SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 for the period ended 29 April, 2003 BP p.l.c. (Translation of registrant's name into English) 1 ST JAMES'S SQUARE, LONDON, SW1Y 4PD, ENGLAND (Address of principal executive offices) Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. Form 20-F |X| Form 40-F --------------- ---------------- Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes No |X| --------------- ---------------- BP p.l.c. Group Results First Quarter 2003 London 29 April 2003 FOR IMMEDIATE RELEASE --------------------------------------------------------------------------- RECORD RESULT, UP 136% - STRONG CASH FLOW =========================================================================== 1Q 2003 1Q 4Q 1Q vs.1Q $ million 2003 2002 2002 2002 ========================== Replacement cost profit before exceptional items 3,128 1,697 924 Special items(a) (27) 416 120 Acquisition amortization(b) 628 522 538 -------------------------- Pro forma result adjusted for special items 3,729 2,635 1,582 136% ========================== - per ordinary share (pence) 10.44 7.61 4.94 - per ordinary share (cents) 16.70 11.78 7.06 137% - per ADS (dollars) 1.00 0.71 0.42 ========================== o BP's first quarter pro forma result, adjusted for special items, was a record $3,729 million compared with $1,582 million a year ago, an increase of 136%. The result per ADS exceeds $1.00 for the first time. Replacement cost profit before exceptional items for the quarter was $3,128 million compared with $924 million a year ago. o The first quarter trading environment was significantly more favourable than a year ago for both Exploration and Production and Refining and Marketing. o Improved volumes and cost efficiencies are reflected in the first quarter results. o Net cash inflow for the quarter was $3.2 billion compared with an outflow of $2.4 billion a year ago, reflecting higher cash flow from operating activities, higher disposal proceeds and lower acquisitions. Net cash flow from operating activities was $6.0 billion compared with $3.6 billion a year ago. o The pro forma ratio of net debt to net debt plus equity was 24% at the end of the quarter. o Return on average capital employed for the quarter, on a pro forma basis adjusted for special items, was 20%, compared with 10% a year ago. o The quarterly dividend is 6.25 cents per share ($0.375 per ADS) compared with 5.75 cents per share a year ago, an increase of 8.7%. In sterling terms, the quarterly dividend is 3.947 pence per share compared with 4.051 pence per share a year ago, a decrease of 2.6%. The company repurchased for cancellation 155 million of its own shares during the quarter, at a cost of $999 million. BP Group Chief Executive, Lord Browne, said: "This is a strong quarterly result. Strategy continues to be implemented with growth on track and strong performance delivery. Cash flow is robust, providing the opportunity for a good shareholder return through dividends and share buybacks." The pro forma result, adjusted for special items, has been derived from the group's reported UK GAAP accounting information but is not in itself a recognized UK or US GAAP measure. This financial performance information and measures derived therefrom, shown above and elsewhere in the document, are provided in order to enable investors to evaluate better both BP's current performance, in the context of past performance, and its performance against that of its competitors. (a) The special items refer to non-recurring charges and credits. The special items for the first quarter are restructuring and impairment charges in Exploration and Production, Veba integration costs in Refining and Marketing and tax restructuring benefits. (b) Acquisition amortization is depreciation and amortization relating to the fixed asset revaluation adjustments and goodwill consequent upon the ARCO and Burmah Castrol acquisitions. Summary Quarterly Results Exploration and Production's first quarter result was double that of a year ago, reflecting higher average realizations. In Gas, Power and Renewables, the result reflects improvement in the marketing and trading and natural gas liquids businesses, partly offset by the absence of the Ruhrgas contribution. The Refining and Marketing result increased significantly compared to a year ago due to higher worldwide refining margins and improved retail margins, particularly in the USA. The Chemicals result was flat compared with the prior quarter, with higher volumes and lower costs offset by weaker margins due to higher feedstock costs, particularly in Europe. Interest expense for the quarter was $220 million, compared to $317 million excluding bond redemption charges for the prior quarter, reflecting lower average debt. In addition, the prior quarter included the impact of revaluing certain provisions at a lower interest rate. The pro forma effective tax rate on replacement cost profit, before exceptional items, and adjusted for special items, was 34%. The special items in the quarter include tax restructuring benefits. Capital expenditure was $2.9 billion for the quarter; there were no acquisitions. Disposal proceeds were $2.5 billion. Net debt at the end of the quarter was $17.7 billion. The pro forma ratio of net debt to net debt plus equity was 24%, compared with 28% at the end of 2002. Net special and exceptional items before tax were a $237 million credit. ---------- The commentaries above and following are based on the pro forma replacement cost operating results, before exceptional items, adjusted for special items. Reconciliation of Reported Results to Pro Forma Results Adjusted for Special Items Pro forma Result ---------- 1Q 2003 -------- adjusted for special items ------------------- Reported Acq. Special 1Q 4Q 1Q $ million Earnings Amort.(a) Items(b) 2003 2002 2002 ------------------------------------------------ Exploration and Production 4,326 423 139 4,888 3,666 2,400 Gas, Power and Renewables 194 - - 194 72 111 Refining and Marketing 631 205 18 854 587 287 Chemicals 139 - - 139 139 108 Other businesses and corporate (165) - - (165) (146) (125) --------------------------------------------- RC operating profit 5,125 628 157 5,910 4,318 2,781 --------------------------------------------- Interest expense (220) - - (220) (317) (333) Taxation (1,751) - (184) (1,935)(1,360) (857) MSI (26) - - (26) (6) (9) --------------------------------------------- RC profit before exceptional items 3,128 628 (27) 3,729 2,635 1,582 ============================================= Exceptional items before tax 394 Taxation on exceptional items (54) ----- RC profit after exceptional items 3,468 Stock holding gains (losses) 799 ----- HC profit 4,267 ===== (a) Acquisition amortization is depreciation and amortization relating to the fixed asset revaluation adjustments and goodwill consequent upon the ARCO and Burmah Castrol acquisitions. (b) The special items refer to non-recurring charges and credits. The special items for the first quarter are restructuring and impairment charges in Exploration and Production, Veba integration costs in Refining and Marketing and tax restructuring benefits. Operating Results First Fourth First Quarter Quarter Quarter 2003 2002 2002 ======================= Replacement cost operating profit ($m) 5,125 3,181 2,058 ----------------------- Replacement cost profit before exceptional items ($m) 3,128 1,697 924 ----------------------- Profit (loss) after exceptional items ($m) Replacement cost 3,468 825 854 Historical cost 4,267 651 1,296 ----------------------- Per ordinary share (cents) Pro forma result adjusted for special items 16.70 11.78 7.06 RC profit before exceptional items 14.01 7.58 4.12 HC profit after exceptional items 19.11 2.92 5.78 Per ADS (cents) Pro forma result adjusted for special items 100.20 70.68 42.36 RC profit before exceptional items 84.06 45.48 24.72 HC profit after exceptional items 114.66 17.52 34.68 ======================= Exploration and Production 1Q 4Q 1Q $ million 2003 2002 2002 ===================== Replacement cost operating profit 4,326 3,248 1,928 Special items 139 99 127 Acquisition amortization 423 319 345 --------------------- Pro forma operating result adjusted for special items 4,888 3,666 2,400 ===================== Results include: Exploration expense 112 179 124 Of which: Exploration expenditure written off 50 124 59 ===================== Crude oil and natural gas liquids production (mb/d) (Net of Royalties) UK 471 472 482 Rest of Europe 95 96 104 USA 773 756 760 Rest of World 724 725 643 ----------------------- Total liquids production 2,063 2,049 1,989 ======================= Natural gas production(a) (mmcf/d) (Net of royalties) UK 1,798 1,752 1,628 Rest of Europe 131 140 162 USA 3,437 3,360 3,561 Rest of World 3,651 3,684 3,395 ----------------------- Total natural gas production 9,017 8,936 8,746 ======================= Average liquids realizations(b) ($/bbl) UK 30.67 26.54 20.67 USA 29.36 23.28 17.26 Rest of World 29.48 25.06 18.63 BP Average 29.82 24.78 18.77 ======================= Average oil marker prices ($/bbl) Brent 31.47 26.88 21.13 West Texas Intermediate 34.00 28.31 21.54 Alaska North Slope US West Coast 33.16 26.86 19.76 ===================== Average natural gas realizations ($/mcf) UK 3.32 2.88 3.12 USA 5.27 3.31 2.13 Rest of World 2.70 2.40 1.93 BP Average 3.87 2.87 2.27 ======================= Average natural gas marker prices Henry Hub gas price(c) ($/mmbtu) 6.53 3.99 2.35 UK Gas - National Balancing Point (p/therm) 21.28 19.09 19.22 ======================= (a) Natural gas is converted to oil equivalent at 5.8 billion cubic feet = 1 million barrels. (b) Crude oil and natural gas liquids. (c) Henry Hub First of the Month Index. Exploration and Production The pro forma result for the first quarter, adjusted for special items, was $4,888 million, double that of the first quarter of 2002. Special charges are $90 million in respect of our restructuring activities in North America and the UK and a $49 million write-down of the Viscount asset in the North Sea. The acquisition amortization charge included accelerated amortization of $103 million due to the impairment of the Yacheng field in China. The result for the quarter benefited from strong realizations, with liquids up $11.05/bbl and natural gas up $1.60/mcf on a year ago. North American natural gas realizations lagged the increase in the Henry Hub marker price, as the effects of cold weather and low inventories were partly offset by an increase in regional differentials caused by pipeline constraints. The improved realizations were partly mitigated by a charge of $125 million for Unrealized Profit in Stock (UPIS) to remove the additional upstream margin from downstream inventories following an increase in the Alaska North Slope oil price. This compares to a charge of $56 million in the equivalent quarter last year. On 1 April, two new discoveries were announced in Angola's deep offshore Block 17: Acacia-1 and Hortensia-1. During the quarter we approved the Shah Deniz project in Azerbaijan, Greater Plutonio and Dalia in Angola and Rhum in the North Sea. First quarter production was a record, increasing by over 3% to 3,618 mboe/d compared with a year ago as a result of the ramp up of production in the Deepwater Gulf of Mexico and Trinidad as new projects continue to be added, and the impact of our increased interest in Sidanco, partly offset by declines in mature areas. The impact of acquisition and divestment activity over the past year has had a broadly neutral effect on the quarter on quarter comparison. In support of improved returns in all stages of the life cycle and to enhance value, we completed in the quarter the divestment of shallow water Gulf of Mexico assets to Apache and the exchange of our interest in Block A-18 in the Malaysia Thailand Joint Development Area for Amerada Hess's interests in Colombia. In addition, we completed the sale of other US assets. On 2 April, we completed the sale of the Forties oil field in the North Sea to Apache. In February, we announced agreements with Perenco to sell a package of North Sea gas production assets and interests in Boqueron and Desarrollo Zuli Occidental (DZO) in Venezuela. In February, we called our $420 million Exchangeable Bonds which were exchangeable for Lukoil ADSs. Bondholders converted to ADSs before the redemption date. This transaction completed the monetization of our stake in the Russian oil company Lukoil. The stake in Lukoil was obtained through the acquisition of ARCO. Repsol exercised their option in January to acquire a further 20% of our upstream interests in Trinidad. Our interest in BP Trinidad and Tobago LLC is now 70% and the transaction provides further leverage to access the gas markets and growth opportunities in Spain. We also sold 12.5% of the Tangguh liquefied natural gas project to China National Offshore Oil Corporation as part of our strategy to serve gas markets in Southern China. Gas, Power and Renewables 1Q 4Q 1Q $ million 2003 2002 2002 ===================== Replacement cost operating profit 194 72 111 Special items - - - Acquisition amortization - - - --------------------- Pro forma operating result adjusted for special items 194 72 111 ===================== Gas sales volumes (mmcf/d) UK 3,215 2,715 2,619 Rest of Europe 473 442 413 USA 11,734 10,723 8,733 Rest of World 11,553 10,659 9,289 ----------------------- Total gas sales volumes 26,975 24,539 21,054 ======================= NGL sales volumes (mb/d) UK - - - Rest of Europe - - - USA 126 262 153 Rest of World 232 244 231 ----------------------- Total NGL sales volumes 358 506 384 ======================= Gas, Power and Renewables The pro forma result for the first quarter was $194 million compared with $111 million a year ago. The result reflects improved marketing and trading and natural gas liquids performance, partly offset by the absence of a contribution from Ruhrgas. Marketing margins were up significantly in North America as a result of prolonged cold weather in the northeast and midwest markets and an unusually large draw-down of gas in storage. In addition, North American gas volumes were 35% above the same period last year. The global LNG business continued to grow profitably as supply and shipping flexibility allowed the capture of additional business in Asia and the USA. In Spain, the Bilbao electricity generation plant (BP 25%) was commissioned as part of our gas to power strategy. The LNG ship British Innovator was delivered on 29 March. The first quarter natural gas liquids result was up due to higher liquids prices and improved margins on winter propane sales, partly offset by the negative processing margins that resulted from gas prices increasing more than liquids prices. In Renewables, our solar business launched a new branded offer in California in the USA. Refining and Marketing 1Q 4Q 1Q $ million 2003 2002 2002 ===================== Replacement cost operating profit 631 (36) 68 Special items 18 420 26 Acquisition amortization 205 203 193 --------------------- Pro forma operating result adjusted for special items 854 587 287 ===================== Refinery throughputs (mb/d) UK 377 392 392 Rest of Europe 954 959 833 USA 1,302 1,439 1,394 Rest of World 391 367 375 --------------------- Total throughput 3,024 3,157 2,994 ===================== Oil sales volumes (mb/d) Refined products UK 279 269 256 Rest of Europe 1,318 1,541 1,275 USA 1,751 1,875 1,834 Rest of World 645 611 600 ----------------------- Total marketing sales 3,993 4,296 3,965 Trading/supply sales 2,811 2,064 2,535 ----------------------- Total refined product sales 6,804 6,360 6,500 Crude oil 4,529 5,314 4,809 ----------------------- Total oil sales 11,333 11,674 11,309 ======================= Global Indicator Refining Margin(a)(mb/d) NWE 3.70 2.19 0.09 USGC 6.14 2.98 2.04 Midwest 4.14 4.09 2.06 USWC 6.77 3.95 5.43 Singapore 2.98 1.41 0.21 BP Average 4.52 2.76 1.64 ===================== (a) The Global Indicator Refining Margin (GIM) is the average of seven regional indicator margins weighted for BP's crude refining capacity in each region. Each regional indicator margin is based on a single representative crude with product yields characteristic of the typical level of upgrading complexity. Refining and Marketing The pro forma result for the first quarter, after adjusting for special items, was $854 million, compared with $287 million a year ago. The special charge of $18 million for the quarter relates to ongoing Veba integration costs. The increase in the result reflects improved worldwide refining margins, with some offset from higher utility costs. Refining throughputs increased by 1%. During the quarter, BP commissioned three new clean fuels units. The marketing environment reflected margins at normal levels, with US retail margins significantly up from the depressed levels of a year ago. Marketing volumes were flat compared with a year ago. During the quarter, an additional 600 sites were reimaged, bringing the total number of sites with the BP Helios to some 11,000 worldwide. Chemicals 1Q 4Q 1Q $ million 2003 2002 2002 ===================== Replacement cost operating profit 139 104 76 Special items - 35 32 Acquisition amortization - - - --------------------- Pro forma operating result adjusted for special items 139 139 108 ===================== Chemicals Indicator Margin(a)($/te) 90(b) 108 80 ===================== Chemicals production (kte) UK 869 698 829 Rest of Europe 2,763 2,679 2,583 USA 2,536 2,447 2,489 Rest of World 812 785 710 ----------------------- Total production 6,980 6,609 6,611 ======================= (a) The Chemicals Indicator Margin (CIM) is a weighted average of externally based product margins. It is based on market data collected by Nexant (formerly Chem Systems) in their quarterly market analyses, then weighted based on BP's product portfolio. While it does not cover our entire portfolio, it includes a broad range of products. Among the products and businesses covered in the CIM are the olefins and derivatives, the aromatics and derivatives, linear alpha-olefins (LAOs), acetic acid, vinyl acetate monomers and nitriles. Not included are fabrics and fibres, plastic fabrications, poly alpha-olefins (PAOs), anhydrides, speciality intermediates, and the remaining parts of the solvents and acetyls businesses. (b) Provisional. The data for the first quarter is based on two months' actuals and one month of provisional data. Chemicals Chemicals' pro forma result for the first quarter was $139 million, flat compared with the fourth quarter of 2002, after adjusting for special items. The result reflects margin pressure from higher feedstock costs for most of the quarter, particularly in Europe, offset by higher volumes and lower costs. The first quarter result was an increase of $31 million over the same quarter last year due to better margins, increased production and improved unit costs. Chemicals production of 6,980 thousand tonnes in the first quarter was a record and 371 thousand tonnes above the previous quarter. Higher production was due to increased plant utilization and one of our new Asian PTA plants coming on stream. During the quarter, we continued to reduce cash fixed costs per tonne of capacity through planned cost reductions. As part of the ongoing restructuring of our portfolio, we completed the divestment of the two remaining Burmah Castrol chemicals businesses, Fosroc Mining and Sericol. We also announced our intention to divest our speciality intermediates business (trimellitic anhydride, purified isophthalic acid (PIA) and maleic anhydride) based in Joliet, Illinois in the USA, plus the economic interest in our European PIA business. Other Businesses and Corporate 1Q 4Q 1Q $ million 2003 2002 2002 ===================== Replacement cost operating loss (165) (207) (125) Special items - 61 - Acquisition amortization - - - --------------------- Pro forma operating result adjusted for special items (165) (146) (125) ===================== Other businesses and corporate comprises Finance, the group's coal asset and aluminium asset, its investments in PetroChina and Sinopec, interest income and costs relating to corporate activities. Exceptional Items 1Q 4Q 1Q $ million 2003 2002 2002 ===================== Profit (loss) on sale of fixed assets and businesses or termination of operations 394 (893) (109) Taxation (charge) credit (54) 21 39 --------------------- Exceptional items after taxation 340 (872) (70) ===================== Exceptional items for the first quarter principally relate to net gains from the sale of certain upstream interests. 2003 Dividends 1Q 4Q 1Q 2003 2002 2002 ===================== Dividends per ordinary share cents 6.25 6.25 5.75 pence 3.947 3.815 4.051 Dividends per ADS (cents) 37.5 37.5 34.5 ----------------------- BP today announced a first quarterly dividend for 2003 of 6.25 cents per ordinary share. Holders of ordinary shares will receive 3.947 pence per share and holders of American Depository Receipts (ADRs) $0.375 per ADS share. The dividend is payable on 9 June to shareholders on the register on 16 May. Participants in the Dividend Reinvestment Plan (DRIP) or the DRIP facility in the US Direct Access Plan will receive the dividend in the form of shares, also on 9 June. The second quarter 2003 results and dividend will be announced on 29 July. Outlook BP Group Chief Executive, Lord Browne, concluded: "World economic activity has remained weak during the first quarter with few signs of an imminent recovery. Confidence has declined in the USA, Europe and more recently in parts of Asia. OECD industrial production has remained essentially flat. "Oil markets have been driven by the impact of war in Iraq, together with the loss of Venezuelan and Nigerian exports and a cold winter in the northern hemisphere. Dated Brent averaged $31.47/bbl in the first quarter. OECD commercial oil inventories declined to record lows in February in terms of forward days' cover, but appear to have stabilized recently. Rising OPEC production from the middle of the first quarter compensated for the loss of Iraqi exports. Crude prices have since fallen back to around $25/bbl. Oil supplies have proven adequate even without the release of strategic stocks. The prospect for prices depends upon a particularly wide range of uncertainties which include the timing and level of the return of Iraqi oil exports and the extent to which OPEC's earlier production increases are reversed. "US natural gas prices have fallen back from the high levels of the first quarter (Henry Hub first of month index average of $6.53/mmbtu) after the end of the winter heating season. Prices remain above fuel oil parity in face of the challenge to refill gas in storage while production continues to fall. The opening of new pipeline infrastructure later in the second quarter has the potential to narrow differentials in the Rockies. "Refining margins have begun the second quarter somewhat below the average for the first quarter (BP GIM $4.52/bbl) but remain firm in most regions. OECD commercial product inventories are at five year lows and may continue to underpin refining fundamentals in the short term. Retail margins strengthened towards the end of the first quarter, although prices to the consumer are now falling in line with product prices. "Chemicals margins have been sharply lower than in the fourth quarter of last year, due to feedstock costs rising more rapidly than prices for the majority of petrochemical products. Recent declines in oil prices have begun to restore margins although weak demand conditions persist. "Consistent with our financial framework and plan for the year, we expect capital investment to be in the range of $14 to 14.5 billion, excluding acquisitions. This excludes the initial cash payment due on completion of the TNK-BP transaction, expected to complete in the summer. We expect gearing to return to the lower half of our 25-35% target range following this transaction." ---------------------------------------------------------------------- The foregoing discussion, in particular the statements under "Outlook", contains forward looking statements particularly those regarding future performance, prices, margins, returns, dividends, capital expenditure, investments, divestments, gearing, BP's asset portfolio and changes in it, timing of pending transactions, share repurchases, and other trend projections. Forward looking statements by their nature involve risks and uncertainties and actual results may differ from those expressed in such statements depending on a variety of factors including the following: the timing of bringing new fields on stream; industry product supply, demand and pricing; operational problems; general economic conditions; political stability and economic growth in relevant areas of the world; changes in governmental regulations; exchange rate fluctuations; development and use of new technology and successful commercial relationships; the actions of competitors; natural disasters and other changes in business conditions; prolonged adverse weather conditions; and wars and acts of terrorism or sabotage. For more information you should refer to our Annual Report and Accounts 2002 and our Annual Report on Form 20-F filed with the US Securities and Exchange Commission. ---------------------------------------------------------------------- BP p.l.c. and Subsidiaries Summarized Group Results First Fourth First Quarter Quarter Quarter 2003 2002 2002 ======================= $ million Exploration and Production 4,326 3,248 1,928 Gas, Power and Renewables 194 72 111 Refining and Marketing 631 (36) 68 Chemicals 139 104 76 Other businesses and corporate (165) (207) (125) ----------------------- Total replacement cost operating profit 5,125 3,181 2,058 Profit (loss) on sale of fixed assets and businesses or termination of operations (Note 3) 394 (893) (109) ----------------------- Replacement cost profit before interest and tax 5,519 2,288 1,949 Stock holding gains (losses)(Note 5) 799 (174) 473 ----------------------- Historical cost profit before interest and tax 6,318 2,114 2,422 Interest expense (Note 6) 220 332 333 ----------------------- Profit before taxation 6,098 1,782 2,089 Taxation (Note 7) 1,805 1,125 753 ----------------------- Profit after taxation 4,293 657 1,336 Minority shareholders' interest 26 6 40 ----------------------- Profit for the period 4,267 651 1,296 ======================= Distribution to shareholders 1,386 1,398 1,290 ----------------------- Earnings per ordinary share - cents Basic 19.11 2.92 5.78 Diluted 19.05 2.92 5.75 ======================= Replacement Cost Results Historical cost profit for the period 4,267 651 1,296 Stock holding (gains) losses net of minority shareholders' interest (799) 174 (442) ----------------------- Replacement cost profit for the period 3,468 825 854 Exceptional items (net of tax) (340) 872 70 ----------------------- Replacement cost profit before exceptional items 3,128 1,697 924 ----------------------- Earnings per ordinary share - cents On replacement cost profit before exceptional items 14.01 7.58 4.12 ======================= Summarized Group Balance Sheet 31 March 31 December 2003 2002 ===================== $ million Fixed assets Intangible assets 14,190 15,566 Tangible assets 88,223 87,682 Investments 10,248 10,811 --------------------- 112,661 114,059 --------------------- Current assets Stocks 9,874 10,181 Debtors 39,058 33,150 Investments 228 215 Cash at bank and in hand 1,151 1,520 --------------------- 50,311 45,066 Creditors - amounts falling due within one year Finance debt 6,400 10,086 Other creditors 40,614 36,215 --------------------- Net current assets (liabilities) 3,297 (1,235) --------------------- Total assets less current liabilities 115,958 112,824 Creditors - amounts falling due after more than one year Finance debt 12,642 11,922 Other creditors 3,411 3,455 Provisions for liabilities and charges Deferred taxation 13,686 13,514 Other provisions 14,096 13,886 --------------------- Net assets 72,123 70,047 Minority shareholders' interest - equity 1,047 638 --------------------- BP shareholders' interest 71,076 69,409 ===================== Movement in BP shareholders' interest: $ million At 31 December 2002 69,409 Profit for the period 4,267 Distribution to shareholders (1,386) Currency translation differences (net of tax) (282) Issue of ordinary share capital for employee share schemes 67 Repurchase of ordinary share capital (999) ------ At 31 March 2003 71,076 ====== Summarized Group Cash Flow Statement First Fourth First Quarter Quarter Quarter 2003 2002 2002 ======================= $ million Net cash inflow from operating activities (a) 5,961 6,197 3,636 ----------------------- Dividends from joint ventures 13 69 83 ----------------------- Dividends from associated undertakings 55 65 53 ----------------------- Servicing of finance and returns on investments Interest received 31 63 48 Interest paid (207) (335) (309) Dividends received 6 38 2 Dividends paid to minority shareholders (2) (11) (13) ----------------------- Net cash outflow from servicing of finance and returns on investments (172) (245) (272) ----------------------- Taxation UK corporation tax (312) (419) (187) Overseas tax (320) (642) (258) ----------------------- Tax paid (632) (1,061) (445) ----------------------- Capital expenditure and financial investment Payments for fixed assets (2,877) (3,544) (2,799) Proceeds from the sale of fixed assets 2,317 726 317 ----------------------- Net cash outflow for capital expenditure and financial investment (560) (2,818) (2,482) ----------------------- Acquisitions and disposals Investments in associated undertakings (186) (215) (143) Acquisitions, net of cash acquired - (28) (1,550) Net investment in joint ventures (14) (217) (46) Proceeds from the sale of businesses 160 304 31 ----------------------- Net cash outflow for acquisitions and disposals (40) (156) (1,708) ----------------------- Equity dividends paid (1,397) (1,340) (1,288) ----------------------- Net cash inflow (outflow) 3,228 711 (2,423) ======================= Financing (b) 3,593 304 (2,283) Management of liquid resources 13 (56) (165) (Decrease) increase in cash (378) 463 25 ----------------------- 3,228 711 (2,423) ======================= Analysis of Cash Flow First Fourth First Quarter Quarter Quarter 2003 2002 2002 ======================= $ million (a) Reconciliation of historical cost profit before interest and tax to net cash inflow from operating activities Historical cost profit before interest and tax 6,318 2,114 2,422 Depreciation and amounts provided 2,709 2,515 2,153 Exploration expenditure written off 50 124 59 Share of profits of joint ventures and associated undertakings (304) (250) (256) Interest and other income (48) (115) (63) (Profit) loss on sale of fixed assets and businesses (394) 895 109 Charge for provisions 202 451 169 Utilization of provisions (228) (424) (238) Decrease (increase) in stocks 376 (63) (496) Increase in debtors (6,935) (269) (410) Increase in creditors 4,215 1,219 187 ----------------------- Net cash inflow from operating activities 5,961 6,197 3,636 ======================= (b) Financing Long-term borrowing (1,015) (651) (1,746) Repayments of long-term borrowing 403 905 234 Short-term borrowing (626) (3,970) (3,499) Repayments of short-term borrowing 3,899 4,037 2,819 ----------------------- 2,661 321 (2,192) Issue of ordinary share capital for employee share schemes (67) (17) (91) Repurchase of ordinary share capital 999 - - ----------------------- Net cash outflow (inflow) from financing 3,593 304 (2,283) ======================= Capital Expenditure and Acquisitions First Fourth First Quarter Quarter Quarter 2003 2002 2002 ======================= $ million By business Exploration and Production UK 196 177 261 Rest of Europe 51 73 71 USA 966 1,079 1,167 Rest of World 924 1,244 814 ----------------------- 2,137 2,573 2,313 ----------------------- Gas, Power and Renewables UK 8 - 16 Rest of Europe 15 41 4 USA 38 60 16 Rest of World 7 22 10 ----------------------- 68 123 46 ----------------------- Refining and Marketing UK 73 163 76 Rest of Europe(a) 104 273 2,732 USA 336 430 303 Rest of World 24 180 26 ----------------------- 537 1,046 3,137 ----------------------- Chemicals UK - 57 8 Rest of Europe 31 10 45 USA 46 116 42 Rest of World 19 102 93 ----------------------- 96 285 188 ----------------------- Other businesses and corporate 36 61 52 ----------------------- 2,874 4,088 5,736 ======================= By geographical area UK 301 434 409 Rest of Europe 202 398 2,852 USA 1,396 1,708 1,531 Rest of World 975 1,548 944 ----------------------- 2,874 4,088 5,736 ======================= (a) 1Q 2002 included the acquisition of 51% of Veba. US dollar/Sterling exchange rates Average rate for the period 1.60 1.57 1.43 Period-end rate 1.57 1.60 1.42 ======================= Analysis of Replacement Cost Operating Profit First Fourth First Quarter Quarter Quarter 2003 2002 2002 ======================= $ million By business Exploration and Production UK 1,134 965 727 Rest of Europe 193 177 152 USA 1,805 1,081 322 Rest of World 1,194 1,025 727 ----------------------- 4,326 3,248 1,928 ----------------------- Gas, Power and Renewables UK 3 (31) 2 Rest of Europe (9) 1 47 USA 36 9 (25) Rest of World 164 93 87 ----------------------- 194 72 111 ----------------------- Refining and Marketing UK 26 (155) (124) Rest of Europe 337 (53) 139 USA 97 80 (79) Rest of World 171 92 132 ----------------------- 631 (36) 68 ----------------------- Chemicals UK (34) (47) (31) Rest of Europe 88 65 47 USA 42 37 23 Rest of World 43 49 37 ----------------------- 139 104 76 ----------------------- Other businesses and corporate (165) (207) (125) ----------------------- 5,125 3,181 2,058 ======================= By geographical area UK 1,053 793 530 Rest of Europe 602 171 386 USA 1,882 957 158 Rest of World 1,588 1,260 984 ----------------------- 5,125 3,181 2,058 ======================= Included above: Share of profits of joint ventures 117 83 70 Share of profits of associated undertakings 180 161 188 ----------------------- 297 244 258 ======================= Notes 1. Turnover First Fourth First Quarter Quarter Quarter 2003 2002 2002 ======================== $ million By business Exploration and Production 9,068 7,356 5,638 Gas, Power and Renewables 17,998 12,041 7,768 Refining and Marketing 41,435 33,443 24,889 Chemicals 3,938 3,118 2,642 Other businesses and corporate 111 131 135 ------------------------ 72,550 56,089 41,072 Less: sales between businesses 8,762 6,367 4,782 ------------------------ Group excluding JVs 63,788 49,722 36,290 Share of sales by joint ventures 398 413 279 ------------------------ 64,186 50,135 36,569 ======================== By geographical area Group excluding JVs UK 15,427 13,084 10,995 Rest of Europe 13,022 11,720 9,119 USA 31,098 22,573 15,265 Rest of World 13,736 10,845 6,984 ------------------------ 73,283 58,222 42,363 Less: sales between areas 9,495 8,500 6,073 ------------------------ 63,788 49,722 36,290 ------------------------ Notes 2. Operating profits are after charging: First Fourth First Quarter Quarter Quarter 2003 2002 2002 ======================= $ million Exploration expense UK 3 1 6 Rest of Europe 4 6 23 USA 37 30 42 Rest of World 68 142 53 ----------------------- 112 179 124 ======================= Production taxes (a) UK petroleum revenue tax 133 64 63 Overseas production taxes 371 298 184 ----------------------- 504 362 247 ======================= (a) Production taxes are charged against Exploration and Production's operating profit and are not included in the charge for taxation in Note 7. 3. Analysis of exceptional items Exploration and Production 433 (1,133) 5 Gas, Power and Renewables - (33) - Refining and Marketing (52) 365 (45) Chemicals 7 (122) (60) Other businesses and corporate 6 30 (9) ----------------------- Profit (loss) on sale of fixed assets and businesses or termination of operations 394 (893) (109) Taxation (charge) credit (54) 21 39 ----------------------- Exceptional items after taxation 340 (872) (70) ======================= 4. Replacement cost profit Replacement cost profits reflect the current cost of supplies. The replacement cost profit for the period is arrived at by excluding from the historical cost profit stock holding gains and losses. Notes 5. Stock holding gains (losses) First Fourth First Quarter Quarter Quarter 2003 2002 2002 ======================= $ million Exploration and Production 6 (2) 3 Gas, Power and Renewables 27 41 4 Refining and Marketing 620 (201) 495 Chemicals 146 (12) (29) ----------------------- 799 (174) 473 Minority shareholders' interest - - 31 ----------------------- 799 (174) 442 ======================= 6. Interest expense Group interest payable(a) 187 248 267 Capitalized (34) (33) (15) ----------------------- 153 215 252 Joint ventures 13 14 14 Associated undertakings 10 19 24 Unwinding of discount on provisions 44 42 43 Change in discount rate for provisions - 42 - ----------------------- 220 332 333 ======================= (a) Includes charges relating to the early redemption of debt. - 15 - ----------------------- 7. Charge for taxation Current 1,581 1,112 533 Deferred 224 13 220 ----------------------- 1,805 1,125 753 ======================= UK 485 366 189 Overseas 1,320 759 564 ----------------------- 1,805 1,125 753 ======================= Notes 8. Analysis of changes in net debt First Fourth First Quarter Quarter Quarter 2003 2002 2002 ======================= $ million Opening balance Finance debt 22,008 22,276 21,417 Less: Cash 1,520 1,005 1,358 Current asset investments 215 285 450 ----------------------- Opening net debt 20,273 20,986 19,609 ----------------------- Closing balance Finance debt 19,042 22,008 24,531 Less: Cash 1,151 1,520 1,379 Current asset investments 228 215 286 ----------------------- Closing net debt 17,663 20,273 22,866 ----------------------- Decrease (increase) in net debt 2,610 713 (3,257) ======================= Movement in cash/bank overdrafts (378) 463 25 Increase(decrease) in current asset investments 13 (56) (165) Net cash outflow (inflow) from financing (excluding share capital) 2,661 321 (2,192) Exchange of Exchangeable Bonds for Lukoil American Depositary Shares 420 - - Other movements 64 19 25 Debt acquired - (3) (999) ----------------------- Movement in net debt before exchange effects 2,780 744 (3,306) Exchange adjustments (170) (31) 49 ----------------------- Decrease (increase) in net debt 2,610 713 (3,257) ======================= Notes 9. Consolidated statement of cash flows presented on a US GAAP format First Fourth First Quarter Quarter Quarter 2003 2002 2002 ======================= $ million Operating activities Profit after taxation 4,293 657 1,336 Adjustments to reconcile profits after tax to net cash provided by operating activities: Depreciation and amounts provided 2,709 2,515 2,153 Exploration expenditure written off 50 124 59 Share of profit of joint ventures and associates less dividends received (148) (8) (17) (Profit) loss on sale of businesses and fixed assets (394) 895 109 Working capital movement (see analysis below) (1,475) 907 (669) Deferred taxation 224 13 220 Other 2 (33) (108) ----------------------- Net cash provided by operating activities 5,261 5,070 3,083 ----------------------- Investing activities Capital expenditures (2,911) (3,577) (2,814) Acquisitions, net of cash acquired - (28) (1,550) Investment in associated undertakings (186) (215) (143) Net investment in joint ventures (14) (217) (46) Proceeds from disposal of assets 2,477 1,030 348 ----------------------- Net cash used in investing activities (634) (3,007) (4,205) ----------------------- Notes 9. Consolidated statement of cash flows presented on a US GAAP format (continued) First Fourth First Quarter Quarter Quarter 2003 2002 2002 ======================= $ million Financing activities Net proceeds from shares issued (repurchased) (932) 17 91 Proceeds from long-term financing 1,015 651 1,746 Repayments of long-term financing (403) (905) (234) Net increase (decrease) in short-term debt (3,273) (67) 680 Dividends paid - BP shareholders (1,397) (1,340) (1,288) - Minority shareholders (2) (11) (13) ----------------------- Net cash used in financing activities (4,992) (1,655) (982) ----------------------- Currency translation differences relating to cash and cash equivalents 9 37 (3) ----------------------- (Decrease) increase in cash and cash equivalents (356) 445 (143) ----------------------- Cash and cash equivalents at beginning of period 1,735 1,290 1,808 ----------------------- Cash and cash equivalents at end of period 1,379 1,735 1,665 ----------------------- Analysis of working capital movement Decrease (increase) in stocks 376 (63) (496) Increase in debtors (6,946) (271) (443) Increase in creditors 5,095 1,241 270 ----------------------- Total working capital movement (1,475) 907 (669) ======================= Notes 10. Ordinary shares First Fourth First Quarter Quarter Quarter 2003 2002 2002 ==================================== shares thousand Shares in issue at period end (a) 22,241,895 22,378,651 22,456,493 Average number of shares Outstanding (b) 22,326,486 22,351,122 22,402,868 (a) Each BP ADS represents six BP Ordinary Shares. (b) Excludes shares held by the Employee Share Ownership Plan. 11. Statutory accounts The financial information shown in this publication is unaudited and does not constitute statutory accounts. The 2002 Annual Report and Accounts were approved by a duly appointed and authorized committee of the Board of Directors on 11 February 2003, but have not yet been delivered to the UK Registrar of Companies; the report of the auditors on those accounts was unqualified. Contacts London New York ------------------- --------------- Press Office Roddy Kennedy Ian Fowler +44 (0)20 7496 4624 +1 212 451 8008 Investor Relations Fergus MacLeod Terry LaMore +44 (0)20 7496 4717 +1 212 451 8034 http://www.bp.com/investors BP p.l.c. Group Results First Quarter 2003 London 29 April 2003 INVESTOR RELATIONS SUPPLEMENT REPLACEMENT COST OPERATING PROFIT ADJUSTED FOR SPECIAL ITEMS(a) AND ACQUISITION AMORTIZATION(b) First Fourth First Quarter Quarter Quarter 2003 2002 2002 ======================= $ million Exploration and Production UK 1,220 1,011 809 Rest of Europe 193 177 152 USA 2,145 1,421 665 Rest of World 1,330 1,057 774 ----------------------- 4,888 3,666 2,400 ----------------------- Gas, Power and Renewables UK 3 (31) 2 Rest of Europe (9) 1 47 USA 36 9 (25) Rest of World 164 93 87 ----------------------- 194 72 111 ----------------------- Refining and Marketing UK 136 (21) (27) Rest of Europe 355 225 165 USA 192 235 17 Rest of World 171 148 132 ----------------------- 854 587 287 ----------------------- Chemicals UK (34) (26) (31) Rest of Europe 88 74 49 USA 42 42 53 Rest of World 43 49 37 ----------------------- 139 139 108 ----------------------- Other businesses and corporate UK (76) 81 (44) Rest of Europe (7) (18) 1 USA (98) (210) (83) Rest of World 16 1 1 ----------------------- (165) (146) (125) ----------------------- 5,910 4,318 2,781 ======================= (a) The special items refer to non-recurring charges and credits. The special items for the first quarter are restructuring and impairment charges in Exploration and Production, Veba integration costs in Refining and Marketing and tax restructuring benefits. (b) Acquisition amortization is depreciation and amortization relating to the fixed asset revaluation adjustments and goodwill consequent upon the ARCO and Burmah Castrol acquisitions. PER SHARE AMOUNTS First Fourth First Quarter Quarter Quarter 2003 2002 2002 =============================== Shares in issue at period end (thousand) 22,241,895 22,378,651 22,456,493 - ADS equivalent (thousand) 3,706,983 3,729,775 3,742,749 Average number of shares outstanding (thousand)* 22,326,486 22,351,122 22,402,868 - ADS equivalent (thousand) 3,721,081 3,725,187 3,733,811 ---------------------------------- Replacement cost profit after exceptional items ($m) 3,468 825 854 cents/ordinary share 15.53 3.69 3.81 dollars/ADS 0.93 0.22 0.23 ---------------------------------- Replacement cost profit before exceptional items ($m) 3,128 1,697 924 cents/ordinary share 14.01 7.58 4.12 dollars/ADS 0.84 0.45 0.25 ---------------------------------- Pro forma result adjusted for special items ($m) 3,729 2,635 1,582 cents/ordinary share 16.70 11.78 7.06 dollars/ADS 1.00 0.71 0.42 ---------------------------------- * Excludes shares held by the Employee Share Ownership Plans. ACQUISITION AMORTIZATION BY BUSINESS First Fourth First Quarter Quarter Quarter 2003 2002 2002 ======================= $ million Exploration and Production UK 33 41 32 USA 259 246 281 Rest of World 131 32 32 ----------------------- 423 319 345 ----------------------- Refining and Marketing UK 110 107 97 USA 95 96 96 ----------------------- 205 203 193 ----------------------- Total acquisition amortization 628 522 538 ======================= SPECIAL ITEMS BY BUSINESS (PRE-TAX) First Fourth First Quarter Quarter Quarter 2003 2002 2002 ======================= $ million Exploration and Production UK 53 5 50 Rest of Europe - - - USA 81 94 62 Rest of World 5 - 15 ----------------------- 139 99 127 ----------------------- Gas, Power and Renewables UK - - - Rest of Europe - - - USA - - - Rest of World - - - ----------------------- - - - ----------------------- Refining and Marketing UK - 27 - Rest of Europe 18 278 26 USA - 59 - Rest of World - 56 - ----------------------- 18 420 26 ----------------------- Chemicals UK - 21 - Rest of Europe - 9 2 USA - 5 30 Rest of World - - - ----------------------- - 35 32 ----------------------- Other businesses and corporate UK - 20 - Rest of Europe - 1 - USA - 40 - Rest of World - - - ----------------------- - 61 - ----------------------- Total special items before interest 157 615 185 Interest - bond redemption charges - 15 - ----------------------- Total 157 630 185 ======================= RECONCILIATION OF HISTORICAL COST PROFIT (LOSS) TO PRO FORMA RESULT ADJUSTED FOR SPECIAL ITEMS pro forma result adjusted for Reported Acquisition Special special $ million Earnings Amortization Items(a) items ============================================== 4Q 2002 Exploration and Production 3,248 319 99 3,666 Gas, Power and Renewables 72 - - 72 Refining and Marketing (36) 203 420 587 Chemicals 104 - 35 139 Other businesses & corporate (207) - 61 (146) ---------------------------------------------- RC operating profit 3,181 522 615 4,318 ---------------------------------------------- Interest expense (332) - 15 (317) Taxation (1,146) - (214) (1,360) MSI (6) - - (6) ---------------------------------------------- RC profit before exceptional items 1,697 522 416 2,635 ============================================== Exceptional items before tax (893) Taxation on exceptional items 21 ----- RC profit after exceptional items 825 Stock holding gains (losses) (174) ----- HC profit 651 ===== 1Q 2002 Exploration and Production 1,928 345 127 2,400 Gas, Power and Renewables 111 - - 111 Refining and Marketing 68 193 26 287 Chemicals 76 - 32 108 Other businesses & corporate (125) - - (125) ---------------------------------------------- RC operating profit 2,058 538 185 2,781 ---------------------------------------------- Interest expense (333) - - (333) Taxation (792) - (65) (857) MSI (9) - - (9) ---------------------------------------------- RC profit before exceptional items 924 538 120 1,582 ============================================== Exceptional items before tax (109) Taxation on exceptional items 39 ----- RC profit after exceptional items 854 Stock holding gains (losses) 442 ----- HC profit 1,296 ===== (a) The special items refer to non-recurring charges and credits. The special items for the fourth quarter 2002 include an asset write-down in Exploration and Production, integration and restructuring costs and an impairment charge in Refining and Marketing, integration and restructuring costs in Chemicals, provisions to cover future rental payments on surplus leasehold property and environmental charges in Other businesses and corporate, and a bond redemption charge. The special items for the first quarter 2002 comprise restructuring charges for Upstream and Chemicals, Veba, Solvay and Erdolchemie integration costs and litigation costs. REPLACEMENT COST OPERATING PROFIT ADJUSTED FOR NON-CASH CHARGES AND CERTAIN OTHER ITEMS First Fourth First Quarter Quarter Quarter 2003 2002 2002 ======================= $ million Replacement cost operating profit (reported) (a) 5,125 3,181 2,058 Depreciation and amounts provided (b) 2,709 2,515 2,153 Exploration expenditure written off 50 124 59 Dividends from JVs and associates less share of RCOP (229) (110) (122) Dividends paid to minority shareholders (2) (11) (13) Adjust provisions to cash basis (c) (26) 27 (69) Adjust interest and other income to cash basis (d) (11) (14) (13) ------------------------ 7,616 5,712 4,053 Tax paid adjusted for certain items* (650) (1,199) (592) ------------------------ Adjusted RCOP after tax paid 6,966 4,513 3,461 ------------------------ * Calculation of tax paid adjusted for certain items Cash tax paid (632) (1,061) (445) Tax charge on exceptional items 54 (21) (39) Tax shield assumption + (72) (117) (108) ------------------------ (650) (1,199) (592) ------------------------ + Calculation of tax shield assumption Interest paid (207) (335) (309) Tax rate assumption (e) 35% 35% 35% ------------------------ (72) (117) (108) ------------------------ (a) Total replacement cost operating profit is before exceptional items, stock holding gains and losses and interest expense. (b) Includes depreciation and amortization relating to the fixed asset revaluation adjustment and goodwill consequent upon the ARCO and Burmah Castrol acquisitions. (c) Calculated as the net of charge for provisions and utilization of provisions. (d) Calculated as interest and other income, less interest received and dividends received from the group cash flow statement. (e) Deemed tax rate for tax shield adjustment is equal to the US statutory tax rate. RETURN ON AVERAGE CAPITAL EMPLOYED First Fourth First Quarter Quarter Quarter 2003 2002 2002 ======================= $ million Replacement cost basis RC profit before exceptional items 3,128 1,697 924 Interest + 99 140 164 Minority shareholders' interest 26 6 9 ----------------------- Adjusted RC profit 3,253 1,843 1,097 ======================= Average Capital Employed 91,610 91,767 89,594 ROACE - replacement cost basis 14.2% 8.0% 4.9% ----------------------- Pro forma basis Adjusted RC profit 3,253 1,843 1,097 Acquisition amortization 628 522 538 Special items (post tax) (27) 406 120 Average capital employed 91,610 91,767 89,594 Average capital employed acquisition adjustment 15,940 16,903 18,590 ----------------------- Average capital employed (pro forma basis) 75,670 74,864 71,004 ROACE - Pro forma basis adjusted for special items 20.4% 14.8% 9.9% ----------------------- Historical cost basis Historical cost profit after exceptional items 4,267 651 1,296 Interest + 99 140 164 Minority shareholders' interest 26 6 40 ----------------------- Adjusted historical cost profit 4,392 797 1,500 ======================= Average capital employed 91,610 91,767 89,594 ROACE - historical cost basis after exceptionals 19.2% 3.5% 6.7% + Excludes interest on joint venture and associated undertakings debt as well as unwinding of discount on provisions and effect of change in discount rate on provisions, and is on a post-tax basis, using a deemed tax rate equal to the US statutory tax rate. NET DEBT RATIO - NET DEBT: NET DEBT + EQUITY First Fourth First Quarter Quarter Quarter 2003 2002 2002 ======================= $ million Gross debt 19,042 22,008 24,531 Cash and current asset investments 1,379 1,735 1,665 ----------------------- Net debt 17,663 20,273 22,866 ======================= Equity 72,123 70,047 67,481 Net debt ratio 20% 22% 25% ----------------------- Acquisition adjustment 15,208 16,672 18,297 ----------------------- Net debt ratio - pro forma basis 24% 28% 32% END SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. BP p.l.c. (Registrant) Dated: 29 April, 2003 /s/ D. J. PEARL .............................. D. J. PEARL Deputy Company Secretary