.77x at 30 June 2021 (FY 2020: 0.86x) 

Strategic and Operational Highlights

   --      Enhanced measures to keep our employees protected from COVID-19 
   --      Actively supporting   the vaccination of our staff where possible 
   --      Maintained safety focus, with Total Recordable Case Frequency (TRCF) of zero 
   --      Expanded Retail footprint by a net total of 81 new retail service stations 

-- Expanded Non-fuel retail offerings by a net total of 11 QSRs and 44 convenience retail shops

H1 2021 Review

The Group delivered a strong start to the year, with gross cash profit of $385 million, well ahead of H1 2020 and 10% ahead of H1 2019. This was driven by volume growth of 8% compared to H1 2020 and continuing unit margin strength. The volume recovery was led by the Retail segment, with volumes 18% ahead of H1 2020, as mobility restrictions eased and we saw the impact of the accelerated site roll-out programme and a range of marketing initiatives. Commercial volumes were 4% behind H1 2020, but excluding the impact of the supply contract that ended in Q3 2020, were 4% ahead. Lubricant volumes were also very strong, up 14% on both H1 2020 and H1 2019. Unit margins of $77 per thousand litres benefitted from the positive supply and pricing environment, particularly in Q1 2021, and from the strong performance in the Retail and Lubricants segments creating a higher margin product mix.

The operational recovery drove a significant improvement in financial performance, with adjusted EBITDA of $220 million, 57% ahead of H1 2020 and 4% ahead of H1 2019. This led to earnings per share of 6 US cents, compared to 1 US cent in H1 2020 and in line with H1 2019. The Group also continued to deliver strong cash flows, even with increased investments into the Retail network, delivering adjusted free cash flow of $90 million during H1 2021.

COVID-19 Update

We continue to adapt to the uncertainties that COVID-19 has created across our operating countries with demand for fuel continuing to recover and remaining very resilient during the period. During the period, many of our markets experienced a further wave of infections, but unlike in Europe, the reported health impact remained limited and our markets generally kept their economies open. Over the last six months, our host governments have regularly evolved their mobility restrictions in response to changes in local case numbers, preferring to use curfews of varying durations, and temporary restrictions on regional movements in countries as their primary response. These measures naturally have an impact on mobility and therefore fuel demand but are significantly less disruptive than the full lockdowns experienced in Q2 2020. Borders have, however, largely remained closed which has both affected our Aviation business and meant that countries with large tourism industries have seen a slower recovery in retail fuel demand.

In June, a number of our markets began to experience a third wave of rising case numbers and in response, amongst other measures, some governments have once again extended curfew s and closed schools. To date, these actions have had a limited impact on the Group volumes in aggregate, although in Uganda, which imposed a full lockdown until the end of July, volumes have been more materially affected. Our experiences over the past year mean that as a business, we are well prepared for the continuing evolution of restrictions. We have continued to take a proactive approach to managing our operations and working practices through COVID-19, with a hybrid working system in a number of offices and depots and where possible, are actively supporting vaccinations of our staff. We will provide support to the nascent vaccination programmes where we can as we move through H2 2021, and are ensuring we are prepared for the recovery as restrictions evolve.

Sustainability

The Group continues to place significant focus on sustainability matters and our climate change response. Whilst sustainability is already integrated into our operations, we took the decision to form an ESG and Climate Management Committee, chaired by the CEO, to guide our future approach and support the deeper integration of climate change considerations into the business. A key focus has been preparing for our first TCFD disclosures at the end of the year. The Group continues to implement initiatives to reduce its environmental impact, and in Ghana has signed a contract to retrofit 20 sites with solar power. These will both reduce operating costs and provide over 500 tonnes of CO(2) savings per annum once installed.

Dividend

The Board has approved an interim dividend of 1.7 US cents per share amounting to approximately $21.5 million. This is in line with the Group's progressive dividend policy that was enhanced at the 2020 full year results. The interim dividend is expected to be paid on 10 September 2021. Due to the pandemic, the Group did not declare an interim dividend in respect of H1 2020, but declared a final dividend in respect of the full twelve months of 2020.

Outlook

The Group had a strong first half, and we enter H2 2021 from a position of strength. As expected, performance was led by the recovery in our Retail business as mobility restrictions eased across our markets, with margins also returning towards more normalised levels in Q2 2021. We are navigating the uncertainty created by COVID-19, and subject to any major change in mobility restrictions, our expectations for the full year remain unchanged. As we move into the second half, we expect margins to complete their normalisation, with volumes continuing their steady recovery, led by the positive momentum in the Retail segment. This has been supported by the excellent progress we have made on network expansion and we now believe we will comfortably be at the top end of our original guidance range of 90--110 net new sites by the end of the year. We will continue to support our employees, customers and communities as we deliver against our key focus areas for the year in order to capture the long-term structural growth opportunities in our markets and create sustainable value for all of our stakeholders.

End

Results presentation

Vivo Energy plc will host an audio webcast for analysts and investors today, 27 July 2021 at 09.00 BST, which can be accessed at https://webcasting.brrmedia.co.uk/broadcast/ 60ddc2aa0bb2806642d68f86

Participants wishing to ask a question should dial in to the event by conference call:

   Dial-in:                            +44   330 336 9127 (UK) / +27 11 844 6054 (SA) 
   Participant access code:    227087 

The replay of the webcast will be available after the event at https://investors.vivoenergy.com

 
 Media contacts:                      Investor contact: 
  Vivo Energy plc                      Vivo Energy plc 
  Rob Foyle, Head of Communications    Giles Blackham, Head of 
  +44 20 3034 3740 / +44 7715 036      Investor Relations 
  407                                  +44 20 3034 3735 / + 44 
  rob.foyle@vivoenergy.com             7714 134 681 
                                       giles.blackham@vivoenergy.com 
 Tulchan Communications LLP 
  Harry Cameron, Suniti Chauhan 
  +44 20 7353 4200 
  vivoenergy@tulchangroup.com 
 

Notes to editors:

Vivo Energy operates and markets its products in countries across North, West, East and Southern Africa. The Group has a network of over 2,400 service stations in 23 countries operating under the Shell and Engen brands and exports lubricants to a number of other African countries. Its retail offering includes fuels, lubricants, card services, shops, restaurants and other non-fuel services. It provides fuels, lubricants and liquefied petroleum gas (LPG) and solar energy solutions to business customers across a range of sectors including marine, aviation, mining, construction, power, transport and manufacturing. The Company employs around 2,700 people and has access to over 1,000,000 cubic metres of fuel storage capacity and has a joint venture, Shell and Vivo Lubricants B.V., that sources, blends, packages and supplies Shell-branded lubricants .

Vivo Energy plc has a primary listing on the London Stock Exchange, and is a member of the FTSE 250 index, with a secondary inward listing on the Johannesburg Stock Exchange.

For more information about Vivo Energy please visit www.vivoenergy.com

Forward-looking-statements

This announcement includes forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties many of which are beyond the Company's control and all of which are based on the Directors' current beliefs and expectations about future events. Forward-looking statements are sometimes identified by the use of forward-looking terminology such as: "believe", "expects", "may", "will", "could", "should", "shall", "risk", "intends", "estimates", "aims", "plans", "predicts", "continues", "assumes", "positioned", "anticipates" or "targets" or the negative thereof, other variations thereon or comparable terminology, but are not the exclusive means of identifying such statements. These forward-looking statements include all matters that are not historical facts. They appear in a number of places throughout this report and include statements regarding the intentions, beliefs or current expectations of the Directors or the Group concerning, among other things, the future results of operations, financial condition, prospects, growth, strategies of the Group and the industry in which it operates. No assurance can be given that such future results will be achieved; actual events or results may differ materially as a result of risks and uncertainties facing the Group. Such risks and uncertainties could cause actual results to vary materially from the future results indicated, expressed, or implied in such forward-looking statements.

Such forward-looking statements contained in this report are current only as of the date of this report. The Company and the Directors do not intend, and will not update any forward-looking statements set forth in the document. You should interpret all subsequent written or oral forward-looking statements attributable to the Group or to persons acting on the Group's behalf as being qualified by the cautionary statements in this report. As a result, you should not place undue reliance on such forward -- looking statements. This announcement may contain references to Vivo Energy's website. These references are for convenience only and Vivo Energy is not incorporating into this announcement any material posted on www.vivoenergy.com.

INTERIM REPORT

For the six-month period ended 30 June 2021

Table of contents

Management's discussion and analysis 2

Overview of operations by segment 3

Retail 4

Commercial 5

Lubricants 6

Consolidated results of operations 7

Analysis of consolidated results of operations 7

Consolidated financial position 9

Liquidity and capital resources 10

Non-GAAP financial measures 11

Reconciliation of non-GAAP measures 12

Accounting and reporting developments 13

Risks and uncertainties 13

Interim condensed consolidated financial statements 15

Terms and abbreviations

 
 Term       Description                      Term      Description 
---------  -------------------------------  --------  ------------------------------- 
 B2B        Business to business             H1        Six-month period 1 January 
  B2C        Business to consumer             IAS       to 30 June 
  DPO        Days payable outstanding         IASB      International Accounting 
  DSO        Days sales outstanding           IFRS      Standards 
  DTR        Disclosure Guidance              IFRS      International Accounting 
             and Transparency Rules           IC        Standards Board 
  EBIT       Earnings before finance          IPO       International Financial 
             expense, finance income          LPG       Reporting Standards 
  EBITDA     and income taxes                 LTIP      IFRS Interpretations 
             Earnings before finance          LTM       Committee 
             expense, finance income,         MD&A      Initial public offering 
  EBT        income taxes, depreciation       NCI       Liquefied petroleum 
  EPS        and amortisation                 OCI       gas 
  ESG        Earnings before income           PP&E      Long-term incentive 
  ETR        taxes                            QSR       plan 
  EURIBOR    Earnings per share               RCF       Last 12 months 
  FVTOCI     Environmental, Social            TCFD      Management's discussion 
             and Governance                             and analysis 
  FVTPL      Effective tax rate               UK        Non-controlling interest 
  FY         Euro Interbank Offered           US        Other comprehensive 
  GAAP       Rate                             VEI BV    income 
             Fair value through other                   Property, plant and 
             comprehensive income                       equipment 
             Fair value through profit                  Quick service restaurant 
             and loss                                   Revolving credit facility 
             Financial year                             Task Force on Climate-Related 
             Generally Accepted Accounting              Financial Disclosure 
             Principles                                 United Kingdom 
                                                        United States 
                                                        Vivo Energy Investments 
                                                        B.V. 
---------  -------------------------------  --------  ------------------------------- 
 

MANAGEMENT'S DISCUSSION AND ANALYSIS

This MD&A of financial condition and results of operations is intended to convey management's perspective of Vivo Energy plc's ('Vivo Energy' or the 'Company') operational performance and financial condition during the periods under review, as measured under IFRS and non-GAAP measures. This MD&A is intended to assist readers in understanding and interpreting the Company's interim condensed consolidated financial statements and should, therefore, be read in conjunction with the interim condensed consolidated financial statements (included from page 15 onwards). The results of operations and cash flows for the six-month period are not necessarily indicative of the results of operations and cash flows for the full fiscal year.

The financial information disclosed in this report is unaudited and does not constitute statutory financial statements. Comparative figures for the period 30 June 2020 were derived from the Interim Report H1 2020. Comparative figures for the year ended 31 December 2020 were derived from the 2020 Annual Report and Accounts that was delivered to the Registrar of Companies in England and Wales. These accounts received an unqualified audit report which did not contain a statement under section 498(2) or 498(3) of the UK Companies Act 2006.

All amounts in this report are expressed in millions of US dollars, unless otherwise indicated.

Further insight into the Company, as well as financial and operations reports, can be found on the investor relations section of the Company's website at: http://investors.vivoenergy.com/ .

IFRS and non-GAAP measures

This MD&A contains both IFRS and non- GAAP measures. Non-GAAP measures are defined and reconciled to the most comparable IFRS measures on pages 11 and 12.

OVERVIEW OF OPERATIONS BY SEGMENT

 
                                 Six-month   Six-month 
                                    period      period 
                                     ended       ended     Change 
 US$ million , unless              30 June     30 June 
  otherwise indicated                 2021        2020 
----------------------------    ----------  ----------  --------- 
 Volumes (million litres) 
 Retail                              2,939       2,481       +18% 
 Commercial                          1,995       2,071        -4% 
 Lubricants                             75          66      +14 % 
------------------------------  ----------  ----------  --------- 
 Total                               5,009       4,618        +8% 
------------------------------  ----------  ----------  --------- 
 Gross profit 
 Retail (including Non-fuel 
  retail)                              217         152       +43% 
 Commercial                             81          76        +7% 
 Lubricants                             45          33       +36% 
------------------------------  ----------  ----------  --------- 
 Total                                 343         261       +31% 
------------------------------  ----------  ----------  --------- 
 Gross cash unit margin 
  ($/'000 litres) 
 Retail fuel (excluding 
  Non-fuel retail)                      78          66       +18% 
 Commercial                             47          43        +9% 
 Lubricants                            616         537       +15% 
------------------------------  ----------  ----------  --------- 
 Total                                  77          65       +18% 
------------------------------  ----------  ----------  --------- 
 Gross cash profit 
 Retail (including Non-fuel 
  retail)                              244         176       +39% 
 Commercial                             94          89        +6% 
 Lubricants                             47          35       +34% 
------------------------------  ----------  ----------  --------- 
 Total                                 385         300       +28% 
------------------------------  ----------  ----------  --------- 
 Adjusted EBITDA 
 Retail                                124          69       +80% 
 Commercial                             58          46       +26% 
 Lubricants                             38          25       +52% 
------------------------------  ----------  ----------  --------- 
 Total                                 220         140       +57% 
------------------------------  ----------  ----------  --------- 
 

Non-GAAP measures are explained and reconciled on pages 11 and 12.

RETAIL

 
    Volumes          Gross          Gross Cash       Gross Cash       Adjusted 
   ( litres )        Profit            Unit             Profit         EBITDA 
                                      Margin 
                                  (excl. Non-fuel 
                                      retail) 
                                    $ 78 /'000 
 2,939 million   $ 217 million        litres        $ 244 million   $124 million 
                --------------  -----------------  --------------  ------------- 
 

KEY PERFORMANCE INDICATORS

 
                                       Six-month   Six-month 
                                          period      period 
                                           ended       ended 
 US$ million, unless otherwise           30 June     30 June 
  indicated                                 2021        2020   Change 
----------------------------------    ----------  ----------  ------- 
 Volumes (million litres)                  2,939       2,481    +18 % 
 Gross profit (including Non-fuel 
  retail)                                    217         152    +43 % 
 Gross cash unit margin ($/'000 
  litres) (excluding Non-fuel 
  retail)                                     78          66    +18 % 
 Retail fuel gross cash profit               229         164    +40 % 
 Non-fuel retail gross cash 
  profit                                      15          12    +25 % 
 Adjusted EBITDA                             124          69    +80 % 
------------------------------------  ----------  ----------  ------- 
 

ANALYSIS OF RESULTS

 
 Half-year review                           existing sites as well as driving 
  Our Retail segment has continued           premium fuels penetration. We 
  to perform well, with the recovery         have made excellent progress 
  experienced in H2 2020 continuing          towards our full year target, 
  through H1 2021. Mobility restrictions     with overall 81 net new sites 
  in our markets evolved regularly           opened in H1 2021. We continue 
  during the period in response              to accelerate site openings 
  to the pandemic, but there was             in our Engen-branded markets, 
  no return to the widespread                adding 36 net new sites. 
  lockdowns experienced in H1                Gross cash unit margin for Retail 
  2020. This environment enabled             fuel was 18% higher at $78 per 
  a significant improvement in               thousand litres compared to 
  performance against the prior              $66 per thousand litres in H1 
  year period, with volumes also             2020, which was negatively affected 
  in line with pre--pandemic levels          by COVID-19 related inventory 
  in H1 2019 and gross cash profit           impacts. As anticipated, unit 
  13% ahead of H1 2019. Due to               margins began to normalise during 
  the improving performance, adjusted        the period as the operating 
  EBITDA rose to $124 million,               environment stabilised. 
  80% ahead of H1 2020 and slightly          Non-fuel retail 
  ahead of H1 2019.                          The Group experienced a good 
  Retail fuel                                recovery in the Non--fuel retail 
  Retail fuel volumes were 18%               segment with gross cash profit 
  higher than H1 2020, supported             of $15 million in H1 2021, 25% 
  predominantly by lighter mobility          higher than the prior period 
  restrictions in place during               (H1 2020: $12 million) and in 
  the period compared to H1 2020             line with H1 2019. The lighter 
  when our markets were affected             mobility restrictions and adaptation 
  by the first time response to              of consumer behaviour towards 
  the COVID-19 pandemic. During              the increased use of takeaway 
  the past six months, countries             and delivery services in many 
  have primarily looked to regional          of our markets has increased 
  restrictions and curfews to                sales volumes in our food offerings. 
  manage COVID-19 rather than                We continued to expand our offering, 
  full lockdowns, which has resulted         by adding a net total of 44 
  in demand for Retail fuels returning       convenience retail shops and 
  to near pre-pandemic levels                11 QSR outlets to our sites 
  in some countries.                         in H1 2021, and are looking 
  During the period, we have focused         to expand the range of existing 
  on growing and enhancing our               food partnerships in order to 
  network and offering to support            drive future growth. 
  our recovery. We continue with 
  our 'Shining' programme, across 
  our Shell-branded markets, and 
  various other customer-led initiatives, 
  to support volume growth at 
 

COMMERCIAL

 
    Volumes         Gross       Gross Cash    Gross Cash      Adjusted 
   ( litres )       Profit         Unit         Profit         EBITDA 
                                  Margin 
                                $ 47 /'000 
 1,995 million   $ 81 million     litres     $ 94 million   $ 58 million 
                -------------  -----------  -------------  ------------- 
 

KEY PERFORMANCE INDICATORS

 
                                             Six-month   Six-month 
                                                period      period 
                                                 ended       ended 
                                               30 June     30 June 
 US$ million, unless otherwise indicated          2021        2020   Change 
------------------------------------------  ----------  ----------  ------- 
 Volumes (million 
  litres)                                        1,995       2,071      -4% 
 Gross profit                                       81          76      +7% 
 Gross cash unit margin 
  ($/'000 litres)                                   47          43      +9% 
 Gross cash profit                                  94          89     +6 % 
 Adjusted EBITDA                                    58          46     +26% 
------------------------------------------  ----------  ----------  ------- 
 

ANALYSIS OF RESULTS

 
                                                                                                    Half-year                                                                                                           Gross cash unit 
                                                                                                    review                                                                                                              margins increased 
                                                                                                    Our Commercial                                                                                                      by 9% to $49 per 
                                                                                                    segment                                                                                                             thousand litres 
                                                                                                    continued                                                                                                           compared to the 
                                                                                                    to recover                                                                                                          unit margin 
                                                                                                    with the                                                                                                            of $45 per 
                                                                                                    underlying                                                                                                          thousand litres 
                                                                                                    business                                                                                                            in 
                                                                                                    returning to                                                                                                        H1 2020 due to 
                                                                                                    volume                                                                                                              the product mix 
                                                                                                    growth.                                                                                                             and H1 2020 being 
                                                                                                    Overall                                                                                                             impacted by 
                                                                                                    volumes                                                                                                             negative 
                                                                                                    remained                                                                                                            inventory effects 
                                                                                                    lower due to                                                                                                        and 
                                                                                                    the impact                                                                                                          hyperinflationary 
                                                                                                    from                                                                                                                accounting. 
                                                                                                    the end of a                                                                                                        Aviation and 
                                                                                                    large,                                                                                                              Marine 
                                                                                                    low-margin                                                                                                          The Aviation and 
                                                                                                    supply                                                                                                              Marine business 
                                                                                                    contract and                                                                                                        accounted for 16% 
                                                                                                    our Aviation                                                                                                        (H1 2020: 
                                                                                                    business                                                                                                            15%) of total 
                                                                                                    continuing to                                                                                                       Commercial 
                                                                                                    be subdued.                                                                                                         volumes 
                                                                                                    Gross cash                                                                                                          and 13% (H1 2020: 
                                                                                                    profit of $94                                                                                                       10%) of total 
                                                                                                    million                                                                                                             Commercial gross 
                                                                                                    was 6% higher                                                                                                       cash profit. 
                                                                                                    than H1 2020                                                                                                        Aviation and 
                                                                                                    and                                                                                                                 Marine volumes 
                                                                                                    slightly                                                                                                            increased by 6% 
                                                                                                    behind H1                                                                                                           compared to 
                                                                                                    2019, as                                                                                                            H1 2020. The 
                                                                                                    unit margins                                                                                                        gross cash unit 
                                                                                                    improved, with                                                                                                      margin also 
                                                                                                    H1 2020                                                                                                             increased by 19% 
                                                                                                    margins                                                                                                             to $37 per 
                                                                                                    impacted by                                                                                                         thousand litres 
                                                                                                    negative                                                                                                            (H1 
                                                                                                    inventory                                                                                                           2020: $31 per 
                                                                                                    effects.                                                                                                            thousand litres). 
                                                                                                    This                                                                                                                Aviation volumes 
                                                                                                    contributed to                                                                                                      remained subdued 
                                                                                                    the increased                                                                                                       and were in line 
                                                                                                    adjusted                                                                                                            with H1 2020, 
                                                                                                    EBITDA of $58                                                                                                       mainly due to the 
                                                                                                    million,                                                                                                            continued 
                                                                                                    26% higher                                                                                                          restrictions on 
                                                                                                    year--on--year                                                                                                      international 
                                                                                                    .                                                                                                                   travel. Unit 
                                                                                                    Core                                                                                                                margins were 
                                                                                                    Commercial                                                                                                          significantly 
                                                                                                    Our Core                                                                                                            higher than H1 
                                                                                                    Commercial                                                                                                          2020, which was 
                                                                                                    business                                                                                                            meaningfully 
                                                                                                    supplies bulk                                                                                                       impacted by 
                                                                                                    fuel to                                                                                                             negative 
                                                                                                    customers                                                                                                           inventory 
                                                                                                    in the                                                                                                              effects. 
                                                                                                    transportation                                                                                                      Marine volumes 
                                                                                                    , mining,                                                                                                           saw a good 
                                                                                                    construction                                                                                                        recovery 
                                                                                                    and power                                                                                                           with volumes 12% 
                                                                                                    sectors,                                                                                                            higher than 
                                                                                                    as well as LPG                                                                                                      H1 2020, but were 
                                                                                                    to both                                                                                                             still behind 
                                                                                                    consumers                                                                                                           H1 2019. The 
                                                                                                    and industry.                                                                                                       recovery is 
                                                                                                    Core                                                                                                                mainly 
                                                                                                    Commercial                                                                                                          attributable to 
                                                                                                    accounted for                                                                                                       our continuing 
                                                                                                    84% (H1 2020:                                                                                                       efforts to secure 
                                                                                                    85%) of total                                                                                                       opportunistic 
                                                                                                    Commercial                                                                                                          spot sales, which 
                                                                                                    volumes                                                                                                             has a positive 
                                                                                                    and 87% (H1                                                                                                         impact on 
                                                                                                    2020: 90%) of                                                                                                       volumes, however 
                                                                                                    total                                                                                                               these 
                                                                                                    Commercial                                                                                                          were at a lower 
                                                                                                    gross cash                                                                                                          unit margin 
                                                                                                    profit.                                                                                                             than those 
                                                                                                    Core                                                                                                                achieved in H1 
                                                                                                    Commercial                                                                                                          2020. 
                                                                                                    volumes were 
                                                                                                    down 5% in H1 
                                                                                                    2021 due to 
                                                                                                    the 
                                                                                                    end of a large 
                                                                                                    supply 
                                                                                                    contract 
                                                                                                    in Q3 2020. 
                                                                                                    Excluding this 
                                                                                                    impact, 
                                                                                                    the business 
                                                                                                    was 4% higher 
                                                                                                    than 
                                                                                                    H1 2020, as 
                                                                                                    well as ahead 
                                                                                                    of 
                                                                                                    H1 2019, as 
                                                                                                    Commercial 
                                                                                                    fuel 
                                                                                                    volumes were 
                                                                                                    supported by 
                                                                                                    the 
                                                                                                    strong 
                                                                                                    performance in 
                                                                                                    the reseller 
                                                                                                    market and 
                                                                                                    other key 
                                                                                                    sectors, 
                                                                                                    partially 
                                                                                                    offset by 
                                                                                                    slightly 
                                                                                                    lower LPG 
                                                                                                    volumes 
                                                                                                    primarily 
                                                                                                    due to the 
                                                                                                    lower activity 
                                                                                                    in 
                                                                                                    the B2B 
                                                                                                    segment. 
 

LUBRICANTS

 
  Volumes        Gross       Gross Cash     Gross Cash     Adjusted 
  (litres)       Profit          Unit         Profit         EBITDA 
                                Margin 
                             $ 616 /'000 
 75 million   $ 45 million      litres     $ 47 million   $38 million 
             -------------  ------------  -------------  ------------ 
 

KEY PERFORMANCE INDICATORS

 
                                              Six-month   Six-month 
                                                 period      period 
                                                  ended       ended 
                                                30 June     30 June 
 US$ million , unless otherwise indicated          2021        2020   Change 
-------------------------------------------  ----------  ----------  ------- 
 Volumes (million litres)                            75          66     +14% 
 Revenues                                           218         172     +27% 
 Gross profit                                        45          33     +36% 
 Gross cash unit margin 
  ($/'000 litres)                                   616         537     +15% 
 Gross cash profit                                   47          35    +34 % 
 Adjusted EBITDA                                     38          25     +52% 
-------------------------------------------  ----------  ----------  ------- 
 

ANALYSIS OF RESULTS

 
 Half-year review                                                                                                        Unit margins 
 We delivered a                                                                                                          increased to 
 strong performance                                                                                                      $613 
 in the Lubricants                                                                                                       per thousand 
 segment during                                                                                                          litres 
 the first half of                                                                                                       compared 
 the year.                                                                                                               to $531 per 
 Volumes were 14%                                                                                                        thousand 
 higher than                                                                                                             litres 
 H1 2020 due to                                                                                                          in H1 2020, as 
 strong performance                                                                                                      demand 
 across all                                                                                                              improved 
 businesses and                                                                                                          for higher 
 were                                                                                                                    margin premium 
 also 14% ahead of                                                                                                       products, 
 H1 2019. Gross                                                                                                          together with 
 cash unit margin                                                                                                        the temporary 
 was $616 per                                                                                                            benefit from 
 thousand litres,                                                                                                        the timing of 
 15% higher                                                                                                              product 
 than H1 2020 ($537                                                                                                      price 
 per thousand                                                                                                            increases to 
 litres), as a                                                                                                           reflect the 
 result of the                                                                                                           increase in 
 favourable product                                                                                                      base oil 
 mix and the                                                                                                             prices. 
 timing of product                                                                                                       Commercial 
 price increases.                                                                                                        lubricants 
 The higher volumes                                                                                                      Our Commercial 
 and unit                                                                                                                lubricants 
 margins led to                                                                                                          business 
 gross cash profit                                                                                                       provides 
 of $47 million,                                                                                                         products to 
 with adjusted                                                                                                           commercial 
 EBITDA at $38                                                                                                           customers 
 million, a                                                                                                              across our 
 significant                                                                                                             operating 
 improvement                                                                                                             units as well 
 compared to the                                                                                                         as export 
 prior period.                                                                                                           customers. 
 Retail lubricants                                                                                                       Commercial 
 Our Retail                                                                                                              lubricants 
 lubricants                                                                                                              accounted 
 business                                                                                                                for 36% (H1 
 comprises                                                                                                               2020: 41%) of 
 forecourt sales to                                                                                                      total 
 retail customers                                                                                                        Lubricants 
 and sales through                                                                                                       volumes and 
 distributors to                                                                                                         gross 
 other consumers                                                                                                         cash profit 
 (B2C). Retail                                                                                                           accounted for 
 lubricants had                                                                                                          38% 
 a strong                                                                                                                (H1 2020: 43%) 
 performance in H1                                                                                                       of total 
 2021,                                                                                                                   Lubricants 
 contributing 64%                                                                                                        gross cash 
 of the total                                                                                                            profit. 
 Lubricants volumes                                                                                                      Volumes were 
 (H1 2020:                                                                                                               in line with 
 59%) and 62% of                                                                                                         H1 
 the total                                                                                                               2020 and 8% 
 Lubricants                                                                                                              higher than H1 
 gross cash profit                                                                                                       2019, 
 (H1 2020:                                                                                                               mainly due to 
 57%).                                                                                                                   the continued 
 Volumes were 23%                                                                                                        demand from 
 higher than                                                                                                             our mining 
 H1 2020 mainly due                                                                                                      customers 
 to increased                                                                                                            in a number of 
 traffic at sites                                                                                                        our markets, 
 due to lighter                                                                                                          as well as in 
 COVID-19                                                                                                                our export 
 restrictions in                                                                                                         markets. 
 the                                                                                                                     Unit margins 
 current period,                                                                                                         increased by 
 together with                                                                                                           15% 
 active selling on                                                                                                       from $540 per 
 the forecourts                                                                                                          thousand 
 and                                                                                                                     litres 
 consumer-focused                                                                                                        in H1 2020 to 
 promotions.                                                                                                             $621 per 
                                                                                                                         thousand 
                                                                                                                         litres in H1 
                                                                                                                         2021, mostly 
                                                                                                                         attributable 
                                                                                                                         to favourable 
                                                                                                                         product mix 
                                                                                                                         and 
                                                                                                                         spot sales. 
 

CONSOLIDATED RESULTS OF OPERATIONS

SUMMARY INCOME STATEMENT

 
                                 Six-month   Six-month 
                                    period      period 
                                     ended       ended 
                                   30 June     30 June 
 US$ million                          2021        2020   Change 
----------------------------    ----------  ----------  ------- 
 Revenues                            3,989       3,375     +18% 
 Cost of sales                     (3,646)     (3,114)     +17% 
------------------------------  ----------  ----------  ------- 
 Gross profit                          343         261    +31 % 
------------------------------  ----------  ----------  ------- 
 Selling and marketing 
  cost                               (112)       (105)      +7% 
 General and administrative 
  cost                                (88)        (89)      -1% 
 Share of profit of 
  joint ventures and 
  associates                            13           9     +44% 
 Other income/(expense)                (1)           1    -200% 
------------------------------  ----------  ----------  ------- 
 EBIT                                  155          77   +101 % 
------------------------------  ----------  ----------  ------- 
 Finance expense - 
  net                                 (29)        (35)     -17% 
 EBT                                   126          42   +200 % 
------------------------------  ----------  ----------  ------- 
 Income taxes                         (50)        (29)     +72% 
------------------------------  ----------  ----------  ------- 
 Net income                             76          13   +485 % 
------------------------------  ----------  ----------  ------- 
 
 
                          Six-month    Six-month 
                             period       period 
 Earnings per share        ended 30     ended 30 
  (US$)                   June 2021    June 2020   Change 
--------------------    -----------  -----------  ------- 
 Basic                         0.06         0.01    +500% 
----------------------  -----------  -----------  ------- 
 Diluted                       0.06         0.01    +500% 
----------------------  -----------  -----------  ------- 
 

NON-GAAP MEASURES

 
                           Six-month   Six-month 
                              period      period 
                               ended       ended 
 US$ million, unless         30 June     30 June 
  otherwise indicated           2021        2020   Change 
----------------------    ----------  ----------  ------- 
 Volumes (million 
  litres)                      5,009       4,618      +8% 
 Gross cash profit               385         300     +28% 
 EBITDA                          219         136    +61 % 
 Adjusted EBITDA                 220         140    +57 % 
 ETR (%)                        40 %         69%      n/a 
 Adjusted net income              77          16   +381 % 
 Adjusted diluted 
  EPS (US$)                     0.06        0.01    +500% 
------------------------  ----------  ----------  ------- 
 

Non-GAAP measures are explained and reconciled on pages 11 and 12.

ANALYSIS OF CONSOLIDATED RESULTS OF OPERATIONS

 
 Volumes                                Revenues 
  Overall volumes continued to           Group revenues for H1 2021 were 
  recover from the impact of COVID-19    $3,989 million, compared to 
  and were 8% higher than the            $3,375 million in H1 2020. The 
  previous year. The positive            increase primarily reflects 
  momentum experienced in H2 2020        the improving demand for our 
  continued in H1 2021, with a           products due to the easing of 
  number of our markets returning        COVID-19 restrictions, rising 
  to volume growth as mobility           average crude oil prices and 
  restrictions were gradually            appreciating local currencies. 
  eased. Volume growth was largely       Cost of sales 
  driven by the recovery in the          Cost of sales increased by $532 
  Retail segment, partially offset       million, or 17%, to $3,646 million 
  by the end of a large supply           in H1 2021. The increase is 
  contract, in the Commercial            attributable to higher purchases 
  segment, to one of our markets         to meet demand and increased 
  in 2020.                               cost of products due to the 
                                         higher crude oil prices. 
 
 
 Gross profit                             Adjusted EBITDA 
  Gross profit was $343 million,           Adjusted EBITDA was $220 million, 
  up 31% year-on-year due to higher        up 57% year--on--year. The increase 
  unit margins and growth in volumes       is mainly due to higher unit 
  reflecting the continuing business       margins and volumes together 
  recovery from the impact of              with a higher share of profit 
  COVID-19.                                of joint ventures and associates, 
  Gross cash profit                        partially offset by higher selling 
  Gross cash profit increased              and marketing expenses. 
  by 28% year-on-year to $385              Net finance expense 
  million, primarily driven by             Net finance expense decreased 
  higher volumes and unit margins          by 17% to $29 million from $35 
  compared to the previous year.           million in 2020. The decrease 
  Gross cash unit margins of $77           is mainly explained by a decrease 
  per thousand litres were higher          in interest on bank borrowings 
  than H1 2020 ($65 per thousand           in H1 2021 due to lower utilisation 
  litres), which was negatively            of working capital facilities 
  affected by COVID-19 related             compared to the prior year. 
  inventory impacts and a $5 million       In addition, H1 2020 was impacted 
  negative impact from hyperinflation      by a mark--to--market loss on 
  accounting. Performance has              interest rate swaps. These swaps 
  benefitted from the positive             were settled as part of the 
  supply and pricing environment           notes offering in H2 2020, which 
  and a higher margin product              increased the maturity profile 
  mix.                                     but has led to slightly higher 
  Selling and marketing cost               interest on long-term debt. 
  Selling and marketing cost increased     Income taxes 
  by $7 million to $112 million            The ETR for the six months ended 
  compared to H1 2020, primarily           30 June 2021 is based on management's 
  due to the strategic decision            estimate of the annual effective 
  to reduce marketing costs and            income tax rate of 40%. The 
  non-essential spending at the            ETR decreased to 40% from 69% 
  time. Other factors include              compared to the comparative 
  the appreciation of local currencies     period in 2020 (the actual income 
  and higher depreciation and              tax expense was used as management's 
  amortisation expense.                    best estimate in 2020). This 
  General and administrative cost          is predominantly due to the 
  General and administrative cost,         lower relative impact of withholding 
  including special items, was             tax and permanent items due 
  broadly in line with H1 2020             to the higher earnings before 
  at $88 million. Increased manpower       tax of $126 million (H1 2020: 
  costs compared to H1 2020 were           $42 million). 
  offset by lower community spending       Net income 
  across the Group.                        Net income, including the impact 
  Share of profit of JVs and associates    of special items, was $76 million, 
  Share of profit of joint ventures        significantly higher than H1 
  and associates grew by 44% to            2020 (up from $13 million). 
  $13 million, mainly due to a             Minority interest was $5 million 
  higher share of profit from              (2020: $5 million). 
  Shell and Vivo Lubricants B.V.           Earnings per share 
  and strong performance from              Basic earnings per share amounted 
  our joint ventures in Morocco.           to 6 US cents per share (H1 
  The Group experienced positive           2020: 1 US cent per share). 
  recovery in the QSR joint ventures       Adjusted diluted earnings per 
  as mobility restrictions were            share, excluding the impact 
  eased, further contributing              of special items, were 6 US 
  to the year-on-year increase.            cents per share (H1 2020: 1 
                                           US cent per share). 
 

CONSOLIDATED FINANCIAL POSITION

 
 Total assets 
==================================================================== 
 Total assets, including the impacts of foreign currency movements, 
  increased by $96 million and can largely be explained by: 
   *    $97 million increase in trade receivables driven by 
        the increase in revenues and a higher crude oil price 
        compared to FY 2020 as well as the timing of receipts 
        from customers. Average monthly DSO(1) for the period 
        was 15 days (FY 2020: 16 days); 
 
 
   *    $29 million increase in inventories mainly due to 
        higher crude oil prices compared to FY 2020. Average 
        inventory days for the period was 25 days (FY 2020: 
        29 days); 
 
 
   *    $14 million increase in right-of-use assets resulting 
        from lease additions, of which the majority were 
        retail service stations, offset by depreciation for 
        the period; and 
 
 
   *    $14 million increase in PP&E mainly attributable to 
        additions, partially offset by depreciation for the 
        period. 
 
 
  partially offset by: 
   *    $56 million decrease in cash and cash equivalents 
        mainly due to the repayment of the RCF and payment of 
        dividends, partially offset by cash generated from 
        operating activities. 
 Total equity and liabilities 
====================================================================== 
 Total equity and liabilities, including foreign currency movements, 
  increased by $96 million and can largely be explained by: 
   *    $85 million increase in trade payables mainly 
        attributable to purchases at higher crude oil prices, 
        partially offset by the timing of payments to 
        suppliers. Average monthly DPO(1) for the period was 
        55 days (FY 2020: 54 days); 
 
 
   *    $33 million increase in equity mainly driven by the 
        profit for the period, partially offset by the 
        payment of the 2020 final dividend amounting to $48 
        million; and 
 
 
   *    $11 million increase in other liabilities primarily 
        due to increases in other taxes payable, partially 
        offset by oil fund liabilities. 
 
 
  partially offset by: 
   *    $39 million decrease in borrowings mainly due to the 
        repayment of the RCF, partially offset by higher bank 
        borrowing facilities outstanding at the end of the 
        period. 
 
(1)    DSO and DPO are based on monthly averages and on trade elements only. 

LIQUIDITY AND CAPITAL RESOURCES

ADJUSTED FREE CASH FLOW

 
                                                       Six-month       Six-month 
                                                    period ended    period ended 
                                                         30 June         30 June 
 US$ million                                                2021            2020 
------------------------------------------------  --------------  -------------- 
 Net income                                                   76              13 
 Adjustment for non-cash items and other                     106              83 
 Current income tax paid                                    (59)            (41) 
 Net change in operating assets and liabilities 
  and other adjustments [1]                                   21           (167) 
------------------------------------------------  --------------  -------------- 
 Cash flow from operating activities                         144           (112) 
------------------------------------------------  --------------  -------------- 
 Net additions of PP&E and intangible assets 
  [2]                                                       (60)            (44) 
------------------------------------------------  --------------  -------------- 
 Free cash flow                                               84           (156) 
------------------------------------------------  --------------  -------------- 
 Special items [3]                                             6              10 
------------------------------------------------  --------------  -------------- 
 Adjusted free cash flow                                      90           (146) 
------------------------------------------------  --------------  -------------- 
 

Adjusted free cash flow of $90 million was mainly driven by the generated net income of $76 million, the adjustments for non-cash items of $106 million as well as the positive net change in operating assets and liabilities and other adjustments of $21 million, partially offset by current income tax paid of $59 million. The increase in the net change in operating assets and liabilities and other adjustments is primarily attributable to the normalisation of the operating environment compared to H1 2020, which was also impacted by the timing of certain payments from 2019. Net additions in PP&E and intangible assets were higher at $60 million, compared to $44 million in H1 2020 which was impacted by the strategic slow-down in non-essential capital expenditure. The Group's net additions in PP&E and intangible assets included $34 million in Growth (H1 2020: $22 million), $22 million in Maintenance (H1 2020: $19 million), and $5 million in Special Projects (H1 2020: $3 million), offset by $1 million proceeds from disposals [4] .

_________________

[1] Net change in operating assets and liabilities and other adjustments includes finance expense.

   [2]   Excluding cash flow from acquisition of businesses. 
   [3]   Cash impact of special items. Special items are explained and reconciled on pages 11 to 12. 

[4] Proceeds from disposals of $1m were offset under Special Projects in H1 2020.

NET DEBT AND AVAILABLE LIQUIDITY

 
                                                        31 December 
 US$ million                             30 June 2021          2020 
--------------------------------------  -------------  ------------ 
 Long-term debt (note 9)                          349           408 
 Lease liabilities                                153           143 
--------------------------------------  -------------  ------------ 
 Total debt excluding bank borrowings             502           551 
--------------------------------------  -------------  ------------ 
 Bank borrowings (note 9)                         294           274 
 Less: cash and cash equivalents                (459)         (515) 
--------------------------------------  -------------  ------------ 
 Net debt                                         337           310 
--------------------------------------  -------------  ------------ 
 
 
                                                          31 December 
 US$ million                               30 June 2021          2020 
----------------------------------------  -------------  ------------ 
 Cash and cash equivalents                          459           515 
 Available undrawn credit facilities              1,342         1,563 
----------------------------------------  -------------  ------------ 
 Available short-term capital resources           1,801         2,078 
----------------------------------------  -------------  ------------ 
 

Net debt increased by $27 million due to the decrease in cash and cash equivalents and higher bank borrowings and lease liabilities, partially offset by a decrease in long-term debt. The decrease in cash and cash equivalents was mainly due to the repayment of the RCF and payment of dividends. The leverage ratio at 30 June 2021 fell to 0.77x (FY 2020: 0.86x) as a result of higher LTM adjusted EBITDA, partially offset by higher net debt. The available undrawn credit facilities of $1,342 million (FY 2020: $1,563 million) comprise $300 million of the undrawn committed multi-currency RCF and $1,042 million of undrawn, unsecured and uncommitted short--term bank facilities extended to our operating entities for working capital purposes. The short--term bank facilities include a large number of uncommitted facilities (ranging from $1 million to $359 million). Total available short-term capital resources are $1,801 million (FY 2020: $2,078 million).

NON-GAAP FINANCIAL MEASURES

Non-GAAP measures are not defined by International Financial Reporting Standards (IFRS) and, therefore, may not be directly comparable with other companies' non -- GAAP measures, including those in our industry. Non--GAAP measures should be considered in addition to, and are not intended to be a substitute for, or superior to, IFRS measurements.

The exclusion of certain items from non -- GAAP performance measures does not imply that these items are necessarily non-recurring. From time to time, we may exclude additional items if we believe doing so would result in a more transparent and comparable disclosure.

The Directors believe that reporting non -- GAAP financial measures in addition to IFRS measures provides users with an enhanced understanding of results and related trends and increases the transparency and clarity of the core results of our operations. Non -- GAAP measures are used by the Directors and management for performance analysis, planning, reporting and key management performance measures.

 
 Term          Description                      Term           Description 
------------  -------------------------------  -------------  ------------------------------- 
 Gross cash    This is a measure                Gross cash     Gross cash profit per 
  profit        of gross profit after            unit margin    unit. Unit is defined 
                direct operating expenses                       as 1,000 litres of sales 
                and before non-cash                             volume. This is a useful 
                depreciation and amortisation                   measure as it indicates 
                recognised in cost                              the incremental profit 
                of sales. Reference                             for each additional unit 
                to 'cash' in this                               sold. 
                measure refers to 
                non-cash depreciation 
                and amortisation as 
                opposed to the elimination 
                of working capital 
                movements. Gross cash 
                profit is a key management 
                performance measure. 
------------  -------------------------------  -------------  ------------------------------- 
 EBITDA        Earnings before finance          Adjusted       EBITDA adjusted for the 
                expense, finance income,         EBITDA         impact of special items. 
                income tax, depreciation                        This is a useful measure 
                and amortisation.                               as it provides the Group's 
                This measure provides                           operating profitability 
                the Group's operating                           and results, before non-cash 
                profitability and                               charges, and is an indicator 
                results before non-cash                         of the core operations, 
                charges and is a key                            exclusive of special items. 
                management performance 
                measure. 
------------  -------------------------------  -------------  ------------------------------- 
 Adjusted      Net income adjusted              Adjusted       Diluted EPS adjusted for 
  net income    for the impact of                diluted        the impact of special 
                special items.                   EPS            items. 
------------  -------------------------------  -------------  ------------------------------- 
 Special       Income or charges                Adjusted       Cash flow from operating 
  items         that are not considered          free cash      activities less net additions 
                to represent the underlying      flow           to PP&E and intangible 
                operational performance                         assets and excluding the 
                and, based on their                             impact of special items. 
                significance in size                            This is a key operational 
                or nature, are presented                        liquidity measure, as 
                separately to provide                           it indicates the cash 
                further understanding                           available to pay dividends, 
                of the financial and                            repay debt or make further 
                operational performance.                        investments in the Group. 
------------  -------------------------------  -------------  ------------------------------- 
 Net debt      Total borrowings and             Leverage       Net debt, including lease 
                lease liabilities                ratio          liabilities, divided by 
                less cash and cash                              last 12 months adjusted 
                equivalents.                                    EBITDA. 
------------  -------------------------------  -------------  ------------------------------- 
 

RECONCILIATION OF NON-GAAP MEASURES

 
                                                                  Six-month period ended 
                                                            ---------------------------- 
 US$ million , unless otherwise indicated                    30 June 2021   30 June 2020 
----------------------------------------------------------  -------------  ------------- 
 Gross profit                                                         343            261 
----------------------------------------------------------  -------------  ------------- 
 Add back: depreciation and amortisation in cost of sales              42             39 
----------------------------------------------------------  -------------  ------------- 
 Gross cash profit                                                    385            300 
----------------------------------------------------------  -------------  ------------- 
 Volume (million litres)                                            5,009          4,618 
----------------------------------------------------------  -------------  ------------- 
 Gross cash unit margin ($/'000 litres)                                77             65 
----------------------------------------------------------  -------------  ------------- 
 
 
                                                            Six-month period ended 
                                                      ---------------------------- 
 US$ million                                           30 June 2021   30 June 2020 
----------------------------------------------------  -------------  ------------- 
 EBT                                                            126             42 
----------------------------------------------------  -------------  ------------- 
 Finance expense - net                                           29             35 
----------------------------------------------------  -------------  ------------- 
 EBIT                                                           155             77 
----------------------------------------------------  -------------  ------------- 
 Depreciation, amortisation and impairment                       64             59 
----------------------------------------------------  -------------  ------------- 
 EBITDA                                                         219            136 
----------------------------------------------------  -------------  ------------- 
 Adjustments to EBITDA related to special items: 
   IPO(1) and Engen acquisition related expenses(2)               1              2 
   Hyperinflation(3)                                              -              4 
   Management Equity Plan(4)                                      -            (2) 
 Adjusted EBITDA                                                220            140 
----------------------------------------------------  -------------  ------------- 
 
 
                                                               Six-month period ended 
                                                         ---------------------------- 
 US$ million                                              30 June 2021   30 June 2020 
-------------------------------------------------------  -------------  ------------- 
 Net income                                                         76             13 
-------------------------------------------------------  -------------  ------------- 
 Adjustments to net income related to special items: 
    IPO [1] and Engen acquisition related expenses [2]               1              2 
     Hyperinflation [3]                                              -              4 
     Management Equity Plan [4]                                      -            (2) 
     Tax on special items                                            -            (1) 
 Adjusted net income                                                77             16 
-------------------------------------------------------  -------------  ------------- 
 
 
                                             Six-month period ended 
                                       ---------------------------- 
 US$                                    30 June 2021   30 June 2020 
-------------------------------------  -------------  ------------- 
 Diluted earnings per share                     0.06           0.01 
 Impact of special items                           -              - 
-------------------------------------  -------------  ------------- 
 Adjusted diluted earnings per share            0.06           0.01 
-------------------------------------  -------------  ------------- 
 

For the reconciliation of adjusted free cash flow and net debt, refer to page 10.

___________________

[1] IPO related items in 2021 and 2020 concern the IPO Share Award Plan which are accrued for over the vesting period.

[2] On 1 March 2019 Vivo Energy Investments B.V., a subsidiary of the Group, acquired 100% of the issued shares in Vivo Energy Overseas Holdings Limited (formerly known as Engen International Holdings (Mauritius) Limited). The cost of the acquisition and related integration project expenses are treated as special items.

[3] The impacts of accounting for hyperinflation for Vivo Energy Zimbabwe, in accordance with IAS 29, are treated as special items since they are not considered to represent the underlying operational performance of the Group and based on their significance in size and unusual nature are excluded as the local currency depreciation against the US dollar does not align to the published inflation rates during the period.

[4] The Management Equity Plan vested at IPO in May 2018 and was exercisable on the first anniversary of admission for a period of 24 months. Changes in the fair value of the cash-settled share-based plan do not form part of the core operational business activities and performance and should, therefore, be treated as a special item. The costs of share-based payment schemes introduced after the IPO are not treated as special items.

ACCOUNTING AND REPORTING DEVELOPMENTS

The following amendments and new interpretations to the standards effective for annual periods beginning on or after 1 January 2021 have been applied in preparing the interim condensed consolidated financial statements and have no material impact for the Group:

   -     Amendments to IFRS 16 COVID-19 related rent concessions (May 2020) 
   -     Interest Rate Benchmark Reform Phase 2 (Amendments to IFRS 9, IAS 39 and IFRS 7) 

The impact of the decision made by the IFRS IC in April 2021 on the treatment of cloud computing costs is under assessment. There are no other standards, amendments and interpretations which are effective for the financial year beginning on 1 January 2021 that have a material impact on the interim condensed consolidated financial statements of the Group.

RISKS AND UNCERTAINTIES

Risk management is embedded in the operational responsibilities of our teams and is an integral part of our overall governance, planning and decision-making. The Group continues to be exposed to a number of risks and has an established and structured approach to identify, assess and manage those risks. Details of the principal risks facing the Group's businesses were included on pages 62 to 69 of the 2020 Annual Report and Accounts and are set out below, with all of these remaining applicable.

   --      Partner reputation and relationships 
   --      Criminal activity, fraud, bribery and compliance risk 
   --      Oil price fluctuations 
   --      Currency exchange risk 
   --      Health and safety 
   --      Economic and governmental instability 
   --      Product availability and supply 
   --      Business concentration risk 
   --      Information technology risk 
   --      Acquisition integration 
   --      Climate change 
   --      Epidemic 
   --      Credit management 
   --      Human resources and talent management 

The Board of Directors has assessed the continuous impacts of COVID-19 on these principal risk factors over the first six months of 2021 and the expected impact for the remaining six months of the year. In our last Annual Report and Accounts, as well as our market communications in 2020 and 2021, we detailed our response to COVID-19. We continuously adapt the management of our critical operational and finance activities, enabling the Group to manage risks as they arise or evolve. All mitigation plans remain applicable for the duration of the pandemic and are adapted to the evolving business environment and measures taken by authorities in the countries where we operate.

Africa is currently facing a third wave of COVID-19 and the World Health Organization (WHO) has warned that its spread is accelerating such that it could soon surpass the peak of the second wave of early 2021. The largest recorded increases in case numbers have been experienced primarily in the countries of southern and eastern Africa, including Zambia and Uganda, but also in Tunisia. Furthermore, vaccination programmes in the majority of our operating countries are in their early stages. Consequently, the pandemic continues to slow the recovery of these economies, which has an impact on government finances (increasing government debts) as well as local companies and individual financial security. These negative trends may impact our exposure to credit risks.

On a more positive note, the lower volatility observed in the oil markets, and currencies for some of the countries where we operate, is expected to continue throughout 2021, which reduces our related risk exposure, in particular on stock losses.

Climate change continues to attract increased attention, with new reporting requirements coming into force in 2021. The recently created ESG & Climate Management Committee, chaired by the CEO, has the r esponsibility to guide the Group 's climate change response, ensuring the Group is able to meet regulatory requirements linked to climate--related risks and opportunities disclosure required under the TCFD while beginning to embed climate change into decision making in the Group.

A specific focus has been placed on GHG (greenhouse gas) e missi ons (CO(2) equivalent in kilotonnes ) reporting this year. GHG emissions are being added to the standard scope of the internal audit mandates in our operating countries. This includes a systematic review of the carbon emissions-related data identification, collection, consolidation and reporting in each operating country with the objective to review the traceability of the data source to provide reasonable assurance on the reported data quality, integrity, completeness and consistency.

We have not observed any significant changes in our exposure to the other principal risk factors. As part of the Group's risk management framework we continue to consider changes in the nature, likelihood and impact of existing risks, as well as new and emerging risks.

   INTERIM CONDENSED CONSOLIDATED   FINANCIAL STATEMENTS 

For the six-month period ended 30 June 2021

Table of contents

Consolidated interim statement of comprehensive income

Consolidated interim statement of financial position

Consolidated interim statement of changes in equity

Consolidated interim statement of cash flows

Notes to the interim condensed consolidated financial statements

1. ..... General information

2. ..... Basis of preparation

3. ..... Financial instruments by category 2

4. ..... Segment reporting

5. ..... Finance income and expense

6. ..... Income taxes

7. ..... Earnings per share

8. ..... Inventories

9. ..... Borrowings

10. .. Net change in operating assets and liabilities and other adjustments

11. .. Contingencies

12. .. Related parties

13. .. Events after balance sheet period

Responsibility statement

Independent review report to Vivo Energy plc

CONSOLIDATED INTERIM STATEMENT OF COMPREHENSIVE INCOME

 
                                                         Six-month period 
                                                                    ended 
                                                      ------------------- 
                                                        30 June   30 June 
 US$ million                                   Notes       2021      2020 
-------------------------------------------   ------  ---------  -------- 
 Revenues                                        4        3,989     3,375 
 Cost of sales                                          (3,646)   (3,114) 
--------------------------------------------  ------  ---------  -------- 
 Gross profit                                    4          343       261 
--------------------------------------------  ------  ---------  -------- 
 Selling and marketing cost                               (112)     (105) 
 General and administrative cost                           (88)      (89) 
 Share of profit of joint ventures and 
  associates                                                 13         9 
 Other income/(expense)                                     (1)         1 
--------------------------------------------  ------  ---------  -------- 
 EBIT                                            4          155        77 
--------------------------------------------  ------  ---------  -------- 
 Finance income                                               5         5 
 Finance expense                                           (34)      (40) 
--------------------------------------------  ------  ---------  -------- 
 Finance expense - net                           5         (29)      (35) 
 EBT                                             4          126        42 
--------------------------------------------  ------  ---------  -------- 
 Income taxes                                    6         (50)      (29) 
--------------------------------------------  ------  ---------  -------- 
 Net income                                      4           76        13 
--------------------------------------------  ------  ---------  -------- 
 
 Net income attributable to: 
-------------------------------------------   ------  ---------  -------- 
 Equity holders of Vivo Energy plc                           71         8 
 Non-controlling interest (NCI)                               5         5 
--------------------------------------------  ------  ---------  -------- 
                                                             76        13 
 -------------------------------------------  ------  ---------  -------- 
 Other comprehensive income (OCI) 
-------------------------------------------   ------  ---------  -------- 
 Items that may be reclassified to profit 
  or loss 
   Currency translation differences                         (3)      (48) 
   Net investment hedge gain/(loss)                           5       (3) 
 Items that are never reclassified to 
  profit or loss 
   Re-measurement of retirement benefits                      1       (4) 
   Income tax relating to retirement 
    benefits                                                  -         1 
   Change in fair value of financial 
    instruments through OCI, net of tax                       2         1 
 Other comprehensive income, net of 
  tax                                                         5      (53) 
--------------------------------------------  ------  ---------  -------- 
 Total comprehensive income                                  81      (40) 
--------------------------------------------  ------  ---------  -------- 
 
 Total comprehensive income attributable 
  to: 
-------------------------------------------   ------  ---------  -------- 
 Equity holders of Vivo Energy plc                           77      (38) 
 Non-controlling interest (NCI)                               4       (2) 
--------------------------------------------  ------  ---------  -------- 
                                                             81      (40) 
 -------------------------------------------  ------  ---------  -------- 
 Earnings per share (US$)                        7 
--------------------------------------------  ------  ---------  -------- 
 Basic                                                     0.06      0.01 
 Diluted                                                   0.06      0.01 
--------------------------------------------  ------  ---------  -------- 
   The notes are an integral part of these interim 
     condensed consolidated financial statements. 
                     NON-GAAP FINANCIAL MEASURES [1] 
                                                         Six-month period 
                                                                    ended 
                                                      ------------------- 
                                                        30 June   30 June 
 US$ million , unless otherwise indicated                  2021      2020 
-------------------------------------------   ------  ---------  -------- 
 EBITDA                                                     219       136 
 Adjusted EBITDA                                            220       140 
 Adjusted net income                                         77        16 
 Adjusted diluted EPS (US$)                                0.06      0.01 
--------------------------------------------  ------  ---------  -------- 
 

(1) Refer to the non-GAAP financial measures definitions and reconciliations to the most comparable IFRS measures on pages 11 and 12.

CONSOLIDATED INTERIM STATEMENT OF FINANCIAL POSITION

 
                                                                  31 December 
 US$ million                               Notes   30 June 2021          2020 
----------------------------------------  ------  -------------  ------------ 
 Assets 
----------------------------------------  ------  -------------  ------------ 
 Non-current assets 
 Property, plant and equipment                              903           889 
 Right-of-use assets                                        215           201 
 Intangible assets                                          218           222 
 Investments in joint ventures and 
  associates                                                238           231 
 Deferred income taxes                                       52            46 
 Financial assets at fair value through 
  other comprehensive income                                 13            12 
 Other assets                                               117           117 
----------------------------------------  ------ 
                                                          1,756         1,718 
----------------------------------------  ------  -------------  ------------ 
 Current assets 
 Inventories                                 8              509           480 
 Trade receivables                                          441           344 
 Other assets                                               186           200 
 Income tax receivables                                      13            11 
 Cash and cash equivalents                                  459           515 
----------------------------------------  ------  -------------  ------------ 
                                                          1,608         1,550 
----------------------------------------  ------  -------------  ------------ 
 Total assets                                             3,364         3,268 
----------------------------------------  ------  -------------  ------------ 
 
 Equity 
 Share capital                                              633           633 
 Share premium                                                4             4 
 Retained earnings                                          285           252 
 Other reserves                                           (125)         (122) 
 Attributable to equity holders of 
  Vivo Energy plc                                           797           767 
 Non-controlling interest                                    48            45 
                                                            845           812 
----------------------------------------  ------  -------------  ------------ 
 Liabilities 
----------------------------------------  ------  -------------  ------------ 
 Non-current liabilities 
 Lease liabilities                                          125           119 
 Borrowings                                  9              354           412 
 Provisions                                                 103           104 
 Deferred income taxes                                       83            72 
 Other liabilities                                          156           165 
----------------------------------------  ------  ------------- 
                                                            821           872 
----------------------------------------  ------  -------------  ------------ 
 Current liabilities 
 Lease liabilities                                           28            24 
 Trade payables                                           1,133         1,048 
 Borrowings                                  9              289           270 
 Provisions                                                  19            16 
 Other financial liabilities                                  2             9 
 Other liabilities                                          191           171 
 Income tax payables                                         36            46 
----------------------------------------  ------  -------------  ------------ 
                                                          1,698         1,584 
----------------------------------------  ------  -------------  ------------ 
 Total liabilities                                        2,519         2,456 
----------------------------------------  ------  -------------  ------------ 
 Total equity and liabilities                             3,364         3,268 
----------------------------------------  ------  -------------  ------------ 
 

The notes are an integral part of these interim condensed consolidated financial statements.

CONSOLIDATED INTERIM STATEMENT OF CHANGES IN EQUITY

 
                                                             For the six-month period ended 30 June 2021 
----------------------------  --------------------------------------------------------------------------------------------------------- 
                                                               Attributable to equity holders of Vivo Energy plc 
                              -------- 
                                                                                        Other reserves 
                                                                                                                   Equity 
                                                                                                                  settled 
                                                               Reserves                   Currency       Fair   incentive 
                                 Share     Share   Retained      [1] (,   Retirement   translation      value     schemes                  Total 
  US$ million                  capital   premium   earnings        [2])     benefits    difference   reserves         [3]   Total   NCI   equity 
----------------------------  --------  --------  ---------  ----------  -----------  ------------  ---------  ----------  ------  ----  ------- 
 Balance at 1 January 2021         633         4        252        (54)          (2)          (79)          3          10     767    45      812 
----------------------------  --------  --------  ---------  ----------  -----------  ------------  ---------  ----------  ------  ----  ------- 
 Net income                          -         -         71           -            -             -          -           -      71     5       76 
 Other comprehensive income          -         -          -         (1)            1             4          2           -       6   (1)        5 
----------------------------  --------  --------  ---------  ----------  -----------  ------------  ---------  ----------  ------  ----  ------- 
 Total comprehensive income          -         -         71         (1)            1             4          2           -      77     4       81 
----------------------------  --------  --------  ---------  ----------  -----------  ------------  ---------  ----------  ------  ----  ------- 
 Share-based expense                 -         -          -           -            -             -          -           2       2     -        2 
 Share awards transactions           -         -          6         (5)            -             -          -         (6)     (5)     -      (5) 
 Net impact of IAS 29 [4]            -         -          4           -            -             -          -           -       4     -        4 
 Dividends paid [5]                  -         -       (48)           -            -             -          -           -    (48)   (1)     (49) 
----------------------------  --------  --------  ---------  ----------  -----------  ------------  ---------  ----------  ------  ----  ------- 
 Balance at 30 June 2021           633         4        285        (60)          (1)          (75)          5           6     797    48      845 
----------------------------  --------  --------  ---------  ----------  -----------  ------------  ---------  ----------  ------  ----  ------- 
 
                                                                                              For the six-month period ended 30 June 2020 
----------------------------  -------------------------------------------------------------------------------------------------------------------- 
                                                               Attributable to equity holders of Vivo Energy plc 
                              -------- 
                                                                                        Other reserves 
                                                                                                                   Equity 
                                                                                                                  settled 
                                                                                          Currency       Fair   incentive 
                                 Share     Share   Retained               Retirement   translation      value     schemes                  Total 
  US$ million                  capital   premium   earnings   Reserves1     benefits    difference   reserves         (3)   Total   NCI   equity 
----------------------------  --------  --------  ---------  ----------  -----------  ------------  ---------  ----------  ------  ----  ------- 
 Balance at 1 January 2020         633         4        199        (54)            2          (43)          2           8     751    53      804 
----------------------------  --------  --------  ---------  ----------  -----------  ------------  ---------  ----------  ------  ----  ------- 
 Net income                          -         -          8           -            -             -          -           -       8     5       13 
 Other comprehensive income          -         -          -           -          (3)          (44)          1           -    (46)   (7)     (53) 
----------------------------  --------  --------  ---------  ----------  -----------  ------------  ---------  ----------  ------  ----  ------- 
 Total comprehensive income          -         -          8           -          (3)          (44)          1           -    (38)   (2)     (40) 
----------------------------  --------  --------  ---------  ----------  -----------  ------------  ---------  ----------  ------  ----  ------- 
 Share-based expense                 -         -          -           -            -             -          -           1       1     -        1 
 Net impact of IAS 29 4              -         -        (6)           -            -             -          -           -     (6)     -      (6) 
 Dividends paid/declared             -         -          -           -            -             -          -           -       -   (3)      (3) 
----------------------------  --------  --------  ---------  ----------  -----------  ------------  ---------  ----------  ------  ----  ------- 
 Balance at 30 June 2020           633         4        201        (54)          (1)          (87)          3           9     708    48      756 
----------------------------  --------  --------  ---------  ----------  -----------  ------------  ---------  ----------  ------  ----  ------- 
 
 

The notes are an integral part of these interim condensed consolidated financial statements.

__________________________

[1] Included in reserves is a merger reserve ($82m) relating to the premium on shares issued as part of the consideration of the acquisition of Vivo Energy Overseas Holdings Limited, formerly known as Engen International Holdings (Mauritius) Limited in March 2019.

[2] Included in reserves is a cost of hedging reserve ($1m) reclassified from currency translation difference reserve. Reserves include $5m related to market purchases of ordinary shares of the Company to satisfy option exercises under the Company's IPO Share Award

Plan and Long-Term Incentive Plan ('LTIP').

[3] Equity settled incentive schemes include the LTIP and the IPO Share Award Plan (fully vested in 2021).

[4] The net impact on retained earnings as a result of the index-based adjustments in Zimbabwe under IAS 29 'Financial Reporting in Hyperinflationary Economies'.

[5] The dividends paid to the equity holders of Vivo Energy plc were paid out of distributable reserves.

CONSOLIDATED INTERIM STATEMENT OF CASH FLOWS

 
                                                           Six-month period ended 
                                                        ------------------------- 
                                                             30 June      30 June 
 US$ million                                     Notes          2021         2020 
----------------------------------------------  ------  ------------  ----------- 
 Operating activities 
 Net income                                                       76           13 
 Adjustment for: 
  Income taxes                                                    50           29 
  Amortisation, depreciation and impairment                       64           59 
  Net gain on disposal of PP&E and intangible 
   assets                                                          -          (1) 
  Share of profit of joint ventures 
   and associates                                               (13)          (9) 
 Dividends received from joint ventures 
  and associates                                                   5            5 
 Current income tax paid                                        (59)         (41) 
 Net change in operating assets and 
  liabilities and other adjustments               10              21        (167) 
 Cash flows from operating activities                            144        (112) 
----------------------------------------------  ------  ------------  ----------- 
 Investing activities 
 Acquisition of businesses, net of 
  cash acquired                                                    -          (9) 
 Purchases of PP&E and intangible assets                        (61)         (45) 
 Proceeds from disposals of PP&E and 
  intangible assets                                                1            1 
----------------------------------------------  ------  ------------  ----------- 
 Cash flows from investing activities                           (60)         (53) 
----------------------------------------------  ------  ------------  ----------- 
 Financing activities 
 Proceeds from long-term debt                                      -          110 
 Repayments of long-term debt                                   (60)         (41) 
 Net (repayments)/proceeds (of)/from 
  bank and other borrowings                                       19           99 
 Repayment of lease liabilities                                 (17)         (14) 
 Dividends paid                                                 (49)          (2) 
 Interest paid                                                  (30)         (28) 
 Cash flows from financing activities                          (137)          124 
----------------------------------------------  ------  ------------  ----------- 
 Effect of exchange rate changes on 
  cash and cash equivalents                                      (3)         (16) 
----------------------------------------------  ------  ------------  ----------- 
 Net decrease in cash and cash equivalents                      (56)         (57) 
----------------------------------------------  ------  ------------  ----------- 
 Cash and cash equivalents at beginning 
  of period                                                      515          517 
----------------------------------------------  ------  ------------  ----------- 
 Cash and cash equivalents at end of 
  period                                                         459          460 
----------------------------------------------  ------  ------------  ----------- 
 

The notes are an integral part of these interim condensed consolidated financial statements.

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

   1.   General information 

Vivo Energy plc ('Vivo Energy' or the 'Company'), a public limited company, was incorporated on 12 March 2018 in the United Kingdom. The Company is registered in England and Wales and is limited by shares (Registration number 11250655) under the Companies Act 2006. The Company is listed on the London Stock Exchange Main Market for listed securities and the Main Board of the securities exchange operated by the Johannesburg Stock Exchange by way of secondary inward listing. References to 'Vivo Energy' or the 'Group' mean the Company and its subsidiaries and subsidiary undertakings. These interim condensed consolidated financial statements as at and for the six-month period ended 30 June 2021 comprise of the Company, its subsidiaries and subsidiary undertakings, joint ventures and associates.

Vivo Energy distributes and sells fuel and lubricants to retail and commercial consumers in Africa and trades under brands owned by the Shell and Engen groups of companies and, for aviation fuels only, under the Vitol Aviation brand. Furthermore, Vivo Energy generates revenue from Non-fuel retail activities including convenience retail and quick service restaurants by leveraging on its retail network.

   2.   Basis of preparation 

The Company's interim condensed consolidated financial statements have been prepared in accordance with the UK-adopted International Accounting Standard 34, 'Interim Financial Reporting' and the Disclosure Guidance and Transparency Rules (DTR) sourcebook of the United Kingdom's Financial Conduct Authority. The interim condensed consolidated financial statements have been prepared under the historical cost convention unless otherwise indicated.

These interim condensed financial statements should be read in conjunction with the annual financial statements for the year ended 31 December 2020, which have been prepared in accordance with International Accounting Standards in conformity with the requirements of the Companies Act 2006 and the International Financial Reporting Standards (IFRS) pursuant to Regulation EC No. 1606/2002 as it applies in the European Union.

The Group has considered the impact of COVID-19 and the current economic environment in relation to the going concern basis of preparation for the interim condensed consolidated financial statements. The impact of COVID-19 as experienced in the prior year is not expected to be as severe in the current period. A detailed analysis assessing the Group's financial and operating performance indicates positive future trends and growth for the Group with increasing sales volumes, gross cash profit and positive cash inflows. The Group maintains sufficient liquidity headroom, through operating cash generation as well as committed and uncommitted credit facilities, to sustain future business operations. The Directors therefore continue to consider it appropriate to adopt the going concern basis of accounting in preparing interim condensed consolidated financial statements. At the time of approving the interim condensed consolidated financial statements, the Directors maintain a reasonable expectation that the Group will have adequate resources to continue in operational existence for the foreseeable future.

The preparation of the interim condensed consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the end of the reporting period and the reported amounts of revenues and expenses during the reporting period. Actual results may vary from these estimates. The estimates and underlying assumptions, as disclosed in the 2020 Annual Report and Accounts, are reviewed on an ongoing basis. During the period there were no changes to estimates which require significant judgement by management and no new significant judgements or estimates have been identified.

In preparing the interim condensed consolidated financial statements, the Group has considered the impact that climate change may have on key accounting judgements and estimates including asset useful economic lives and asset valuations and impairments. The Group continues to introduce initiatives designed to reduce the carbon emissions from its direct operations and develop alternative product offerings, the Group considers that the transition towards a low-carbon economy in its primary markets will be over a longer time period than will be seen in the UK and the European Union. As a result, the Group considers that the market for oil products across Africa will continue to grow within its medium -- term planning horizons and this assumption is embedded within the Group's five-year strategic business plan which in turn supports a number of key forward-looking accounting judgements and estimates.

The interim condensed consolidated financial statements follow the same accounting policies as those in the Vivo Energy plc 2020 Annual Report. There has been no impact as a result of preparing the interim condensed consolidated financial statements under the International Accounting Standards as adopted by the United Kingdom.

New standards, amendments and interpretations

The Group has applied a number of amendments to IFRS standards issued by the IASB that are mandatorily effective for annual periods beginning on or after 1 January 2021. The Group's financial statements have been prepared in accordance with these standards, which have no material impact on the consolidated interim financial statements of the Group:

   -     Amendments to IFRS 16 COVID-19 related rent concessions (May 2020) 
   -     Interest Rate Benchmark Reform Phase 2 (Amendments to IFRS 9, IAS 39 and IFRS 7) 

The impact of the decision made by the IFRS IC in April 2021 on the treatment of cloud computing costs is under assessment. There are no other IFRS standards, amendments or IFRS IC interpretations that are not yet effective which would be expected to have a material impact on the Group.

   3.   Financial instruments by category 

The table below sets out the Group's classification of each class of financial assets and financial liabilities and their fair values for the current and the comparative period:

 
                                                                                                  30 June 2021 
----------------------------   ------------------------------------------------  ----------------------------- 
                                                                                            Total 
 US$ million                    Measured at amortised cost   Measured at FVTOCI    carrying value   Fair value 
----------------------------   ---------------------------  -------------------  ----------------  ----------- 
 Financial assets 
----------------------------   ---------------------------  -------------------  ----------------  ----------- 
 Trade receivables ([1])                               441                    -               441          441 
 Cash and cash equivalents                             459                    -               459          459 
 Financial assets at FVTOCI                              -                   13                13           13 
 Other assets ([2])                                    125                    -               125          125 
 Total                                               1,025                   13             1,038        1,038 
-----------------------------  ---------------------------  -------------------  ----------------  ----------- 
 
 
                                                                                          30 June 2021 
-----------------------------  ----  ---  --------------  -----------  ------------------------------- 
                                                Measured 
                                            at amortised     Measured             Total 
 US$ million                                        cost     at FVTPL    carrying value     Fair value 
------------------------------  ----  ------------------  -----------  ----------------  ------------- 
 Financial liabilities 
------------------------------  ----  ------------------  -----------  ----------------  ------------- 
 Trade payables                                    1,133            -             1,133          1,133 
 Borrowings                                          643            -               643            669 
 Other liabilities [3]                               212            -               212            212 
 Lease liabilities                                   153            -               153            153 
 Other financial liabilities                           -            2                 2              2 
 Total                                             2,141            2             2,143          2,169 
------------------------------------      --------------  -----------  ----------------  ------------- 
 
                                                                                      31 December 2020 
------------------------------  ----  -------------------------------  ------------------------------- 
                                                Measured 
                                            at amortised     Measured             Total 
 US$ million                                        cost    at FVTOCI    carrying value     Fair value 
------------------------------  ----  ------------------  -----------  ----------------  ------------- 
 Financial assets 
------------------------------  ----  ------------------  -----------  ----------------  ------------- 
 Trade receivables(1)                                344            -               344            344 
 Cash and cash equivalents                           515            -               515            515 
 Financial assets at FVTOCI                            -           12                12             12 
 Other assets(2)                                     127            -               127            127 
 Total                                               986           12               998            998 
------------------------------  ----  ------------------  -----------  ----------------  ------------- 
 
 
 
                                                                                                31 December 2020 
-----------------------------   ---------------------------  ------------------  ------------------------------- 
                                                                                            Total 
 US$ million                     Measured at amortised cost   Measured at FVTPL    carrying value     Fair value 
-----------------------------   ---------------------------  ------------------  ----------------  ------------- 
 Financial liabilities 
-----------------------------   ---------------------------  ------------------  ----------------  ------------- 
 Trade payables                                       1,048                   -             1,048          1,048 
 Borrowings                                             682                   -               682            707 
 Other liabilities(3)                                   215                   -               215            215 
 Lease liabilities                                      143                   -               143            143 
 Other financial liabilities                              -                   9                 9              9 
------------------------------  ---------------------------  ------------------  ----------------  ------------- 
 Total                                                2,088                   9             2,097          2,122 
------------------------------  ---------------------------  ------------------  ----------------  ------------- 
 

______

   [1]   Trade receivables include credit secured receivables of $219m (2020: $180m). 

[2] Other assets exclude the following elements that do not qualify as financial instruments: prepayments, VAT

and duties receivable and other government   benefits receivable. 
   [3]   Other liabilities exclude the elements that do not qualify as financial instruments. 

The Group has classified equity investments as financial instruments at FVTOCI (without recycling). These investments are measured using inputs for the assets or liabilities that are in the absence of observable market data, based on net asset value of the related investments (level 3 in the IFRS 13 'Fair Value Measurement' hierarchy) which management considers to best represent the fair value of the associated investment given its nature. Since the value is based on the net asset value of the related investment, no sensitivity analysis is presented. There were no changes made during the period to valuation methods or the processes to determine classification and no transfers were made between the levels in the fair value hierarchy.

   4.   Segment reporting 

The Group operates under three reportable segments: Retail, Commercial and Lubricants.

Retail segment - Retail fuel is aggregated with Non-fuel revenue. Both operating streams derive revenue from retail customers who visit our retail sites. Retail fuel and Non-fuel revenues are aggregated as the segments are managed as one unit and have similar customers. The economic indicators that have been addressed in determining that the aggregated segments have similar economic characteristics are that they have similar expected future financial performance and similar operating and competitive risks.

Commercial segment - Commercial fuel, LPG, Aviation and Marine are aggregated in the Commercial segment as the operating segments derive revenues from commercial customers. The segments have similar economic characteristics. The economic indicators that have been addressed are the long-term growth and average long-term gross margin percentage.

Lubricants segment - Retail, B2C, B2B and Export Lubricants are the remaining operating segments. Since these operating segments meet the majority of aggregation criteria, they are aggregated in the Lubricants segment.

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision makers. The Directors monitor the operating results of the business units separately for the purpose of making decisions about resource allocation, segment performance assessment and interacting with segment managers.

The following tables present revenues and profit information regarding the Group's operating segments:

 
                                                        Six-month period ended 30 June 2021 
                                           ------------------------------------------------ 
 US$ million                                Retail   Commercial   Lubricants   Consolidated 
-----------------------------------------  -------  -----------  -----------  ------------- 
 Revenue from external customers             2,604        1,167          218          3,989 
 Gross profit                                  217           81           45            343 
 Add back: depreciation and amortisation        27           13            2             42 
 Gross cash profit                             244           94           47            385 
 Adjusted EBITDA                               124           58           38            220 
-----------------------------------------  -------  -----------  -----------  ------------- 
 
 
                                                        Six-month period ended 30 June 2020 
                                           ------------------------------------------------ 
 US$ million                                Retail   Commercial   Lubricants   Consolidated 
-----------------------------------------  -------  -----------  -----------  ------------- 
 Revenue from external customers             2,094        1,109          172          3,375 
 Gross profit                                  152           76           33            261 
 Add back: depreciation and amortisation        24           13            2             39 
 Gross cash profit                             176           89           35            300 
 Adjusted EBITDA                                69           46           25            140 
-----------------------------------------  -------  -----------  -----------  ------------- 
 
 
                                                Six-month period ended 
                                          ---------------------------- 
 US$ million                               30 June 2021   30 June 2020 
----------------------------------------  -------------  ------------- 
 Share of profit of joint ventures and 
  associates included in segment EBITDA 
----------------------------------------  -------------  ------------- 
 Lubricants                                           8              6 
 Commercial                                           3              1 
 Retail                                               2              2 
 Total                                               13              9 
----------------------------------------  -------------  ------------- 
 

The amount of revenues from external customers by location of the customers is shown in the table below.

 
                                                      Six-month period ended 
                                                ---------------------------- 
 US$ million                                     30 June 2021   30 June 2020 
----------------------------------------------  -------------  ------------- 
 Revenue from external customers by principal 
  country 
----------------------------------------------  -------------  ------------- 
 Kenya                                                    707            616 
 Morocco                                                  666            498 
 Senegal                                                  335            229 
 Other                                                  2,281          2,032 
----------------------------------------------  -------------  ------------- 
 Total                                                  3,989          3,375 
----------------------------------------------  -------------  ------------- 
 

The amount of non-current assets held by country is shown in the table below.

 
 US$ million                                                          30 June 2021   31 December 2020 
------------------------------------------------------------------  --------------  ----------------- 
 Non-current assets by principal country (excluding deferred tax) 
------------------------------------------------------------------  --------------  ----------------- 
 Morocco                                                                       251                245 
 The Netherlands                                                               248                232 
 Kenya                                                                         158                153 
 Other                                                                       1,047              1,042 
------------------------------------------------------------------  --------------  ----------------- 
 Total                                                                       1,704              1,672 
------------------------------------------------------------------  --------------  ----------------- 
 

Reconciliation of non-GAAP measures

Non-GAAP measures are not defined by International Financial Reporting Standards and, therefore, may not be directly comparable with other companies' non-GAAP measures, including those in the Group's industry. Non--GAAP measures should be considered in addition to, and are not intended to be a substitute for, or superior to, IFRS measurements. The exclusion of certain items (special items) from non-GAAP performance measures does not imply that these items are necessarily non-recurring. From time to time, we may exclude additional items if we believe doing so would result in a more transparent and comparable disclosure.

The Directors believe that reporting non-GAAP financial measures in addition to IFRS measures, as well as the exclusion of special items, provides users with enhanced understanding of results and related trends and increases the transparency and clarity of the core results of operations. Non-GAAP measures are used by the Directors and management for performance analysis, planning, reporting and are used in determining senior management remuneration. Further explanation of all non-GAAP measures can be found on page 11.

 
                                                    Six-month period ended 
 US$ million                                   30 June 2021   30 June 2020 
--------------------------------------------  -------------  ------------- 
 EBT                                                    126             42 
--------------------------------------------  -------------  ------------- 
 Finance expense - net                                   29             35 
--------------------------------------------  -------------  ------------- 
 EBIT                                                   155             77 
--------------------------------------------  -------------  ------------- 
 Depreciation, amortisation and impairment               64             59 
--------------------------------------------  -------------  ------------- 
 EBITDA                                                 219            136 
--------------------------------------------  -------------  ------------- 
 Adjustments to EBITDA related to special 
  items: 
 IPO(1) and Engen acquisition related 
  expenses(2)                                             1              2 
 Hyperinflation(3)                                        -              4 
 Management Equity Plan(4)                                -            (2) 
 Adjusted EBITDA                                        220            140 
--------------------------------------------  -------------  ------------- 
 
 
 
                                                Six-month period ended 
 US$ million                               30 June 2021   30 June 2020 
----------------------------------------  -------------  ------------- 
 Net income                                          76             13 
----------------------------------------  -------------  ------------- 
 Adjustments to net income related to 
  special items: 
 IPO [1] and Engen acquisition related 
 expenses [2]                                         1              2 
 Hyperinflation [3]                                   -              4 
 Management Equity Plan [4]                           -            (2) 
 Tax on special items                                 -            (1) 
 Adjusted net income                                 77             16 
----------------------------------------  -------------  ------------- 
 
                                                Six-month period ended 
 US$                                       30 June 2021   30 June 2020 
----------------------------------------  -------------  ------------- 
 Diluted earnings per share (note 7)               0.06           0.01 
 Impact of special items                              -              - 
 Adjusted diluted earnings per share               0.06           0.01 
----------------------------------------  -------------  ------------- 
 
 

_______________

[1] IPO related items in 2021 and 2020 concern the IPO Share Award Plan which are accrued for over the vesting period.

[2] On 1 March 2019 Vivo Energy Investments B.V., a subsidiary of the Group, acquired 100% of the issued shares in Vivo Energy Overseas Holdings Limited (formerly known as Engen International Holdings (Mauritius) Limited). The cost of the acquisition and related integration project expenses are treated as special items.

[3] The impacts of accounting for hyperinflation for Vivo Energy Zimbabwe, in accordance with IAS 29, are treated as special items since they are not considered to represent the underlying operational performance of the Group and based on their significance in size and unusual nature are excluded as the local currency depreciation against the US dollar does not align to the published inflation rates during the period.

[4] The Management Equity Plan vested at IPO in May 2018 and was exercisable on the first anniversary of admission for a period of 24 months. Changes in the fair value of the cash-settled share-based plan do not form part of the core operational business activities and performance and should, therefore, be treated as a special item. The costs of share-based payment schemes introduced after the IPO are not treated as special items.

The Group defines headline earnings per share as earnings based on net income attributable to owners of the Group, before items of a capital nature, net of income tax as required for companies listed on the Johannesburg Stock Exchange.

 
                                                                 Six-month period ended 
                                                           ---------------------------- 
 US$ million , unless otherwise indicated                   30 June 2021   30 June 2020 
-------------------------------------------------------    -------------  ------------- 
 Headline earnings per share 
 Net income attributable to owners                                    71              8 
 Re-measurements: 
 Net gain on disposal of PP&E and intangible assets                    -            (1) 
 Headline earnings                                                    71              7 
---------------------------------------------------------  -------------  ------------- 
 Weighted average number of ordinary shares (million)              1,265          1,266 
 Headline earnings per share (US$)                                  0.06           0.01 
 Diluted number of shares (million)                                1,265          1,266 
 Diluted headline earnings per share (US$)                          0.06           0.01 
---------------------------------------------------------  -------------  ------------- 
 ETR                                                                 40%            69% 
---------------------------------------------------------  -------------  ------------- 
 
 
   5.   Finance income and expense 
 
                                                                            Six-month period ended 
                                                                      ---------------------------- 
 US$ million                                                           30 June 2021   30 June 2020 
--------------------------------------------------------------------  -------------  ------------- 
 Finance expense 
 Interest on bank and other borrowings and on lease liabilities [1]            (21)           (23) 
 Interest on long-term debt including amortisation of set-up fees              (10)           (13) 
 Net impact of hyperinflation [2]                                                 -            (1) 
 Foreign exchange loss                                                          (1)              - 
 Accretion expense net defined benefit liability                                (1)            (1) 
 Other                                                                          (1)            (2) 
--------------------------------------------------------------------  -------------  ------------- 
                                                                               (34)           (40) 
--------------------------------------------------------------------  -------------  ------------- 
 Finance income 
 Interest from cash and cash equivalents                                          5              3 
 Foreign exchange gain                                                            -              2 
--------------------------------------------------------------------  -------------  ------------- 
                                                                                  5              5 
--------------------------------------------------------------------  -------------  ------------- 
 Finance expense - net                                                         (29)           (35) 
--------------------------------------------------------------------  -------------  ------------- 
 

________

[1] Includes an amount of $8m (2020: $6m) finance expense for leases with respect to IFRS 16 'Leases' and was paid during the period.

   [2]   Represents the net non-monetary impact from the application of IAS 29 'Financial Reporting in Hyperinflationary Economies'. 
   6.   Income taxes 

Income tax expense is recognised based on management's estimate of the annual effective income tax rate of 40% for the six-month period ended 30 June 2021 (69% for the six-month period ended 30 June 2020, which was based on the actual year to date tax expense). The effective tax rate used for the six-month period ended 30 June 2021 is in line with management's estimated annual income tax rate for the year, as no significant items impacting the effective annual income tax rate have been identified. The decrease of the ETR is primarily due to a lower relative impact of the permanent items and the withholding tax as a result of higher earnings before tax.

   7.   Earnings per share 

Basic and diluted earnings per share were computed as follows:

 
                                                              Six-month period ended 
                                                        ---------------------------- 
 US$ million , unless otherwise indicated                30 June 2021   30 June 2020 
------------------------------------------------------  -------------  ------------- 
 Basic earnings per share 
 Net income                                                        76             13 
 Attributable to owners                                            71              8 
 Weighted average number of ordinary shares (million)           1,265          1,266 
------------------------------------------------------  -------------  ------------- 
 Basic earnings per share ( US$ )                                0.06           0.01 
------------------------------------------------------  -------------  ------------- 
 
 
                                                  Six-month period ended 
                                            ---------------------------- 
 US$ million , unless otherwise indicated    30 June 2021   30 June 2020 
------------------------------------------  -------------  ------------- 
 Diluted earnings per share 
 Earnings attributable to owners                       71              8 
 Diluted number of shares (million)                 1,265          1,266 
------------------------------------------  -------------  ------------- 
 Diluted earnings per share ( US$)                   0.06           0.01 
------------------------------------------  -------------  ------------- 
 
 
                                             Six-month period ended 
                                       ---------------------------- 
 US$                                    30 June 2021   30 June 2020 
-------------------------------------  -------------  ------------- 
 Adjusted diluted earnings per share 
 Diluted earnings per share                     0.06           0.01 
 Impact of special items                           -              - 
-------------------------------------  -------------  ------------- 
 Adjusted diluted earnings per share            0.06           0.01 
-------------------------------------  -------------  ------------- 
 
   8.   Inventories 

Cost of sales as disclosed on the face of the consolidated statement of comprehensive income include the total expense for inventory for the period amounting to $3,468m (H1 2020: $2,974m). The carrying value of inventory represents the lower of cost or net realisable value. Provisions for write-downs of inventories to the net realisable value amounted to $7m (2020: $8m).

   9.   Borrowings 
 
 US$ million                   Drawn on      Interest rate                Maturity     30 June 2021   31 December 2020 
----------------------------  ------------  ---------------------------  -----------  -------------  ----------------- 
 Notes [1]                     24/09/2020    5.125%                       24/09/2027            349                349 
 VEI BV Revolving Credit                     Libor/Euribor + 
  Facility [2]                 27/02/2019    1.25%/1.75%                                          -                 59 
 Bank borrowings                                                                                294                274 
------------------------------------------  ---------------------------  -----------  -------------  ----------------- 
                                                                                                643                682 
 -----------------------------------------  ---------------------------  -----------  -------------  ----------------- 
 Current                                                                                        289                270 
 Non-current                                                                                    354                412 
                                                                                                643                682 
 -----------------------------------------  ---------------------------  -----------  -------------  ----------------- 
 

_______________

[1] The amounts are net of financing costs. Notes amount is $350m (2020: $350m); financing costs are $1m (2020: $1m).

   [2]   The amount included financing cost of circa $1m. 

Current borrowings consist of bank borrowings which carry interest rates between 1.5% and 16.5% per annum.

The fair value of the notes is approximately $375m based on quoted market prices at the end of the reporting period. The carrying amounts of the Group's other non-current and current borrowings approximate the fair value. In September 2020, the Group issued $350m notes with a coupon rate of 5.125% paid semi-annually. The notes are fully redeemed at maturity. In May 2018, the Company established a multi-currency RCF of $300m. At 30 June 2021 the RCF was undrawn (2020: $59m). The majority of the RCF matures in May 2023.

Besides the RCF, the Group has various unsecured short-term bank facilities extended to operating entities for working capital purposes. The undrawn, unsecured short-term bank facilities of $1,042m include a large number of uncommitted facilities held with a number of different banks. Most of these facilities are subject to an annual renewal process.

The tables below provide an analysis of cash and non-cash movements in borrowings for the period:

 
                                                                                2021 
-----------------------------------------  ---------------  ----------------  ------ 
 US$ million                                Long-term debt   Bank borrowings   Total 
-----------------------------------------  ---------------  ----------------  ------ 
 1 January                                             408               274     682 
-----------------------------------------  ---------------  ----------------  ------ 
 Repayment of long-term debt [1]                      (60)                 -    (60) 
 Proceeds/(repayment) of bank borrowings                 -                19      19 
 Foreign exchange movements                              -                 1       1 
 Other2                                                  1                 -       1 
-----------------------------------------  ---------------  ----------------  ------ 
 30 June                                               349               294     643 
-----------------------------------------  ---------------  ----------------  ------ 
 
 
                                                                                2020 
-----------------------------------------  ---------------  ----------------  ------ 
 US$ million                                Long-term debt   Bank borrowings   Total 
-----------------------------------------  ---------------  ----------------  ------ 
 1 January                                             371               229     600 
-----------------------------------------  ---------------  ----------------  ------ 
 Proceeds from long-term debt(3)                       517                 -     517 
 Repayment of long-term debt1                        (492)                 -   (492) 
 Proceeds/(repayment) of bank borrowings                 -                26      26 
 Foreign exchange movements                              7                 8      15 
 Other(2)                                                5                11      16 
-----------------------------------------  ---------------  ----------------  ------ 
 31 December                                           408               274     682 
-----------------------------------------  ---------------  ----------------  ------ 
 

___________

(1) Includes repayments of the Term Loan and RCF.

(2) Other includes financing costs and non-cash items.

(3) Mainly represents the issuance of fully redeemable notes to the amount of $350m on 24 September 2020 and RCF drawdowns.

Key covenants

The below key covenants relate to the VEI BV Revolving Credit Facility:

-- Within 150 calendar days after the Group's year-end, its audited annual consolidated financial statements, unaudited annual non-consolidated financial statements and the unaudited annual Group accounts of each operating unit must be provided to the lender. Within 90 days after each half of each financial year, the unaudited non-consolidated financial statements, unaudited consolidated financial statements and unaudited Group accounts for each operating unit for the financial half-year must be provided to the lender.

-- The financial covenants are minimum interest cover of 4x and maximum debt cover of 3x. With each set of financial statements, a financial covenants compliance certificate has to be provided indicating the debt and interest cover. The loan carries some customary negative pledges such as on asset sale, securities over assets, mergers and guarantees subject in each case to some exemptions and permitted baskets. It also has a change of control clause triggering repayment if an entity, other than permitted ones, takes control of the Company.

The below key covenants relate to the VEI BV Notes:

-- The financial covenants are a minimum fixed charged cover of 2x. The Notes carry customary restrictive covenants such as on asset sale, securities over assets, mergers and guarantees subject in each case to some exemptions and permitted baskets, and a maintenance of listing covenant. It also has a change of control clause giving each noteholder a put right if an entity, other than permitted ones, takes control of the Company.

No covenants were breached in the last applicable period.

10. Net change in operating assets and liabilities and other adjustments

 
                           Six-month period ended 
-------------------  ---------------------------- 
 US$ million          30 June 2021   30 June 2020 
-------------------  -------------  ------------- 
 Trade receivables           (101)            101 
 Trade payables                 94          (413) 
 Inventories                  (32)            121 
 Other assets                   14              1 
 Other liabilities              17              2 
 Provisions                      3            (6) 
 Other                          26             27 
-------------------  -------------  ------------- 
                                21          (167) 
-------------------  -------------  ------------- 
 

11. Contingencies

Contingent liabilities and legal proceedings

The Group may from time to time be involved in a number of legal proceedings. The Directors prepare a best estimate of its contingent liabilities that should be recognised or disclosed in respect of legal claims in the course of the ordinary business. Furthermore, in many markets there is a high degree of complexity involved in the local tax and other regulatory regimes. The Group is required to exercise judgement in the assessment of any potential exposures in these areas.

As announced in March, the Royal Cabinet's review of the Conseil de la Concurrence's ('CDC') investigation of the fuel marketing industry concluded that the CDC investigation "was marked by numerous procedural irregularities" and experienced "an obvious deterioration in the climate of deliberations". A new President has now been appointed to lead the CDC. We continue to believe that we have conducted our operations in accordance with applicable competition laws, rules and regulations.

In the ordinary course of business, the Group is subject to a number of contingencies arising from litigation and claims brought by governmental, including tax authorities, and private parties. The operations and earnings of the Group continue, from time to time, to be affected to varying degrees by political, legislative, fiscal and regulatory developments, including those relating to the protection of the environment and indigenous groups in the countries in which they operate. The industries in which the Group is engaged are also subject to physical risks of various types. There remains a high degree of uncertainty around these contingencies, as well as the potential effect on future operations, earnings, cash flows and the Group's financial condition.

The Group is not currently aware of any other litigations, claims, legal proceedings or other contingent liabilities that should be disclosed.

12. Related parties

The Group has a number of related parties including joint arrangements and associates, shareholders, directors and Executive Committee members. No related party transactions have been entered into during the period which might reasonably affect any decisions made by the user of these interim condensed consolidated financial statements except as disclosed below.

 
                                                                            Six-month period ended 30 June 2021 
                                                         ------------------------------------------------------ 
 US$ million                                               Joint ventures and associates   Shareholders   Total 
-------------------------------------------------------   ------------------------------  -------------  ------ 
 Sales of products and services, and other income                                     10             15      25 
 Purchase of products and services, and other expenses                               158            442     600 
--------------------------------------------------------  ------------------------------  -------------  ------ 
 
                                                                            Six-month period ended 30 June 2020 
                                                         ------------------------------------------------------ 
 US$ million                                               Joint ventures and associates   Shareholders   Total 
-------------------------------------------------------   ------------------------------  -------------  ------ 
 Sales of products and services, and other income                                     11             39      50 
 Purchase of products and services, and other expenses                               135            338     473 
--------------------------------------------------------  ------------------------------  -------------  ------ 
 

The following table presents the Group's outstanding balances with related parties:

 
                                                                              30 June 2021 
 ----------------------------------------------------------------------------------------- 
 US$ million                          Joint ventures and associates   Shareholders   Total 
-----------------------------------  ------------------------------  -------------  ------ 
 Receivables from related parties                                50              3      53 
 Payables to related parties                                   (65)          (162)   (227) 
-----------------------------------  ------------------------------  -------------  ------ 
 Total                                                         (15)          (159)   (174) 
-----------------------------------  ------------------------------  -------------  ------ 
 
 
 
                                                                          31 December 2020 
----------------------------------  ------------------------------------------------------ 
 US$ million                          Joint ventures and associates   Shareholders   Total 
----------------------------------   ------------------------------  -------------  ------ 
 Receivables from related parties                                53              2      55 
 Payables to related parties                                   (51)          (160)   (211) 
 Total                                                            2          (158)   (156) 
-----------------------------------  ------------------------------  -------------  ------ 
 

The receivables from related parties arise from sale transactions and loans to joint ventures. Receivables are due two months after the date of sales, are unsecured in nature and bear no interest. Loans to joint ventures are interest bearing and secured by the entire issued share capital of the joint venture. An expected credit loss of $1m (2020: Nil) was recognised in relation to a joint venture receivable.

The payables to related parties arise mainly from purchase transactions at arm's length, including a supplier agreement with Vitol Supply, and are typically due two months after the date of purchase. These payables bear no interest.

13. Events after balance sheet period

Subsequent to the end of the period, the Board approved an interim dividend of 1.7 US cents per share, amounting to approximately $21.5 million. The dividend is expected to be paid on 10 September 2021 to shareholders of record at close of business on 13 August 2021. The dividend will be paid out of distributable reserves as at 30 June 2021.

RESPONSIBILITY STATEMENT

The Directors confirm that these interim condensed consolidated financial statements have been prepared in accordance with IAS 34 'Interim Financial Reporting', as adopted by the United Kingdom and give a true and fair view of the assets, liabilities, financial position and profit or loss of the Group. The Interim Report includes a fair review of the information required by DTR 4.2.7 and DTR 4.2.8, namely:

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

-- Disclosure of related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the entity during that period; and any changes in the related party transactions described in the last annual report that could have a material impact on the financial position or performance of the entity in the first six months of the current financial year.

The Directors of Vivo Energy plc are listed on pages 78 and 79 of the Vivo Energy plc 2020 Annual Report and Accounts dated 2 March 2021, with the exception of Johan Depraetere who retired from the Board on 5 March 2021, there were no further changes in the period. A list of current directors is maintained on the Vivo Energy plc website: http://investors.vivoenergy.com/group-overview/board-of-directors .

By order of the Board

Doug Lafferty

Chief Financial Officer

26 July 2021

Adrian de Souza

Group General Counsel

26 July 2021

   INDEPENDENT REVIEW REPORT   TO VIVO ENERGY PLC 

Report on the interim condensed consolidated financial statements

Our conclusion

We have reviewed Vivo Energy plc's interim condensed consolidated financial statements (the "interim financial statements") in the Interim Report of Vivo Energy plc for the 6-month period ended 30 June 2021 (the "period").

Based on our review, nothing has come to our attention that causes us to believe that the interim financial statements are not prepared, in all material respects, in accordance with UK adopted International Accounting Standard 34, 'Interim Financial Reporting', and the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority.

What we have reviewed

The interim financial statements comprise:

   --     the consolidated interim statement of financial position as at 30 June 2021; 
   --     the consolidated interim statement of comprehensive income for the period then ended; 
   --     the consolidated interim statement of cash flows for the period then ended; 
   --     the consolidated interim statement of changes in equity for the period then ended; and 
   --     the explanatory notes to the interim financial statements. 

The interim financial statements included in the Interim Report of Vivo Energy plc have been prepared in accordance with UK adopted International Accounting Standard 34, 'Interim Financial Reporting', and the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority.

Responsibilities for the interim financial statements and the review

Our responsibilities and those of the Directors

The Interim Report, including the interim financial statements, is the responsibility of, and has been approved by the Directors. The Directors are responsible for preparing the Interim Report in accordance with the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority. Our responsibility is to express a conclusion on the interim financial statements in the Interim Report based on our review. This report, including the conclusion, has been prepared for and only for the company for the purpose of complying with the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority and for no other purpose. We do not, in giving this conclusion, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

What a review of interim financial statements involves

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity' issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK) and, consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. We have read the other information contained in the Interim Report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the interim financial statements.

PricewaterhouseCoopers LLP

Chartered Accountants

London

   26 July   2021 

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