REG-M&C Saatchi PLC Interim Results 2009 - Part 1
Released : 24/09/2009 06:00
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RNS Number : 5663Z
M&C Saatchi PLC
24 September 2009
M&C SAATCHI PLC
INTERIM RESULTS
SIX MONTHS TO
30TH JUNE 2009
24TH September 2009
GROUP HIGHLIGHTS
* Total revenues of £49.8m (2008: £51.8m)
* Headline operating profit £5.5m (2008: £7.7m)
* Headline profit before tax £5.4m (2008: £8.0m)
* Headline basic earnings per share 5.27p (2008: 8.62p)
* Interim dividend held at 0.87p
The headline results referred to above are stated before accounting for the
amortisation and impairment of acquired intangibles (including goodwill), the
fair value adjustment to minority put option liabilities and notional interest
on contingent consideration.
The reconciliation of the difference between the headline results and the
reported results (shown on page 7) is set out in note 4 on page 16. The
like-for-like revenue comparisons referred to in this report are stated after
excluding the impact of foreign currency movements and of discontinued
operations.
Commenting on the results, David Kershaw, the Chief Executive, said:
"We are pleased to report that M&C Saatchi continues to perform well in a very
challenging market. Group trading has stabilised against the second half of last
year and the business remains in good shape with strong cash flows and balance
sheet.
"As always, we remain focused on providing a great service to our clients,
winning new business and managing costs. Where the possibility exists for
significant returns, we will continue to invest in order to provide the basis
for future growth. Accordingly, we have opened three new offices this year and
we are also extending our current brands into new markets.
"The outlook for the full year remains in line with management expectations."
For further information please call:
M&C Saatchi 020-7543-4500
David Kershaw
Tulchan Communications 020-7353-4200
Susanna Voyle
Tom Rayner
Numis Securities 020-7260-1000
Lee Aston, NOMAD
Charles Farquhar, corporate broking
SUMMARY OF RESULTS
Overview
The Board of M&C Saatchi plc announces the unaudited results for the six months
ending 30 June 2009.
In the first six months of 2009 our clients have faced unprecedented pressure to
reduce costs and improve efficiency in the face of the current economic climate.
This has impacted both revenue and profitability. Given this backdrop, we are
pleased with these results. The business is in good shape, our clients remain
loyal and the balance sheet and cash flows are strong. The environment, however,
remains difficult and we are focused on managing costs and responding to the
challenges that the industry is facing and, despite the depressed conditions,
will continue to invest in the future.
The Group is reporting a revenue reduction of 3.8% to £49.8m (2008: £51.8m) and
on a like-for-like basis, eliminating the positive impact of exchange rate
movements on the overseas revenue, the reduction is 7.5%.
The headline operating profit is down by 28.4% to £5.5m (2008: £7.7m). The
headline operating margin has declined to 11.1% (2008: 14.9%).
We have continued with our stated strategy of investing in new geographies and
new businesses that we believe are important drivers for future growth. This
year we have opened new offices in Geneva, Sao Paulo and Tokyo and the early
signs are promising. The expectation is that these businesses will incur losses
in the first two years of operation and the impact on this period's results has
been, as planned, a revenue contribution of £0.2m and an operating loss of
£0.6m. Excluding this investment, the headline operating margin for the Group
was 12.3%.
Managing costs is a key focus for the Group. The reported results show a revenue
decrease of 3.8% compared to an overall cost increase of 0.5% and hence the
operating margin decline. The overall cost increase is due to the costs incurred
(£0.7m) opening the three new offices. Excluding these costs there was a net
year on year decrease of 1.2%.
The contribution from the Group's associate in Spain was a loss of £0.1m (2008:
£0.1m loss) and reflects the continued difficult trading conditions in that
country.
The Group incurred a net interest charge of £0.1m, compared to a net
contribution of £0.3m last year. This was principally due to a tighter working
capital environment.
The Group's tax rate has increased to 34.5% (2008: 31.7%), due to the unutilised
losses trapped in the new offices.
The profits attributable to the Group's minorities decreased by 16% to £0.26m
(2008: £0.31m).
The weighted average number of shares increased to 60.9m from the position at
the end of 2008 (60.0m) as a result of shares issued to satisfy the acquisition
of the Group's minority in Talk PR and M&C Saatchi Sports and Entertainment. The
number of shares in issue at the 30 June 2009 was 61.5m.
The net result of all of the above was that the headline basic earning per share
decreased to 5.27p (2008: 8.62p).
The board is recommending that we hold the interim dividend at 0.87p per share.
Cash Flow and Group Debt.
At 30 June 2009 the Group had net debt of £0.4m. Cash balances across the Group
stood at £4.5m down from £9.3m at end of 2008, and we were utilising £4.9m of
the three-year facility provided by RBS which continues until 2011.
During the period the Group generated free cash flow of £3.8m. There was a
working capital outflow of £6.0m and a debt repayment of £1.7m. The Group paid
£0.3m acquiring some of its minority interests (The detail is set out in note 11
to the interim accounts). Other net outflows including exchange revaluations
totalled £0.6m. The total net outflow was £4.8m.
REVIEW OF OPERATIONS
UK
Trading in the UK is tough in comparison to previous years. Clients started to
reduce communication budgets in the face of the economic headwinds in the last
quarter of 2008, but we saw little impact on fees. In 2009 we are seeing
significant pressure being applied to fees to reflect the reduction in activity.
Revenue declined by 6% to £23.8m (2008: £25.2m) and the headline operating
profit declined to £5.0m (2008: £5.8m). Excluding the impact of the Group
recharges the headline operating margin declined to 21.1% (2008: 23.1%).
We are monitoring costs carefully; focusing on maintaining margin whilst being
careful to maintain sufficient resource to properly service clients. In spite of
the drop compared to last year, the headline operating margin of our UK business
remains healthy. Nevertheless we are taking steps to reduce our variable costs
which have been reduced by 3.3% compared to the same period last year and we
will continue to focus on costs as future revenue levels become clearer.
Important new revenue in this period came from the Department of Health's
"Change 4 Life" anti obesity campaign, which was won last year, as well as
assignments from Boots (Boots Advantage Card), The Carphone Warehouse, Castrol
(sports sponsorship) and for the State of Georgia.
Clear
Clear's project-based business was the first to be seriously affected by the
economic downturn. Revenue declined significantly in the fourth quarter of 2008,
but has since shown resilience and revenue in the first half of this year is 9%
above the second half 2008.
Costs have been reduced by 15% compared with the levels in the first half of
last year and while the margin has fallen compared with last year's level of
27.2%, it remains healthy at 19.6%.
Europe
It is as tough in continental Europe as it is in the UK. There are few new
business opportunities and clients are cutting activity and looking for fee
reductions. The weakness of sterling is the cause of the reported revenue
increase of 9.7% to £4.5m (2008: £4.1m). Using constant rates the revenue has
reduced by 4.9%.
Again, using constant rates, the costs across our two offices has increased by
1.7% and that reflects the growth of the Paris office prior to the downturn.
There are few short-term cost savings to be achieved due to employment
legislation, particularly in France, but if the recession persists further
action will be taken to manage the margin which has declined to 9.9% (2008:
12.4%).
Asia and Australia
A comparatively strong performance from this region. On a like-for-like basis,
excluding the impact of the offices closed last year and using constant exchange
rates, revenue has increased by 1.5%.
Australia had a good first six months with a like-for-like revenue increase of
7%. Important new assignments have come from Freedom Furniture, Mitre 10, KR
Castlemaine and Deacons. The offices in Greater China (Hong Kong and Shanghai)
are also gaining momentum, reporting a like-for-like revenue increase of 9%.
Elsewhere in the region it is more difficult. Revenue was flat in Malaysia and
there were declines in New Zealand and India.
The headline operating profit increase of 56% includes the benefit of
eliminating the 0.5m losses incurred in Thailand and Singapore last year.
Excluding this effect, the headline operating profit remained flat at £1.6m and
the headline operating margin declined marginally to 11.5% (2008: 12.3%).
America
Our office in Los Angeles was one of the first to suffer from the economic
downturn and it remains difficult. On a like-for-like basis revenue declined by
36%. Clients have continued to reduce spend and Ketel One, an important and
valued client, was lost following the sale of the brand to Diageo.
New Offices
As we reported in March, in spite of the difficult trading environment we have
been pursuing opportunities to expand organically by opening new businesses and
extending existing businesses into new markets.
We opened new offices in Geneva in February, Sao Paulo in March and Tokyo in
August. It is still very early in their life cycle but they are trading in line
with expectations.
During the period the new offices contributed £0.2m of new revenue and incurred
an operating loss of £0.6m.
Outlook
The outlook for the full year remains in line with management expectations.
In the current environment long-term forecasting is difficult, but what we can
see suggests that conditions will remain depressed for the medium term as long
as the budget outlook for our clients remains uncertain.
We believe however the Group is in good shape. Resource levels are being tightly
managed, the balance sheet is strong, and we will continue to seek further
opportunities to provide the basis for future growth.
This report comments on the unaudited consolidated income statement of M&C
Saatchi plc (the "Group") for the six months to 30 June 2009 compared with
unaudited consolidated income statement for the same period in 2008. The report
also comments on the numbers before the impact of fair value adjustments to
minority shareholder put option liabilities and amortisation and impairment of
intangible assets (headline numbers).
M&C SAATCHI PLC
UNAUDITED CONSOLIDATED INCOME STATEMENT
AT 30 JUNE 2009
Six months Six months Year
ended ended ended
30 June 2009 30 June 2008 31 December
2008
Note £000 £000 £000
Billings 174,622 222,753 436,506
Revenue 4 49,801 51,769 104,383
Operating costs (44,339) (44,514) (93,617)
Operating profit 4 5,462 7,255 10,766
Share of results of associates (107) (114) (81)
Impairment of associate - - (2,400)
Finance income 6 564 978 3,350
Finance costs 7 (198) (572) (1,142)
Profit before taxation 4 5,721 7,547 10,493
Taxation on profits 8 (1,865) (2,470) (3,904)
Profit for the financial period 3,856 5,077 6,589
Profit attributable to:
Equity shareholders of the Group 4 3,593 4,763 6,021
Minority interests 263 314 568
3,856 5,077 6,589
Earnings per share 4
Basic 5.90p 8.06p 10.04p
Diluted 5.75p 7.50p 9.75p
Headline results 4
Operating profit 5,527 7,721 13,739
Profit before tax 5,357 7,962 14,095
Profit attributable to equity shareholders 3,210 5,096 9,024
HEADLINE Earnings per share 4
Basic 5.27p 8.62p 15.05p
Diluted 5.14p 8.02p 14.62p
M&C SAATCHI PLC
UNAUDITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
AT 30 JUNE 2009
Six months Six months Year
ended ended ended
30 June 2009 30 June 2008
31 December
2008
£000 £000 £000
Profit for the period 3,856 5,077 6,589
Other comprehensive income:
Exchange differences on translating foreign operations (990) 566 2,403
before tax
Tax benefit / (expense) 135 (103) (311)
Other comprehensive income for the period net of tax (855) 463 2,092
Total comprehensive income for the period 3,001 5,540 8,681
Total comprehensive income attributable to:
Equity shareholders of the Company 2,802 5,222 7,952
Minority interests 199 318 729
3,001 5,540 8,681
M&C SAATCHI PLC
UNAUDITED CONSOLIDATED BALANCE SHEET
AT 30 JUNE 2009
30 June 2009 30 June 2008 31 December
2008
£000 £000 £000
NON CURRENT ASSETS
Intangible assets 58,209 63,568 58,114
Investments in associates 1,585 4,098 1,711
Plant and equipment 3,977 3,943 4,239
Deferred tax assets 1,919 2,078 1,924
Other non current assets 1,543 544 707
67,233 74,231 66,695
CURRENT ASSETS
Trade and other receivables 49,581 64,088 60,784
Current tax assets 781 206 649
Cash and cash equivalents 4,470 1,980 9,271
54,832 66,274 70,704
CURRENT LIABILITIES
Trade and other payables (57,197) (70,360) (73,583)
Current tax liabilities (2,778) (1,904) (3,030)
Other financial liabilities (3) (13) (37)
Deferred and contingent consideration (229) (112) (116)
Minority shareholder put options liabilities (508) (1,983) (1,881)
(60,715) (74,372) (78,647)
Net current liabilities (5,883) (8,098) (7,943)
Total assets less current liabilities 61,350 66,133 58,752
Non current liabilities
Deferred tax liabilities (924) (1,526) (928)
Other financial liabilities (4,861) (7,468) (6,702)
Deferred and contingent consideration - (4,917) -
Minority shareholder put options liabilities (1,824) (3,268) (1,816)
Other non current liabilities (524) (1,344) (483)
(8,133) (18,523) (9,929)
Net assets 53,217 47,610 48,823
M&C SAATCHI PLC
UNAUDITED CONSOLIDATED BALANCE SHEET (CONTINUED)
AT 30 JUNE 2009
30 June 2009 30 June 2008 31 December
2008
£000 £000 £000
Equity
Equity attributable to shareholders of the parent
Share capital 622 610 615
Share premium 12,758 12,758 12,758
Merger reserve 22,257 21,685 21,777
Treasury reserve (792) (792) (792)
Minority interest put option reserve (4,062) (4,436) (4,463)
Foreign exchange reserve 1,458 777 2,249
Retained earnings 20,110 16,552 15,869
Total shareholders' equity 52,351 47,154 48,013
Minority interestS 866 456 810
TOTAL EQUITY 53,217 47,610 48,823
M&C SAATCHI PLC
UNAUDITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
SIX MONTHS ENDED 30 JUNE 2009
Share capital Share premium Merger reserve Treasury reserve Minority interest put option reserve Translation of foreign operations Retained earnings Subtotal Minority interests Total
£000 £000 £000 £000 £000 £000 £000 £000 £000 £000
31 December 2007 597 12,758 20,285 (792) (6,876) 318 9,053 35,343 555 35,898
Reserve movements for the Year ending 31 December 2008
Issue of shares for acquisitions 18 - 1,925 - - - - 1,943 - 1,943
Repayment of minority share capital - - - - - - - - (19) (19)
Exercise of minority put options - - - - 2,413 - 2,657 5,070 (19) 5,051
Transfer to majority reserves - - - - - - (212) (212) 212 -
Transfer of reserves - - (433) - - - 433 - - -
Equity settled share based payments - - - - - - 104 104 - 104
Dividends - - - - - - (2,187) (2,187) (648) (2,835)
Total comprehensive income for the year - - - - - 1,931 6,021 7,952 729 8,681
31 December 2008 615 12,758 21,777 (792) (4,463) 2,249 15,869 48,013 810 48,823
Reserve movements for the Six months ending 30 June 2009
Issue of shares to new minorities - - - - - - - - 102 102
Issue of shares for acquisitions 7 - 480 - - - - 487 - 487
Exercise of minority put options - - - - 401 - 537 938 (57) 881
Equity settled share based payments - - - - - - 111 111 - 111
Dividends - - - - - - - - (188) (188)
Total comprehensive income for the period - - - - - (791) 3,593 2,802 199 3,001
30 June 2009 622 12,758 22,257 (792) (4,062) 1,458 20,110 52,351 866 53,217
M&C SAATCHI PLC
UNAUDITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (CONTINUED)
SIX MONTHS ENDED 30 JUNE 2009
Share capital Share premium Merger reserve Treasury reserve Minority interest put option reserve Translation of foreign operations Retained earnings Subtotal Minority interests Total
£000 £000 £000 £000 £000 £000 £000 £000 £000 £000
31 December 2007 597 12,758 20,285 (792) (6,876) 318 9,053 35,343 555 35,898
Reserve movements for the Six month ending 30 June 2008
Issue of shares for acquisitions 13 - 1,400 - - - 71 1,484 - 1,484
Exercise of minority put options - - - - 2,440 - 2,619 5,059 - 5,059
Equity settled share based payments - - - - - - 125 125 - 125
Transfer between majority and minority reserves - - - - - - (79) (79) 79 -
Dividends - - - - - - - - (496) (496)
Total comprehensive income for the period - - - - - 459 4,763 5,222 318 5,540
30 June 2008 610 12,758 21,685 (792) (4,436) 777 16,552 47,154 456 47,610
M&C SAATCHI PLC
UNAUDITED CONSOLIDATED CASH FLOW STATEMENT
SIX MONTHS ENDED 30 JUNE 2009
Six months ended Six months ended Year
30 June 2009 30 June 2008 ended
31 December
2008
Notes £000 £000 £000
Cash generated from operations 10 688 2,921 15,050
Tax paid (1,923) (2,159) (3,592)
Net cash (Out) / In flow from operating activities (1,235) 762 11,458
Acquisitions 11 (333) (14,082) (14,156)
Proceeds from sale of plant and equipment 9 4 5
Purchase of plant and equipment (863) (627) (1,605)
Purchase of capitalised software (28) (41) (100)
Dividends received from associates - 56 125
Interest earned from cash held by trading entities 134 737 1,401
Interest received on centrally held cash - 7 10
Net cash consumed by investing activities (1,081) (13,946) (14,320)
Dividends paid - - (2,187)
Minority dividends paid (189) (496) (648)
Subsidiaries' purchase of own shares from minorities 111 - (19)
Repayment of finance leases (12) (10) (12)
Inception of bank loans - 10,722 12,620
Repayment of bank loans (1,705) (11,780) (14,703)
Interest paid (197) (403) (974)
Interest on finance leases - - (1)
Net cash consumed from financing activities (1,992) (1,967) (5,924)
Net decrease in cash and cash equivalents (4,308) (15,151) (8,786)
Cash and cash equivalents at the beginning of the period 9,271 16,895 16,895
Effect of exchange rate changes (493) 236 1,162
Cash and cash equivalents at the end of the period 4,470 1,980 9,271
1. GENERAL INFORMATION
The Company is a public limited company incorporated and domiciled in the UK.
The address of its registered office is 36 Golden Square, London W1F 9EE.
The Company has its primary listing on the AiM market of the London Stock
Exchange.
This condensed consolidated half-yearly financial information was approved for
issue on 23 September 2009.
This interim report does not constitute the Group's statutory accounts. The
information presented in relation to 31 December 2008 is extracted from the
statutory financial statements for the year then ended and which have been
delivered to the Registrar of Companies. The auditors' report on the statutory
financial statements for the year ended 31 December 2008 was unqualified, did
not include references to any matters to which the auditors drew attention by
way of emphasis without qualifying their report(s) and did not contain
statements under S237(2) or (3) of the Companies Act 1985.
2. Basis of preparation
This condensed consolidated half-yearly financial information for the half-year
ended 30 June 2009 has been prepared in accordance with the AiM Rules for
companies. The half-yearly condensed consolidated financial report should be
read in conjunction with the annual financial statements for the year ended 31
December 2008.
3. Accounting policies
The financial information in these interim results is that of the holding
company and all of its subsidiaries (the Group). It has been prepared in
accordance with the recognition and measurement requirements of International
Financial Reporting Standards as adopted for use in the EU (IFRSs). The
accounting policies applied by the Group in this financial information are the
same as those applied by the Group in its financial statements for the year
ended 31 December 2008 and which will form the basis of the 2009 financial
statements, except as described below.
A number of new and amended standards become effective for periods beginning on
or after 1 January 2009. The principal changes that are relevant to the Group
are:
IFRS 8 Operating Segments is a disclosure standard only; there has been no
effect on the reported results or previous financial position of the Group. The
segments reported in these interims results reflect the guidance under IFRS 8
and full note disclosures will be provided in the 2009 financial statements.
IAS 1 Presentation of Financial Statements (revised 2007) has introduced a
number of terminology changes (including new titles for the condensed financial
statements) and has resulted in a number of changes in presentation and
disclosure. There has been no effect on the reported results or previous
financial position of the Group. Full supporting note disclosures will be
provided in the 2009 financial statements.
None of the other new standards and amendments is expected materially to affect
the Group.
4. Earnings per share and reconciliation between headline and statutory results
Six months ended 30 June 2009 Reported results Amortisation of acquired intangibles & write off of Fair value adjustments to minority put option liabilities Notional interest on deferred consideration Headline & Segmental results
goodwill
£000 £000 £000 £000 £000
Revenue 49,801 - - - 49,801
Operating profit 5,462 65 - - 5,527
Share of results of associates (107) - - - (107)
More to follow