REG-M&C Saatchi PLC Final Results

Released : 23/03/2006 07:03

                                                                                                                       .
RNS Number:2547A 
M&C Saatchi PLC 
23 March 2006 
 
 
 
 
 
 
 
                                M&C Saatchi plc 
                     Preliminary Results for the Year Ended 
                               31st December 2005 
 
                                 
 
 
                                M&C Saatchi plc 
                            2005 Preliminary Results 
 
M&C Saatchi plc, the international marketing communications Group today 
announces its preliminary results for the year ended 31st December 2005. 
 
Financial Highlights 
 
   -Revenues (gross profit) up 9.4% to £68.0 million (2004: £62.2 million) 
   -Underlying operating profit (before the impact of the European expansion) 
    up 7.5% to £7.8 million (2004: £7.2 million). 
   -Underlying operating margin (before the impact of the European expansion) 
    broadly flat at 11.5% (2004: 11.6%). 
   -Underlying profit before taxation (before the impact of the European 
    expansion) up 11.3% to £9.1 million (2004: £8.1 million). 
   -Cost of European Expansion £1.4 million. 
   -Reported Profit before tax (before the share based payment charge of £0.2 
    million) of £7.5 million (2004: £8.1 million). 
 
   -Reported earnings per share (including share based payment charge in 
    2005) of 7.57p (2004: 9.28p). 
   -Dividend per share up 10% to 2.55p. 
 
Note: The above figures (except where stated) are reported before the 
amortisation of goodwill and share based payment charge 
 
Operational Highlights 
 
   -Strong new business performance, particularly in the second half. 
    Significant new business wins included: Australian Tourism, ITV, Ribena, 
    Cadbury Muller, Direct Line Insurance (M&C Saatchi), Weetabix and 
    Independent News and Media (Walker Media) Nat West Mortgages and Mini 
    (LIDA), Twinings, Perrier Jouet, Orange, Ovaltine and Disney (Talk PR), 
    Carslberg (Sports and Entertainment) , PODS (USA), City National Bank 
    (California), eBay (Asia) and Wyeth (China). 
   -Successful launch of our first European office in Paris in September 
    2005. Plans are well advanced for Germany and Spain. 
   -Further expansion in Asia adding offices in Bangkok and New Delhi. 
   -New complementary businesses developed: Provenance (luxury brand 
    specialists) and Walker-i (digital media). 
 
 
Commenting on the results, David Kershaw, Chief Executive, said: 
 
"I am pleased to report another strong underlying performance across the Group. 
We have made good progress with our strategy of expansion into new geographies 
and new businesses, which is the foundation of our future growth. Our new 
business performance has also been strong across the Group, which has helped to 
offset the financial impact of losing the BA account." 
 
For further information please contact 
 
M&C Saatchi plc                 020 7543 4500 
David Kershaw, Chief Executive 
 
Tulchan Communications          020 7353 4200 
Miranda Acland 
Peter Hewer 
 
 
 
Financial Review 
 
Reported revenues (gross profit) increased by 9.4% to £68.0 million. This is our 
11th successive year of organic revenue growth. On a constant currency basis 
revenues grew by 7.9%. 
 
While all areas of the business performed well, the key driver of growth has 
been the UK with revenues up 8.1%, a strong performance given the loss of the BA 
account. Although small in absolute terms, revenue growth was also strong in the 
USA at 26.7% . 
 
The table below gives details of the revenue and revenue growth by region. 
                  
                   2005                        2005 
                 Constant      V's 04        Reported     Vs 04     2004 
                   Rates                       Rates  
                 --------      ------        --------    ------   -------- 
                   £'000          %           £'000         %      £'000 
                  --------     ------        --------    ------   -------- 
UK                39,470        8.1           39,470       8.1     36,518 
Asia              24,187        4.6           25,084       8.5     23,126 
Pacific 
USA                3,189       25.8            3,211      26.7      2,534 
Europe               236          -              236         -          - 
                  --------     ------        --------    ------   -------- 
 Total            67,082        7.9           68,001       9.4     62,178 
 
The underlying performance (which excludes the impact of the European expansion, 
the amortisation of goodwill and the share based payment charge) shows operating 
profit increased by 7.5% to £7.8 million (2004: £7.2 million). The underlying 
operating margin dropped marginally to 11.5% (2004: 11.6%). This was due to the 
loss of BA revenues in the fourth quarter and the associated pitch costs. 
 
The Groups net interest increased 50% to £1.4 million (2004: £0.9 million) due 
principally to interest earned on the net proceeds from the float. 
 
The underlying profit before tax (excluding the impact of the European expansion 
of £1.4 million, the amortisation of goodwill of £1.7 million and before the 
share based payment charge of £0.2 million) increased by 11.3% to £9.1 million 
(2004: £8.1 million). The cost of the European expansion reduced the underlying 
profit before tax to £7.6 million. 
 
2005 has been the first year that our operating performance has been 
significantly impacted by our expansion strategy in Europe. We opened our first 
office in continental Europe in Paris in September 2005 and it has had a 
successful first six months. The initial losses of the Paris office plus the 
ongoing development costs associated with the further European expansion 
totalled £1.4 million and reduced the operating margin by 2.1pts. This is in 
line with the strategy set out prior to the float in 2004 and consistent with 
expectations. 
 
The Group's tax rate, before taking account of the items listed below, increased 
by 0.2pts to 33.0%. The impact of the non deductible losses incurred by our 
associate in the UK (0.6pts) and the European start up (2.5pts) increased the 
reported tax rate to 36.1%. These losses will be carried forward to offset 
future taxable profits. 
 
The profits attributable to the minorities increased to £0.7million (2004: £0.4 
million). The percentage of the group's profits contributed by profits with new 
or remaining minorities increased to 11.2% (2004: 8.0%) (before the impact of 
the European expansion). The growth in profits from Walker Media was the 
principle cause. 
 
The reported earnings per share decreased due the European expansion to 4.46p 
(2004: 6.19p) 
 
The Board is recommending a final dividend of 1.78p per share making a total of 
2.55p per share for 2005. This represents an increase of 10% on the equivalent 
annualised dividend for 2004. The final dividend of 1.78p is payable on the 12th 
June 2006 to shareholders on the register as at 12th May 2006. 
 
2004 unaudited proforma accounts 
Except where otherwise stated the report refers to the 2004 proforma profit and 
loss account. This has been prepared to show the Group's results as if the 
reorganisation placing and admission to AIM had effect from 1st January 2004 and 
excludes exceptional costs. 
 
Review of Operations 
 
The UK 
 
The UK region covers our marketing communications operations, comprising M&C 
Saatchi (advertising), LIDA (direct marketing), Talk PR (public relations), 
Immediate Sales (integrated marketing), M&C Saatchi Sports and Entertainment, 
Influence (issue marketing), Play (digital marketing), Provenance (luxury brand 
specialists) and our media planning and buying operation Walker Media. 
 
Our UK business performed well in 2005 with revenue up by 8.1%. The growth was 
led by Walker Media but with all our UK businesses showed good growth. 
 
The new business performance in the UK was strong, with the contributions more 
significant in the second half. The new accounts include; ITV, Ribena, Cadbury 
Muller, Direct Line Insurance (M&C Saatchi) Weetabix and Independent News and 
Media (Walker Media), NatWest mortgages and Mini (LIDA), Twinings, Perrier 
Jouet, Orange, Ovaltine and Disney (Talk PR) and Carslberg (Sports and 
Entertainment). 
 
An important part of our organic growth strategy in the UK is the ongoing 
development of complementary businesses which expand our offering to existing 
and potential clients. Last year saw the launch of Provenance (luxury brand 
specialists) and Walker-i, a subsidiary of Walker Media specialising in digital 
media. 
 
 
 
Asia Pacific and Australia 
 
On a constant currency basis revenue grew by 4.6% to £24.2 million (2004: £23.1 
million). This was principally driven by a strong performance from Australia 
which accounts for 66% of the region. There was also a strong performance from 
our Malaysian business and contribution from our acquisitions in Thailand and 
India. 
 
The most notable new business win was Australian Tourism, but this came at the 
expense of the New Zealand Tourism business. There was a small net contribution 
to revenue this year; the impact will be more significant in 2006. 
 
Other wins in the region were: eBay (Asia regional), Spirit of Tasmania Ferry 
Service (Australia), Alliance Bank (Malaysia) and Wyeth (China). 
 
America 
 
On a constant currency basis revenue grew by 25.8% to £3.2 million (2004: £2.5 
million). This was principally driven by the LA office which posted revenues 
over 50% higher than 2004. 
 
Our American activities were reorganised in 2005. New management was put into 
New York and the office had a successful start winning PODS (Portable on Demand 
Storage) in June. 
 
Other new business wins included; Ghirardelli chocolates, City National Bank and 
assignments from RBS and Travelex. 
 
Europe 
 
Our first European office opened in Paris in September last year. M&C 
Saatchi.GAD, led by Giles Masson, Antoine Barthuel and Daniel Fohr, has had a 
very successful start and has already won assignments from: Pernod Ricard 
(Havana Club & Olmeca), S'Miles Loyalty scheme, Branly Museum. 
 
Plans are well progressed for further openings in the key markets in Germany and 
Spain. We expect to be able to make announcements shortly. 
 
Outlook 
 
We expect the year ahead to be one of further progress and growth across all of 
our businesses. 
 
The loss of BA will be more significantly felt in 2006 and we see an environment 
that will limit the opportunity for margin growth. 
 
From a new business perspective the year has started well. Important new 
accounts include Kingsmill (Allied Bakeries) and RBS Retail. Our Paris office 
has maintained its excellent progress winning Bordeaux Wines and is currently 
pitching for other significant accounts. Walker Media has had an outstanding 
start to the year and the New York office has also made good progress recently 
winning AIG insurance. 
 
Our investment programme in new offices, through organic start ups or small 
acquisitions and new businesses streams, will continue into 2006 and this 
strategy remains the foundation for the company's growth going forward. 
 
 
 
M&C SAATCHI PLC 
 
PRELIMINARY CONSOLIDATED PROFIT AND LOSS ACCOUNT 
 
                                    Note    Unaudited   Unaudited      Audited 
                                           year ended    proforma   year ended 
                                               31-Dec      31-Dec       31-Dec 
                                                 2005        2004         2004 
                                                 £000        £000         £000 
-----------------------             ------     --------    --------      ------- 
Turnover 
- Continuing operations                       297,688     106,884      106,884 
- Acquisitions                                    596     180,864      108,300 
-----------------------             ------     --------    --------      ------- 
 
Turnover                               2      298,284     287,748      215,184 
Cost of sales                          3     (230,283)   (225,570)    (155,807) 
-----------------------             ------     --------    --------      ------- 
Gross profit                                   68,001      62,178       59,377 
 
Administrative expenses 
- Ordinary                                    (61,639)    (54,944)     (52,907) 
- Exceptional                                       -           -       (2,795) 
- Options & long term bonus                      (185)          -            - 
- Amortisation of goodwill                     (1,688)     (1,672)        (777) 
-----------------------             ------     --------    --------      ------- 
Administrative expenses                3      (63,512)    (56,616)     (56,479) 
 
Operating profit 
- Continuing operations                         4,480       4,157        2,257 
- Acquisitions                                      9       1,405          641 
-----------------------             ------     --------    --------      ------- 
Operating profit                                4,489       5,562        2,898 
 
Share of operating profit /(loss) 
of associates                                     (75)          -          352 
Interest receivable                             1,384         931          800 
Interest payable                                  (29)        (30)         (30) 
Profit on ordinary activities 
before taxation                                 5,769       6,463        4,020 
-----------------------             ------     --------    --------      ------- 
 
Taxation on profits on ordinary 
activities                             4       (2,690)     (2,666)      (2,033) 
-----------------------             ------     --------    --------      ------- 
 
Profit on ordinary activities after 
taxation                                        3,079       3,797        1,987 
-----------------------             ------     --------    --------      ------- 
 
Minority interests                               (663)       (441)        (531) 
-----------------------             ------     --------    --------      ------- 
 
Profit for the financial year                   2,416       3,356        1,456 
-----------------------             ------     --------    --------      ------- 
 
Earnings per share 
- Basic                                6         4.46p       6.19p        3.42p 
- Diluted                              6         4.41p       6.14p        3.41p 
 
All amounts relate to continuing activities. 
 
The reconciliation of movements in shareholders' funds is shown in note 8 to the 
financial statements. 
 
 
Except where otherwise stated this report comments on the unaudited profit and 
loss account of M&C Saatchi plc (the "Group") for the year to 31st December 2005 
compared with the unaudited pro forma profit and loss account for the same 
period in 2004. The report also comments on the numbers before the impact of the 
amortisation of goodwill. The pro forma report has been prepared to show for 
illustrative purposes only, the results as if the reorganisation which occurred 
immediately prior to its admission to trading on AIM on 14th July 2004, had 
occurred on 1st January 2004. The reorganisation included the acquisition of M&C 
Saatchi Worldwide Ltd by M&C Saatchi plc and the acquisition of a further 29% of 
Walker Media Holdings share capital resulting in a 75% holding. At the same time 
a number of key executives who held shares in their operating companies had 
their interest acquired by M&C Saatchi plc. Full details were set out in the 
admission document. The directors believe that the presentation of the financial 
highlights and the financial report on this basis provide a clearer 
understanding of the Group's results. 
 
 
 
M&C SAATCHI PLC 
 
PRELIMINARY CONSOLIDATED STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES 
 
                                                      Unaudited       Audited 
                                                     Year ended    Year ended 
                                                         31-Dec        31-Dec 
                                                           2005          2004 
                                                           £000          £000 
-----------------------                                  --------       ------- 
Profit for the financial year 
- Group                                                   2,497         1,140 
- Associates                                                (81)          316 
-----------------------                                  --------       ------- 
                                                          2,416         1,456 
 
Exchange differences on retranslation of opening 
reserves                                                    (50)          260 
-----------------------                                  --------       ------- 
Total recognised gains and losses for the financial 
year                                                      2,366         1,716 
-----------------------                                  --------       ------- 
 
 
M&C SAATCHI PLC 
 
PRELIMINARY CONSOLIDATED BALANCE SHEET 
 
                             Note   Unaudited   Unaudited   Audited   Audited 
                                           At          At        At        At 
                                       31-Dec      31-Dec    31-Dec    31-Dec 
                                         2005        2005      2004      2004 
                                         £000        £000      £000      £000 
-----------------------      ------    --------    --------   -------   ------- 
Fixed assets 
Intangible assets                                  14,592              16,158 
Tangible assets                                     3,194               3,047 
Investments                                           100                  15 
-----------------------      ------    --------    --------   -------   ------- 
                                                   17,886              19,220 
Current assets 
Work in progress                        3,277                 3,368 
Debtors 
- Due within one year                  50,552                46,374 
- Due after more than one 
year                                      578                   731 
Cash at bank and in hand               20,486                17,323 
-----------------------      ------    --------    --------   -------   ------- 
                                       74,893                67,796 
Creditors 
- Amounts falling due 
within one year                        58,969                55,351 
-----------------------      ------    --------    --------   -------   ------- 
Net current assets                                 15,924              12,445 
-----------------------      ------    --------    --------   -------   ------- 
Total assets less current 
liabilities                                        33,810              31,665 
 
Creditors 
- Amounts falling due after 
more than one year                                    868                 774 
Provisions for liabilities 
and charges                                           404                 218 
-----------------------      ------    --------    --------   -------   ------- 
                                                   32,538              30,673 
-----------------------      ------    --------    --------   -------   ------- 
 
Capital and reserves 
Share capital                   7                     542                 542 
Share premium account           7                   9,618               9,618 
Merger reserve                  7                  14,756              15,959 
Share option reserve            7                     599                 514 
Profit and loss account         7                   6,101               3,577 
-----------------------      ------    --------    --------   -------   ------- 
Shareholders' funds - 
equity                          7                  31,616              30,210 
Minority interests - equity                           922                 463 
-----------------------      ------    --------    --------   -------   ------- 
                                                   32,538              30,673 
-----------------------      ------    --------    --------   -------   ------- 
 
 
M&C SAATCHI PLC 
 
PRELIMINARY CONSOLIDATED CASH FLOW STATEMENT 
 
                        Note    Unaudited    Unaudited          Audited      Audited 
                               Year ended   Year ended       Year ended   Year ended 
                                   31-Dec       31-Dec           31-Dec       31-Dec 
                                     2005         2005             2004         2004 
                                     £000         £000             £000         £000 
----------------------- ------     --------     --------         -------      ------- 
Cash inflow from 
operating activities       9                     6,596                         4,953 
Dividend received 
from associates                                      -                           728 
 
Returns on investments and 
servicing of finance 
Interest received                   1,384                           687 
Interest paid                          (8)                           (3) 
Interest element of 
finance lease 
rental payments                       (15)                          (27) 
Minority interest 
dividend paid                        (428)                       (1,296) 
----------------------- ------     --------     --------         -------      ------- 
Net cash outflow 
from return on 
investment and 
servicing of finance                               933                          (639) 
 
Taxation 
UK taxation paid                   (1,498)                       (1,136) 
Overseas taxation 
paid                                 (567)                         (664) 
----------------------- ------     --------     --------         -------      ------- 
                                                (2,065)                       (1,800) 
Capital expenditure and 
financial investment 
Purchase of tangible 
fixed assets                       (1,289)                         (922) 
Sale of tangible 
fixed assets                           37                           417 
Sale of a part share of 
a subsidiary 
undertakings                            -                           527 
----------------------- ------     --------     --------         -------      ------- 
Net cash 
inflow/(outflow) 
from capital 
expenditure and 
financial investment                            (1,252)                           22 
 
Acquisitions and 
disposals 
Investment in 
subsidiary                           (369)                         (382) 
Cash acquired with 
subsidiary 
undertakings                          187                         2,243 
Investment in                           -                             - 
associate                
----------------------- ------     --------     --------         -------      ------- 
                                                  (182)                        1,861 
 
Equity dividends 
paid                                            (1,045)                       (2,313) 
----------------------- ------     --------     --------         -------      ------- 
Net cash 
inflow/(outflow) 
before financing                                 2,985                         2,812 
 
Financing 
Share placement                         -                        10,537 
Share placement 
costs                                   -                          (835) 
Shares issued to 
minorities in 
subsidiaries                          124                           107 
Repayment of bank 
loans                                   -                           (21) 
Capital element of 
finance lease rental 
payments                             (142)                         (225) 
---------------------------        --------     --------         -------      ------- 
Net cash 
inflow/(outflow) 
from financing                                     (18)                        9,563 
----------------------- ------     --------     --------         -------      ------- 
Increase/(decrease) 
in cash in the year       11                     2,967                        12,375 
----------------------- ------     --------     --------         -------      ------- 
 
M&C SAATCHI PLC 
 
NOTES FORMING PART OF THE PRELIMINARY FINANCIAL STATEMENTS FOR THE YEAR ENDED 
31st DECEMBER 2005 
 
 
1. Statutory information 
The financial information contained in this announcement, for the years ended 
31st December 2005 or 2004, does not constitute statutory financial statements 
within the meaning of section 240 of the Companies act 1985. The financial 
information for the year ended 31st December 2004 is derived from the statutory 
accounts for that year which have been delivered to the Registrar of Companies. 
The auditors reported on those accounts was unqualified. The statutory accounts 
for the year ended 31st December 2004 will be finalised on the basis of the 
financial information presented by the directors in this unaudited preliminary 
announcement and will be delivered to the Registrar of Companies following the 
company's annual general meeting. The audit report for the year ended 31st 
December 2005 has yet to be signed. 
 
The preliminary announcement was approved by the board of directors on 22nd 
March 2006. 
 
 
 
M&C SAATCHI PLC 
 
NOTES FORMING PART OF THE PRELIMINARY FINANCIAL STATEMENTS FOR THE YEAR ENDED 
31st DECEMBER 2005 (Continued) 
 
2. Turnover, profit and net assets 
Turnover and profit before taxation are attributable to the provision of 
advertising and marketing services. 
 
                                    Unaudited       Unaudited         Audited 
                                                    pro forma 
                                         2005            2004            2004 
                                         £000            £000            £000 
-----------------------              -------- ---    --------  ---    ------- 
 
Turnover 
Analysis by geographical market: 
 
By origin and destination 
UK                                    245,926         241,373         168,809 
Asia and Australia                     45,636          41,736          41,736 
America                                 6,417           4,639           4,639 
Europe                                    305               -               - 
-----------------------               -------- ---    --------  ---    ------- 
                                      298,284         287,748         215,184 
-----------------------               -------- ---    --------  ---    ------- 
 
Gross profit 
Analysis by geographical market: 
 
By origin 
UK                                     39,470          36,518          33,717 
Asia and Australia                     25,084          23,126          23,126 
America                                 3,211           2,534           2,534 
Europe                                    236               -               - 
-----------------------               -------- ---    --------  ---    ------- 
                                       68,001          62,178          59,377 
-----------------------               -------- ---    --------  ---    ------- 
 
Operating profit/(loss) - excluding amortisation of goodwill 
Analysis by geographical market: 
 
By origin 
UK                                      5,811           4,348             789 
Asia and Australia                      2,117           2,686           2,686 
America                                  (322)            200             200 
Europe                                 (1,429)              -               - 
-----------------------               -------- ---    --------  ---    ------- 
                                        6,177           7,234           3,675 
-----------------------               -------- ---    --------  ---    ------- 
 
 
M&C SAATCHI PLC 
 
NOTES FORMING PART OF THE PRELIMINARY FINANCIAL STATEMENTS FOR THE YEAR ENDED 
31st DECEMBER 2005 (Continued) 
 
2. Turnover, profit and net assets CONTINUED 
                                    Unaudited        Unaudited        Audited 
                                                     pro forma 
                                         2005             2004           2004 
                                         £000             £000           £000 
----------------------                 -------- ---     -------- ---    ------- 
Operating profit/(loss) 
Analysis by geographical market: 
 
By origin 
UK                                      4,123            2,676             12 
Asia and Australia                      2,117            2,686          2,686 
America                                  (322)             200            200 
Europe                                 (1,429)               -              - 
----------------------                -------- ---     -------- ---    ------- 
                                        4,489            5,562          2,898 
-----------------------               -------- ---    --------  ---    ------- 
 
Profit/(loss) before taxation 
Analysis by geographical market: 
 
By origin 
UK                                      5,318            3,528          1,085 
Asia and Australia                      2,202            2,736          2,736 
America                                  (319)             199            199 
Europe                                 (1,432)               -              - 
----------------------                -------- ---     -------- ---    ------- 
                                        5,769            6,463          4,020 
-----------------------               -------- ---    --------  ---    ------- 
 
                                    Unaudited                         Audited 
                                         2005                            2004 
                                         £000                            £000 
-----------------------               -------- ---    --------  ---    ------- 
 
Net assets/(liabilities) 
Analysis by geographical market: 
 
By origin 
UK                                     32,008                          30,574 
Asia and Australia                      3,646                           2,466 
America                                (1,950)                         (2,367) 
Europe                                 (1,166)                              - 
-----------------------               -------- ---    --------  ---    ------- 
                                       32,538                          30,673 
-----------------------               -------- ---    --------  ---    ------- 
 
 
M&C SAATCHI PLC 
 
NOTES FORMING PART OF THE PRELIMINARY FINANCIAL STATEMENTS FOR THE YEAR ENDED 
31st DECEMBER 2005 (Continued) 
 
3. Cost of sales and administrative expenses 
                          Unaudited              Unaudited             Audited 
                                                  proforma 
                               2005                   2004                2004 
                               £000                   £000                £000 
  -----------------------    --------   ---         --------   ---       ------- 
Cost of sales 
Continuing operations       229,869                 50,554              50,554 
Acquisitions                    414                175,016             105,253 
-----------------------      --------   ---         --------   ---       ------- 
                            230,283                225,570             155,807 
  -----------------------    --------   ---         --------   ---       ------- 
 
Administrative expenses 
Continuing operations        63,339                 54,210              54,073 
Acquisitions                    173                  2,406               2,406 
-----------------------      --------   ---         --------   ---       ------- 
                             63,512                 56,616              56,479 
-----------------------      --------   ---         --------   ---       ------- 
 
 
M&C SAATCHI PLC 
 
NOTES FORMING PART OF THE PRELIMINARY FINANCIAL STATEMENTS FOR THE YEAR ENDED 
31st DECEMBER 2005 (Continued) 
 
4. TAXATION ON PROFITS FROM ORDINARY ACTIVITIES 
 
                               Unaudited    Unaudited      Audited      Audited 
                              Year ended   Year ended   Year ended   Year ended 
                                    2005         2005         2004         2004 
                                    £000         £000         £000         £000 
-----------------------         --------     --------     --------      ------- 
Current tax 
 
UK corporation tax on 
profits for the year               1,991                     1,204 
Overseas tax payable                 605                     1,024 
Adjustment in respect 
of previous years                     53                        15 
Associates                            -                        148 
-----------------------         --------     --------      --------      ------- 
Total current tax                              2,649                     2,391 
Deferred tax 
Origination and 
reversal of timing 
differences                          41                      (358) 
Movement in deferred 
tax provision                                     41                      (358) 
-----------------------         --------     --------     --------      ------- 
Taxation on profit on 
ordinary activities                            2,690                     2,033 
-----------------------         --------     --------     --------      ------- 
 
The tax assessed for the year differs from that obtained by using the standard  
rate of corporation tax in the UK. The differences are explained below: 
 
                                                      Unaudited        Audited 
                                                     Year ended     Year ended 
                                                           2005           2004 
                                                           £000           £000 
-----------------------       --------     -------      --------        ------- 
Profit on ordinary 
activities before tax                                     5,769          4,020 
 
Profit on ordinary activities at the standard 
rate of corporation 
tax in the UK of 30% 
(2003: 30%)                                               1,731          1,206 
 
Effects of: 
Expenses not deductible 
for tax                                                     258            150 
Float expenses not 
deductible for tax                                            -            379 
Goodwill amortisation                                       506            233 
Exchange adjustment 
taken to reserves 
subject to tax                                                -             81 
Tax losses Carried 
forward                                                     204             31 
Differences between 
capital allowances and 
depreciation                                                 30            (25) 
Short term timing 
differences                                                (163)           175 
Short term timing differences due to provision on 
options 
and phantom bonus 
accruals                                                     49            214 
Adjustment to tax 
charge in respect of 
previous years                                               53             15 
Tax rate differences                                        (19)           (68) 
-----------------------       --------     -------      --------        ------- 
Current tax charge for 
year                                                       2,649          2,391 
-----------------------       --------     -------      --------        ------- 
 
 
M&C SAATCHI PLC 
 
NOTES FORMING PART OF THE PRELIMINARY FINANCIAL STATEMENTS FOR THE YEAR ENDED 
31st DECEMBER 2005 (Continued) 
 
5. Dividends 
                                                      Unaudited        Audited 
                                                     Year ended     Year ended 
                                                           2005           2004 
                                                           £000           £000 
                                                       --------        ------- 
Paid prior to reorganisation and flotation(1) 
 
Ordinary shares of £1: 
£0 per share (2004: £144)                                     -          1,800 
 
Ordinary shares of £1: 
£0 per share(2004: £135(2))                                   -            338 
 
'B' shares of £1: 
£0per share (2004: £41,100)                                   -            164 
 
'C' shares of £1: 
£0 er share (2004: £10,924)                                   -             11 
-----------------------                                  --------        ------- 
                                                              -          2,313 
 
Interim dividend of 
M&C Saatchi plc 
Interim dividend of 0.77p per share (2004: Nil)             416              - 
M&C Saatchi plc (3) (2004: 1.16p)                           629              - 
-----------------------                                  --------        ------- 
                                                          1,045          2,313 
                                                         --------        ------- 
 
(1) These 2004 dividends were paid by M&C Saatchi Worldwide Limited (the 
previous ultimate holding company of the M&C Saatchi Group). Its share capital 
before reorganisation consisted of 12,500 ordinary shares of £1, 4 B shares of 
£1 and 1 C share of £1. 
(2) This 2004 Dividend waived by all the ordinary £1 shareholders with the 
exception of Charles Saatchi, who held 2,500 shares. 
(3) In line with FRS 21, dividends agreed after balance sheet date are not 
accrued in the accounts. The proposed final 2005 dividend is 1.78p per share, 
making a total dividend per share of 2.55p (£1,382k) for the year. 
 
 
 
M&C SAATCHI PLC 
 
NOTES FORMING PART OF THE PRELIMINARY FINANCIAL STATEMENTS FOR THE YEAR ENDED 
31st DECEMBER 2005 (Continued) 
 
6. Earnings per share 
Basic and diluted earnings per share are calculated by dividing profit after tax 
and minority interest by the number of shares in issue during the year. 
Earnings per share are calculated as follows: 
                                                     Unaudited         Audited 
                                                    Year ended      Year ended 
                                                          2005            2004 
                                                          £000            £000 
                         -                            --------        -------- 
Basic 
Profit for the year                                 £2,416,000      £1,456,000 
 
Weighted average number of ordinary shares          54,206,799      42,542,000 
 
Basic earnings per share                                  4.46p           3.42p 
 
Diluted 
Profit for the year                                 £2,416,000      £1,456,000 
 
Weighted average number of ordinary shares          54,747,997      42,732,000 
 
Basic earnings per share                                  4.41p           3.41p 
 
On 31st December 2005 there were 670,634 (2004: 411,050) outstanding options. 
The weighted average for the year was 541,198 (2004:190,322). 
 
 
 
M&C SAATCHI PLC 
 
NOTES FORMING PART OF THE PRELIMINARY FINANCIAL STATEMENTS FOR THE YEAR ENDED 
31st DECEMBER 2005 (Continued) 
 
7. Reserves 
                     Ordinary     Share               Share     Profit 
                        share   premium    Merger    option   and loss 
                      capital   account   reserve   reserve    account    Total 
group                    £000      £000      £000      £000       £000     £000 
------------------      -------   -------   -------   -------    -------  ------- 
At 1 January 2005 
(audited)                 542     9,618    15,959       514      3,577   30,210 
Exchange differences        -         -         -         -        (50)     (50) 
Issue of options            -         -         -        85          -       85 
Merger reserve 
release on goodwill 
amortisation                -         -    (1,203)        -      1,203        - 
Dividends                   -         -         -         -     (1,045)  (1,045) 
Retained profit for 
the year                    -         -         -         -      2,416    2,416 
------------------      -------   -------   -------   -------    -------  ------- 
At 31 December 2005 
(unaudited)               542     9,618    14,756       599      6,101   31,616 
------------------      -------   -------   -------   -------    -------  ------- 
 
8. Reconciliation of movement in shareholders' funds 
 
                                                  Unaudited            Audited 
                                                 Year ended         Year ended 
                                                       2005               2004 
                                                      group              group 
                                                       £000               £000 
-----------------------                              --------            ------- 
Profit for the financial year 
- Group                                               2,497              1,140 
- Associates                                            (81)               316 
Dividend                                             (1,045)            (2,313) 
-----------------------                              --------            ------- 
                                                      1,371               (857) 
 
Exchange differences                                    (50)               260 
Issue of shares                                           -             27,155 
Share issue cost                                          -               (835) 
Issue of options                                         85                514 
-----------------------                              --------            ------- 
 
Net addition/(reduction) to 
shareholders' funds                                   1,406             26,237 
Opening shareholders' funds                          30,210              3,973 
-----------------------                              --------            ------- 
Closing shareholders' funds                          31,616             30,210 
-----------------------                              --------            ------- 
 
 
 
M&C SAATCHI PLC 
 
NOTES FORMING PART OF THE PRELIMINARY FINANCIAL STATEMENTS FOR THE YEAR ENDED 
31st DECEMBER 2005 (Continued) 
 
9. NET CASH INFLOW FROM OPERATING ACTIVITIES 
 
                                                      Unaudited        Audited 
                                                     Year ended     Year ended 
                                                           2005           2004 
                                                           £000           £000 
-----------------------                                  --------        ------- 
Operating profit                                          4,489          2,898 
Amortisation of intangible fixed assets                   1,688            777 
Non cash flow expenses associated with 
reorganisation                                                -            460 
Depreciation                                              1,183          1,167 
(Loss)/ (profit) on sale of tangible fixed assets            59            (34) 
Decrease / (increase) in work in progress                   224         (2,062) 
(Increase) in debtors                                    (3,482)       (16,233) 
Increase in creditors                                     2,428         17,902 
Option charge                                                85              - 
Exchange differences                                        (78)            78 
-----------------------                                  --------        ------- 
                                                          6,596          4,953 
-----------------------                                  --------        ------- 
 
10. ANALYSIS OF CHANGES IN NET FUNDS 
 
                         Balance at                                   Balance at 
                             01-Jan   Cash     Finance   Exchange         31-Dec 
                               2005   inflow   leases    movements          2005 
                          (Audited)                                  (Unaudited) 
                               £000     £000      £000        £000          £000 
---------------            --------  -------   -------   ---------     --------- 
Cash at bank and in hand     17,323    2,967         -         196        20,486 
Overdrafts                       -      (29)        -           -           (29) 
---------------            --------  -------   -------   ---------     --------- 
                             17,323    2,938         -         196        20,457 
Finance leases                (244)     142       (14)        (12)         (128) 
---------------            --------  -------   -------   ---------     --------- 
Total                        17,079    3,080       (14)        184        20,329 
---------------            --------  -------   -------   ---------     --------- 
 
 
M&C SAATCHI PLC 
 
NOTES FORMING PART OF THE PRELIMINARY FINANCIAL STATEMENTS FOR THE YEAR ENDED 
31st DECEMBER 2005 (Continued) 
 
 
11. RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET FUNDS 
 
                              Unaudited    Unaudited      Audited      Audited 
                             Year ended   Year ended   Year ended   Year ended 
                                   2005         2005         2004         2004 
                                   £000         £000         £000         £000 
-----------------------          --------     --------      -------      ------- 
Increase in cash in the 
year                              2,967                    12,375 
Cash outflow from decrease 
In lease financing                  142                       225 
Inception of finance 
leases                              (14)                      (31) 
Exchange differences                184                       (87) 
Overdraft                           (29)                        - 
Cash outflow from 
repayment of bank loan                -                        21 
-----------------------          --------     --------      -------      ------- 
Movement in net funds in 
the year                                       3,250                    12,503 
Net funds at start of year                    17,079                     4,576 
-----------------------          --------     --------      -------      ------- 
Net funds at end of year                      20,329                    17,079 
-----------------------          --------     --------      -------      ------- 
 
 
 
 
                      This information is provided by RNS 
            The company news service from the London Stock Exchange 
 
END