Interim Results - June 2010

Released : 30/09/2010 07:00

RNS Number : 5419T

M&C Saatchi PLC

30 September 2010

 

 

 

M&C SAATCHI PLC

 

 

INTERIM RESULTS

 

 

SIX MONTHS TO

30 JUNE 2010

 

 

 

 

 

 

30 September 2010

 


 

GROUP INTERIM HIGHLIGHTS

 

·    Total revenues up 17% to £58.2m (2009: £49.8m)

 

·    Like-for-like revenue up 11% at £55.3m (2009: £49.8m)

 

·    Headline* operating profit up 13% to £6.3m (2009: £5.5m)

 

·    Headline* profit before tax up 17% to £6.3m (2009: £5.4m)

 

·    Headline* basic earnings per share up 23% to 6.49p (2009: 5.27p)

 

·    Interim dividend held at  0.87p

 

David Kershaw, Chief Executive, said:

"The Group has started the year well in what remains a challenging market. We have delivered significant revenue momentum and good earnings growth - with revenue and headline profit before tax both up 17% on last year and organic revenues up 11%.

"These results have been driven by both new business wins and continued cost control. The work we have done to expand geographically with new office openings and leverage of our brands across that network is starting to bear fruit. In overall terms, the business remains in good shape with positive cash flows and a strong balance sheet.

"Looking ahead, the environment remains uncertain with limited visibility. Current trading, however, is strong and we continue to manage resources tightly while also seeking further opportunities that will provide the basis for future growth. We therefore remain confident that M&C Saatchi plc will continue to make good progress in the full year and beyond."

 

For further information please call:

M&C Saatchi                            020-7543-4500
David Kershaw

Tulchan Communications        020-7353-4200
Susanna Voyle
Ashling Cashmore

Numis Securities                      020-7260-1000
Richard Thomas, NOMAD
Charles Farquhar, corporate broking

*      Headline results are stated before accounting for the amortisation of acquired intangibles (including goodwill), the fair value adjustment to minority put option liabilities and call option revaluations. The reconciliation of the difference between the headline results and the reported results is set out in note 4 on page 15. 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.


 

SUMMARY OF RESULTS

Overview

The Board of M&C Saatchi plc announces the unaudited results for the six months ended 30 June 2010.

We are pleased to report a good set of results for the first six months of 2010 which saw revenue growth of 17% to £58.2m (2009: £49.8m). Like-for-like revenue growth, which excludes the impact of exchange rate movements, acquisitions and discontinued operations, increased by 11% to £55.3m.

Headline operating profit increased 13% to £6.3m (2009: £5.5m). Regionally, there was an especially good first half performances from Europe and, in terms of divisions, from Clear. The headline operating margin dipped from 11.1% in 2009 to 10.7%, with some erosion from pricing pressure in Asia and Australasia.

There was a modest net interest charge of £37k (2009: £63k) and a profit contribution of £31k from the Group's associate in Spain (2009: loss of £107k). This left a headline profit before tax for the Group of £6.3m (2009: £5.4m), up 17% on last year.

The Group's headline tax rate has increased to 36.2% (2009: 34.5%), due to IFRS 3 no longer allowing investment expenses, on which we do not get a tax credit, to be capitalised and the return to profit of our higher tax rate US operations.

In addition, the non controlling interest charge reduced to £8k (2009: £263k) as under IAS27 losses are now attributable to minority shareholders as well as profits.

The headline profit attributable to the equity shareholders of the Group increased 24% to £4.0m.

Headline basic EPS grew 23% to 6.49p (2009: 5.27p).

As at 30 June 2010 the Group had net cash of £6.4m. Cash balances across the Group stood at £12.8m, down from £15.1m at the end of 2009, and we were utilising £6.4m of the £18.0m three-year facility provided by RBS, which continues until 2011.

During the period the Group generated free cash flow of £4.2m. There was a working capital outflow of £6.0m and £1.9m paid in dividends. The Group paid £2.6m for acquisitions that held £1.1m of cash (further detail is set out in note 11 to the interim accounts). The Group received £0.6m as a down payment on disposal of a non-controlling shareholding and £2.0m from debt drawdown. Exchange rate movements meant our cash position improved by £0.3m. The total net outflow was £2.3m.

While the business has made good progress in the first half, the outlook remains uncertain and, given this backdrop, the Board has decided to hold the interim dividend at 0.87p a share. This is a reflection of the fact that the dividend has been held since 2008, in the face of the difficult economic conditions. The Board is mindful of the need to provide a progressive dividend and will review the full-year payout in the light of that need and the performance for the year as a whole at a time when we should have greater clarity on the outlook for the Group and the markets in which we operate.

 


 

REVIEW OF OPERATIONS

 

UK

Trading in the UK remained tough. The new business performance was very good with notable wins from iShares, Mail on Sunday, Network Rail, the Olympic Delivery Authority, Bathstore, the Conservative Party, FTI Consulting, the Turkish Tourist Board, IKEA and Netjets. There were, however, client losses. We completed 2009 without any major client reviews. This year, however, we have lost Fosters, Lucozade and Halfords on the content front after reviews. In addition, the Change4Life campaign has been cancelled as part of the new Government's cost-saving measures.

Revenue increased by 6% to £25.3m (2009: £23.8m) and the headline operating profit increased to £5.3m (2009: £5.0m). Excluding the impact of the Group recharges, the headline operating margin was steady at 21.0% (2009: 21.1%), which was especially pleasing in the context of a very competitive media buying market.

 

Clear

Clear, our project-based consultancy, started the year positively after a difficult couple of years. Revenue rose 14% to £5.4m (2009: £4.7m) and Clear's operating margin increased to 22.3% (2009: 19.6%).The new offices in the US and Asia are trading well and a further office has been opened in Australia. New assignments have been won from Barclays, Celgene, Coors, Philips and Skandia.

 

Europe

The market within Continental Europe remained as challenging as in the UK. Our offices, however, performed favourably in the first half, in particular in Germany. Revenues increased 11% to £5.1m (2009: £4.6m).

Using constant exchange rates and stripping out the effect of the Sterling strengthening, revenue increased by 14%. 


 

Asia and Australasia

Asia and Australasia returned a comparatively strong performance in revenue terms. On a like-for-like basis and using constant exchange rates, revenue increased by 14%. Operating profit, however, rose by 9%, with some erosion of operating margin which fell to 7.9% from 9.6% in 2009, primarily due to pricing pressure in the Australian market.

Australia had a good first six months, with important new business wins from Brand Australia, David Jones and ING. Greater China (Beijing, Shanghai, Guangzhow and Hong Kong) continued to gain momentum, while Malaysia added a strong profit contribution and won new business from Volkswagen, the Malaysian stock exchange Bursa Malaysia and MAB (who manage and run all Malaysian airports). Elsewhere in the region, New Zealand and India were relatively weak.

 

Americas

Los Angeles made a good start to the year, winning business from the California Department of Public Health, Epson and the Hotel Bel Air. Brazil's trading improved and they are approaching profitability after 18 months of operation. Total Americas revenues using constant exchange rates were up 27%, with published revenues of £1.7m (2009: £1.3m).

 

New Offices

We opened new offices in Cape Town in February and in Milan in June. 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 £0.3m.

 

Outlook

Looking ahead, the environment remains uncertain with limited visibility around our clients' exposure to economic pressures. Current trading, however, is strong and we continue to manage resources tightly while also seeking further opportunities that will provide the basis for future growth. We therefore remain confident that M&C Saatchi plc will continue to make good progress in the full year and beyond.

 

This report comments on the unaudited consolidated income statement of M&C Saatchi plc (the "Group") for the six months to 30 June 2010 compared with unaudited consolidated income statement for the same period in 2009.  The report also comments on the numbers before accounting for the amortisation of acquired intangibles (including goodwill), the fair value adjustment to minority put option liabilities and call option revaluations.

 

M&C SAATCHI PLC

UNAUDITED CONSOLIDATED INCOME STATEMENT

AT 30 JUNE 2010

 

 

 

Six months

ended

30 June 2010

 

 

 

 

Six months

ended

30 June 2009

 

 

Year

ended

31 December

2009

 

 

Note

 

£000

 

 

 

£000

 

£000

 

 

 

 

 

 

 

 

 

 

BILLINGS

 

 

217,006

 

 

 

174,622

 

370,764

 

 

 

 

 

 

 

 

 

 

REVENUE

4

 

58,227

 

 

 

49,801

 

103,435

 

 

 

 

 

 

 

 

 

 

Operating costs

 

 

(52,088)

 

 

 

(44,339)

 

(93,257)

 

 

 

 

 

 

 

 

 

 

OPERATING PROFIT

4

 

6,139

 

 

 

5,462

 

10,178

 

 

 

 

 

 

 

 

 

 

Share of results of associates

 

 

31

 

 

 

(107)

 

64

Finance income

6

 

127

 

 

 

564

 

386

Finance costs

7

 

(1,456)

 

 

 

(198)

 

(369)

 

 

 

 

 

 

 

 

 

 

PROFIT BEFORE TAXATION

4

 

4,841

 

 

 

5,721

 

10,259

 

 

 

 

 

 

 

 

 

 

Taxation on profits

8

 

(2,232)

 

 

 

(1,865)

 

(3,666)

 

 

 

 

 

 

 

 

 

 

PROFIT FOR THE FINANCIAL PERIOD

 

 

2,609

 

 

 

3,856

 

6,593

 

 

 

 

 

 

 

 

 

 

Profit attributable to:

 

 

 

 

 

 

 

 

 

Equity shareholders of the Group

4

 

2,601

 

 

 

3,593

 

6,223

Non controlling interest

 

 

8

 

 

 

263

 

370

 

 

 

 

 

 

 

 

 

 

 

 

 

2,609

 

 

 

3,856

 

6,593

 

 

 

 

 

 

 

 

 

 

EARNINGS PER SHARE

4

 

 

 

 

 

 

 

 

Basic

 

 

4.22p

 

 

 

5.90p

 

10.17p

Diluted

 

 

4.09p

 

 

 

5.75p

 

9.69p

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

M&C SAATCHI PLC

UNAUDITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

AT 30 JUNE 2010

 

 

 

 

Six months

ended

30 June 2010

 

 

 

 

Six months

ended

30 June 2009

 

 

Year

ended

31 December

2009

 

 

 

 

£000

 

 

 

£000

 

£000

 

Profit for the period

 

 

 

2,609

 

 

 

 

3,856

 

 

6,593

Other comprehensive income:

 

 

 

 

 

 

 

 

 

Exchange differences on translating foreign operations before  tax

 

 

(313)

 

 

 

(990)

 

(193)

Tax benefit / (expense)

 

 

-

 

 

 

135

 

92

Other comprehensive income for the period net of tax

 

 

(313)

 

 

 

(855)

 

(101)

 

 

 

 

 

 

 

 

 

 

Total comprehensive income for the period

 

 

2,296

 

 

 

 

3,001

 

 

6,492

 

Total comprehensive income attributable to:

 

 

 

 

 

 

 

 

 

Equity shareholders of the Group

 

 

2,288

 

 

 

2,802

 

6,122

Non controlling  interests

 

 

8

 

 

 

199

 

370

 

 

 

2,296

 

 

 

3,001

 

6,492

 

 

M&C SAATCHI PLC

UNAUDITED CONSOLIDATED BALANCE SHEET

AT 30 JUNE 2010

 

 

 

30 June 2010

 

 

 

30 June 2009

 

31 December

2009

 

 

 

 

£000

 

 

 

£000

 

£000

NON CURRENT ASSETS

 

 

 

 

 

 

 

 

 

Intangible assets

 

 

60,957

 

 

 

58,209

 

58,394

Investments in associates

 

 

1,745

 

 

 

1,585

 

1,730

Plant and equipment

 

 

4,415

 

 

 

3,977

 

4,353

Deferred tax assets

 

 

1,919

 

 

 

1,919

 

1,900

Other non current assets

 

 

4,224

 

 

 

1,543

 

1,787

 

 

 

73,260

 

 

 

67,233

 

68,164

 

 

 

 

 

 

 

 

 

 

CURRENT ASSETS

 

 

 

 

 

 

 

 

 

Trade and other receivables

 

 

57,429

 

 

 

49,581

 

53,844

Current tax assets

 

 

83

 

 

 

781

 

89

Cash and cash equivalents

 

 

12,809

 

 

 

4,470

 

15,111

 

 

 

70,321

 

 

 

54,832

 

69,044

 

 

 

 

 

 

 

 

 

 

CURRENT LIABILITIES

 

 

 

 

 

 

 

 

 

Trade and other payables

 

 

(71,407)

 

 

 

(57,197)

 

(72,278)

Current tax liabilities

 

 

(1,794)

 

 

 

(2,778)

 

(2,000)

Other financial liabilities

 

 

(954)

 

 

 

(3)

 

(26)

Deferred and contingent consideration

 

 

(1,665)

 

 

 

(229)

 

(229)

Minority shareholder put options liabilities

 

 

(964)

 

 

 

(508)

 

(1,089)

 

 

 

(76,784)

 

 

 

(60,715)

 

(75,622)

 

 

 

 

 

 

 

 

 

 

NET CURRENT LIABILITIES

 

 

(6,463)

 

 

 

(5,883)

 

(6,578)

 

 

 

 

 

 

 

 

 

 

TOTAL ASSETS LESS CURRENT LIABILITIES

 

 

66,797

 

 

 

61,350

 

61,586

 

 

 

 

 

 

 

 

 

 

NON CURRENT LIABILITIES

 

 

 

 

 

 

 

 

 

Deferred tax liabilities

 

 

(836)

 

 

 

(924)

 

(871)

Other financial liabilities

 

 

(5,484)

 

 

 

(4,861)

 

(4,447)

Deferred and contingent consideration

 

 

-

 

 

 

-

 

-

Minority shareholder put options liabilities

 

 

(11,250)

 

 

 

(1,824)

 

(2,834)

Other non current liabilities

 

 

(425)

 

 

 

(524)

 

(318)

 

 

 

(17,995)

 

 

 

(8,133)

 

(8,470)

 

 

 

 

 

 

 

 

 

 

NET ASSETS

 

 

48,802

 

 

 

53,217

 

53,116

 

 

 

 

 

 

 

 

 

 

 


 

M&C SAATCHI PLC

UNAUDITED CONSOLIDATED BALANCE SHEET (CONTINUED)

AT 30 JUNE 2010

 

 

 

30 June 2010

 

 

 

30 June 2009

 

31 December

2009

 

 

 

 

£000

 

 

 

£000

 

£000

EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share capital

 

 

623

 

 

 

622

 

622

Share premium

 

 

12,758

 

 

 

12,758

 

12,758

Merger reserve

 

 

21,922

 

 

 

22,257

 

22,258

Treasury reserve

 

 

(792)

 

 

 

(792)

 

(792)

Minority interest put option reserve

 

 

(11,260)

 

 

 

(4,062)

 

(3,480)

Non controlling interest acquired

 

 

(119)

 

 

 

-

 

-

Foreign exchange reserve

 

 

1,835

 

 

 

1,458

 

2,148

Retained earnings

 

 

23,044

 

 

 

20,110

 

18,832

EQUITY ATTRIBUTABLE TO SHAREHOLDERS OF THE GROUP

 

 

48,011

 

 

 

52,351

 

52,346

 

 

 

 

 

 

 

 

 

 

NON CONTROLLING INTERESTS

 

 

791

 

 

 

866

 

770

 

 

 

 

 

 

 

 

 

 

TOTAL EQUITY

 

 

48,802

 

 

 

53,217

 

53,116

 

 

M&C SAATCHI PLC

UNAUDITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

SIX MONTHS ENDED 30 JUNE 2010

 

Share capital

Share premium

Merger reserve

Treasury reserve

Minority interest put option reserve

Non controlling interest acquired

Translation of foreign operations

Retained earnings

Subtotal

Non Controlling interests

Total

 

£000

£000

£000

£000

£000

£000

£000

£000

£000

£000

£000

 

 

 

 

 

 

 

 

 

 

 

 

31 December 2008

615

12,758

21,777

(792)

(4,463)

-

2,249

15,869

48,013

810

48,823

 

 

 

 

 

 

 

 

 

 

 

 

Reserve movements for the Year ending 31 December 2009

 

Issue of shares for  acquisitions

7

-

481

-

-

-

-

-

488

(58)

430

Issue of shares to minority

-

-

-

-

-

-

-

-

-

104

104

Exchange rate movements

-

-

-

-

(10)

-

-

-

(10)

(46)

(56)

Exercise of minority put options

-

-

-

-

401

-

-

537

938

-

938

Issue of minority put options

-

-

-

-

(1,737)

-

-

-

(1,737)

-

(1,737)

Cancellation of minority put options

-

-

-

-

2,329

-

-

(1,829)

500

-

500

Equity settled share based payments

-

-

-

-

-

-

-

251

251

-

251

Dividends

-

-

-

-

-

-

-

(2,219)

(2,219)

(410)

(2,629)

Total comprehensive income for the year

-

-

-

-

-

-

(101)

6,223

6,122

370

6,492

31 December 2009

622

12,758

22,258

(792)

(3,480)

-

2,148

18,832

52,346

770

53,116

 

 

 

 

 

 

 

 

 

 

 

 

Reserve movements for the Six months ending 30 June 2010

 

Issue of shares to new minorities

-

-

-

-

-

-

-

-

-

23

23

Acquisitions

-

-

-

-

-

-

-

-

-

200

200

Exchange rate movements

-

-

-

-

(1)

-

-

-

(1)

7

6

Exercise of share options

1

-

-

-

-

-

-

(1)

-

-

-

Issue of minority put options

-

-

-

-

(7,852)

-

-

-

(7,852)

-

(7,852)

Non controlling interest disposed

-

-

(336)

-

-

-

-

3,200

2,864

-

2,864

Non controlling interest acquired

-

-

-

-

73

(119)

-

-

(46)

-

(46)

Equity settled share based payments

-

-

-

-

-

-

-

185

185

-

185

Reclassification of cash to share settled options

-

-

-

-

-

-

-

(215)

(215)

-

(215)

Reclassification of share to cash settled options

-

-

-

-

-

-

-

134

134

-

134

Dividends

-

-

-

-

-

-

-

(1,692)

(1,692)

(217)

(1,909)

Total comprehensive income for the period

-

-

-

-

-

-

(313)

2,601

2,288

8

2,296

30 June 2010

623

12,758

21,922

(792)

(11,260)

(119)

1,835

23,044

48,011

791

48,802

M&C SAATCHI PLC

UNAUDITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (CONTINUED)

SIX MONTHS ENDED 30 JUNE 2010

 

Share capital

Share premium

Merger reserve

Treasury reserve

Minority interest put option reserve

Non controlling interest acquired

Translation of foreign operations

Retained earnings

Subtotal

Non Controlling interests

Total

 

£000

£000

£000

£000

£000

£000

£000

£000

£000

£000

£000

 

 

 

 

 

 

 

 

 

 

 

 

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 month 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 CASH FLOW STATEMENT

SIX MONTHS ENDED 30 JUNE 2010

 

 

 

 

Six months ended

30 June 2010

 

 

 

Six months ended

30 June 2009

 

Year

 ended

31 December

2009

 

Notes

 

£000

 

 

 

£000

 

£000

 

 

 

 

 

 

 

 

 

 

CASH GENERATED FROM OPERATIONS

10

 

1,227

 

 

 

688

 

16,971

Tax paid

 

 

(2,136)

 

 

 

(1,923)

 

(4,024)

NET CASH (OUT) / IN FLOW FROM OPERATING ACTIVITIES

 

 

(909)

 

 

 

(1,235)

 

12,947

 

 

 

 

 

 

 

 

 

 

Acquisitions

11

 

(1,525)

 

 

 

(333)

 

(536)

Disposals of non controlling shareholding

 

 

581

 

 

 

-

 

-

Proceeds from sale of plant and equipment

 

 

-

 

 

 

9

 

10

Purchase of plant and equipment

 

 

(747)

 

 

 

(863)

 

(1,715)

Purchase of capitalised software

 

 

(68)

 

 

 

(28)

 

(82)

Dividends received from associates

 

 

-

 

 

 

-

 

38

Interest earned from cash held by trading entities

 

 

110

 

 

 

134

 

215

NET CASH CONSUMED BY INVESTING ACTIVITIES

 

 

(1,649)

 

 

 

 

(1,081)

 

 

(2,070)

 

 

 

 

 

 

 

 

 

 

Dividends paid

 

 

(1,692)

 

 

 

-

 

(2,219)

Minority dividends paid

 

 

(217)

 

 

 

(189)

 

(410)

Subsidiaries' sale of own shares to minorities

 

 

10

 

 

 

111

 

118

Repayment of finance leases

 

 

(16)

 

 

 

(12)

 

(29)

Inception of bank loans

 

 

3,421

 

 

 

-

 

1

Repayment of bank loans

 

 

(1,370)

 

 

 

(1,705)

 

(2,154)

Interest paid

 

 

(140)

 

 

 

(197)

 

(350)

Interest on finance leases

 

 

-

 

 

 

-

 

(1)

NET CASH CONSUMED FROM FINANCING ACTIVITIES

 

 

(4)

 

 

 

 

(1,992)

 

 

(5,044)

 

 

 

 

 

 

 

 

 

 

NET (DECREASE) / INCREASE IN CASH AND CASH EQUIVALENTS

 

 

(2,562)

 

 

 

 

(4,308)

 

 

5,833

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents at the beginning of the period

 

 

15,111

 

 

 

9,271

 

9,271

Effect of exchange rate changes

 

 

260

 

 

 

(493)

 

7

CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD

 

 

12,809

 

 

 

 

4,470

 

 

15,111

 

 

 

 

 

 

 

 

 

 

 

 

NOTES TO THE INTERIM STATEMENTS

SIX MONTHS ENDED 30 JUNE 2010

 

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 consolidated half-yearly financial information was approved for issue on 29 September 2010.

These results do not constitute the Group's statutory accounts.  The information presented in relation to 31 December 2009 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 2009 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 Section 498 (2) or (3) of the Companies Act 2006.

 

2.   BASIS OF PREPARATION

 

This consolidated half-yearly financial information for the half-year ended 30 June 2010 has been prepared in accordance with the AIM Rules for companies. The half-yearly consolidated financial information should be read in conjunction with the annual financial statements for the year ended 31 December 2009.


 

 

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 2009 and which will form the basis of the 2010 financial statements, except as described below.

The Group has decided to define its new offices segment, as new offices created in the year (in our 2009 financial statements we stated that this segment would be for the first 2 years of a new office's life). This change has no effect, and would have no affect if it was reapplied to our 2009 financial statements.

A number of new and amended standards become effective for periods beginning on or after 1 January 2010.  The principal changes that are relevant to the Group are:

IFRS 3 Business Combinations (Revised); apart from no longer capitalising acquisition expenses, there has been no effect on the reported results or previous financial position of the Group.

IAS 27 Consolidated and separate financial statements (as amended) has had no effect on the previous financial position of the Group. However it has affected the reported results of the Group in the following ways:-

a) Non controlling interests. Where we have a loss making subsidiary whose losses are funded by the Group, previously and as stated in 2009 results 100% of those losses would be attributable to Equity holders of the Group, in 2010 the losses are shared between the Group and the non controlling interest, in proportion to the interests in the subsidiary. This change has resulted in the half years 2010 profits attributable to equity shareholders of the Group increasing by £273k.

b) Disposals of subsidiaries equity that does not affect control, no longer affect the value of Goodwill or create a profit / loss on disposal in the income statement. Proceeds less transfer to non controlling interests are credited directly to retained earnings. In the event that equity had previously been acquired under this revised standard then such a disposal will result in a release from Non controlling interest acquired reserve to retained earnings. 

c) Acquisition of subsidiaries equity that does not affect control, no longer changes the value of Goodwill. If a minority interest put option exists then the amount paid is provided by the minority shareholder put option liability, and its related minority interest put option reserve is taken to Non controlling interest acquired reserve. If no minority interest put option exists then the amount paid is taken to Non controlling interest acquired reserve. In both cases the share of net assets in Non controlling interest reserve, is transferred to the Non controlling interest acquired reserve.

 

 

 

 

NOTES TO THE INTERIM STATEMENTS

SIX MONTHS ENDED 30 JUNE 2010

4.   EARNINGS PER SHARE AND RECONCILIATION BETWEEN HEADLINE AND STATUTORY RESULTS

 

Six months ended 30 June 2010

 

Reported results

Amortisation of acquired intangibles

Fair value adjustments to minority put option liabilities

Revaluation of call option

Headline & Segmental results

 

 

 

£000

£000

£000

£000

£000

 

REVENUE

 

58,227

-

-

-

58,227

 

 

 

 

 

 

 

 

 

OPERATING PROFIT

 

6,139

120

-

-

6,259

 

Share of results of associates

 

31

-

-

-

31

 

Finance income

 

127

-

-

-

127

 

Finance expense

 

(1,456)

-

1,299

(6)

(163)

 

PROFIT BEFORE TAXATION

 

4,841

120

1,299

(6)

6,254

 

Taxation

 

(2,232)

(19)

-

-

(2,251)

 

PROFIT AFTER TAXATION

 

2,609

101

1,299

(6)

4,003

 

Non controlling interest

 

(8)

-

-

-

(8)

 

PROFIT ATTRIBUTABLE TO EQUITY HOLDERS OF THE GROUP

 

 

 

 

2,601

101

1,299

(6)

3,995

 

 

 

 

 

 

 

 

 

BASIC EARNINGS PER SHARE

 

 

 

 

 

 

 

 

 

 

Weighted average number of shares (thousands)

 

61,572

 

 

 

61,572

 

BASIC EPS

 

4.22p

 

 

 

6.49p

 

 

 

 

 

 

 

 

 

DILUTED EARNINGS PER SHARE

 

 

 

 

 

 

 

 

 

 

Weighted average number of shares (thousands) as above

 

61,572

 

 

 

61,572

 

Add

 

 

 

 

 

 

 

 - UK growth shares

 

976

 

 

 

976

 

 - Float options

 

128

 

 

 

128

 

 - LTIP options

 

929

 

 

 

929

 

Total

 

63,605

 

 

 

63,605

 

DILUTED EARNINGS PER SHARE

 

4.09p

 

 

 

6.28p

 

                 

 


 

 

Six months ended 30 June 2009

Reported results

Amortisation of acquired intangibles

Fair value adjustments to minority put option liabilities

Notional interest on deferred consideration

Headline & Segmental
results

 

 

£000

£000

£000

£000

£000

REVENUE

 

49,801

-

-

-

49,801

 

 

 

 

 

 

 

OPERATING PROFIT

 

5,462

65

-

-

5,527

Share of results of associates

 

(107)

-

-

-

(107)

Finance income

 

564

-

(429)

-

135

Finance expense

 

(198)

-

-

-

(198)

PROFIT BEFORE TAXATION

 

5,721

65

(429)

-

5,357

Taxation

 

(1,865)

(19)

-

-

(1,884)

PROFIT AFTER TAXATION

 

3,856

46

(429)

-

3,473

Non controlling interest

 

(263)

-

-

-

(263)

PROFIT ATTRIBUTABLE TO EQUITY HOLDERS OF THE GROUP

 

 

3,593

46

(429)

-

3,210

 

 

 

 

 

 

 

BASIC EARNINGS PER SHARE

 

 

 

 

 

 

 

Weighted average number of shares (thousands)

 

60,911

 

 

 

60,911

 

 

 

 

 

 

 

BASIC EPS

 

5.90p

 

 

 

5.27p

 

 

 

 

 

 

 

DILUTED EARNINGS PER SHARE

 

 

 

 

 

 

 

Weighted average number of shares (thousands) as above

 

60,911

 

 

 

60,911

Add

 

 

 

 

 

 

 - Float options

 

411

 

 

 

411

 - LTIP options

 

1,144

 

 

 

1,144

Total

 

62,466

 

 

 

62,466

DILUTED EARNINGS PER SHARE

 

5.75p

 

 

 

5.14p

 

 

Year ended 31 December 2009

 

Reported results

Amortisation of acquired intangibles

Loss on disposal of acquired intangibles

Fair value adjustments to minority put option liabilities

Revaluation of call option

Headline & Segmental results

 

 

£000

£000

£000

£000

£000

£000

REVENUE

 

103,435

-

-

-

-

103,435

 

 

 

 

 

 

 

 

OPERATING PROFIT

 

10,178

159

23

-

-

10,360

Share of results of associates

 

64

-

-

-

-

64

Finance income

 

386

-

-

(157)

-

229

Finance expense

 

(369)

-

-

-

4

(365)

PROFIT BEFORE TAXATION

 

10,259

159

23

(157)

4

10,288

Taxation

 

(3,666)

(37)

-

-

-

(3,703)

PROFIT AFTER TAXATION

 

6,593

122

23

(157)

4

6,585

Non controlling interest

 

(370)

-

-

-

-

(370)

PROFIT ATTRIBUTABLE TO EQUITY HOLDERS OF THE GROUP

 

 

 

6,223

122

23

(157)

4

6,215

 

 

 

 

 

 

 

 

BASIC EARNINGS PER SHARE

 

 

 

 

 

 

 

 

 

Weighted average number of shares (thousands)

 

61,218

 

 

 

 

61,218

BASIC EPS

 

10.17p

 

 

 

 

10.15p

 

 

 

 

 

 

 

 

DILUTED EARNINGS PER SHARE

 

 

 

 

 

 

 

 

 

Weighted average number of shares (thousands) as above

 

61,218

 

 

 

 

61,218

Add

 

 

 

 

 

 

 

- UK growth shares

 

1,583

 

 

 

 

1,583

 - Float options

 

411

 

 

 

 

411

 - LTIP options

 

1,034

 

 

 

 

1,034

Total

 

64,246

 

 

 

 

64,246

DILUTED EARNINGS PER SHARE

 

9.69p

 

 

 

 

9.67p

 

NOTES TO THE INTERIM STATEMENTS

SIX MONTHS ENDED 30 JUNE 2010

 

5.   SEGMENTAL INFORMATION

This segmental information is reconciled to the statutory results in Note 4.

Six months to 30 June 2010

 

UK

Europe

Asia & Australasia

Americas

New Offices

Clear

Total

 

 

£000

£000

£000

£000

£000

£000

£000

REVENUE

 

25,266

5,121

20,539

1,718

231

5,352

58,227

 

 

 

 

 

 

 

 

 

OPERATING PROFIT EXCLUDING GROUP COSTS

5,296

591

1,613

(103)

(342)

1,193

8,248

Group costs

 

(1,764)

(37)

(180)

(8)

-

-

(1,989)

Operating profit

 

3,532

554

1,433

(111)

(342)

1,193

6,259

Share of result of associate

-

31

-

-

-

-

31

Finance income

 

61

2

58

1

2

3

127

Finance costs

 

(112)

(29)

(12)

(10)

-

-

(163)

PROFIT BEFORE TAXATION

 

3,481

558

1,479

(120)

(340)

1,196

6,254

Taxation

 

(1,081)

(190)

(548)

(85)

-

(347)

(2,251)

PROFIT FOR THE PERIOD

 

2,400

368

931

(205)

(340)

849

4,003

Non controlling interest

 

(26)

(89)

(92)

31

170

(2)

(8)

PROFIT ATTRIBUTABLE TO EQUITY HOLDERS OF THE GROUP

2,374

279

839

(174)

(170)

847

3,995

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

HEADLINE BASIC EPS

 

 

 

 

 

 

6.49p

 

 

 

 

 

 

 

 

 

COSTS INCLUDED IN OPERATING PROFIT

 

 

 

 

 

Depreciation and amortisation of software

262

115

304

13

17

66

777

Share option charges

 

146

-

38

1

-

-

185

OFFICE LOCATION

London

Paris
Berlin Madrid Geneva

Sydney Melbourne Auckland Wellington
Kuala Lumpur
New Delhi Mumbai
Hong Kong Shanghai
Guangzhou
Tokyo

LA

Sao Paulo

Cape Town
Milan

London Amsterdam New York
Hong Kong

Sydney

 


 

 

 

Six months to 30 June 2009

 

UK

Europe

Asia & Australasia

Americas

New Offices

Clear

Total

 

 

£000

£000

£000

£000

£000

£000

£000

REVENUE

 

23,757

4,608

15,427

1,320

-

4,689

49,801

 

 

 

 

 

 

 

 

 

OPERATING PROFIT EXCLUDING GROUP COSTS

5,016

343

1,475

(575)

-

921

7,180

Group costs

 

(1,467)

(20)

(131)

(35)

-

-

(1,653)

Operating profit

 

3,549

323

1,344

(610)

-

921

5,527

Share of result of associate

-

(107)

-

-

-

-

(107)

Finance income

 

65

7

57

1

-

5

135

Finance costs

 

(161)

(35)

(2)

-

-

-

(198)

PROFIT BEFORE TAXATION

 

3,453

188

1,399

(609)

-

926

5,357

Taxation

 

(1,030)

(151)

(485)

82

-

(300)

(1,884)

PROFIT FOR THE PERIOD

 

2,423

37

914

(527)

-

626

3,473

Non controlling interest

 

(62)

(54)

(167)

20

-

-

(263)

PROFIT ATTRIBUTABLE TO EQUITY HOLDERS OF THE GROUP

2,361

(17)

747

(507)

-

626

3,210

 

 

 

 

 

 

 

 

 

HEADLINE BASIC EPS

 

 

 

 

 

 

5.27p

 

 

 

 

 

 

 

 

 

COSTS INCLUDED IN OPERATING PROFIT

 

 

 

 

 

Depreciation and amortisation of software

307

82

566

20

-

80

1,055

Share option charges

 

86

-

46

2

-

-

134

 

 

 

 

 

 

 

 

OFFICE LOCATION

London

Paris
Berlin Madrid Geneva

Sydney Melbourne Auckland Wellington
Kuala Lumpur
New Delhi Mumbai
Hong Kong Shanghai
Tokyo

LA

Sao Paulo

 

London Amsterdam New York
Hong Kong

Sydney

 

As new offices are offices that were opened in 2010 we have reanalysed this data to give the correct comparative.

 

 

Year Ended
31 December 2009

UK

Europe

Asia & Australasia

Americas

New Offices

Clear

Total

 

 

£000

£000

£000

£000

£000

£000

£000

REVENUE

 

49,079

9,639

33,583

2,635

-

8,499

103,435

 

 

 

 

 

 

 

 

 

OPERATING PROFIT EXCLUDING GROUP COSTS

 

10,453

1,113

2,278

(1,039)

-

1,289

14,094

Group costs

 

(3,252)

(71)

(369)

(42)

-

-

(3,734)

Operating profit

 

7,201

1,042

1,909

(1,081)

-

1,289

10,360

Share of result of associate

-

64

-

-

-

-

64

Finance income

 

92

10

120

2

-

5

229

Finance costs

 

(273)

(67)

(20)

(5)

-

-

(365)

PROFIT BEFORE TAXATION

 

7,020

1,049

2,009

(1,084)

-

1,294

10,288

Taxation

 

(2,075)

(413)

(906)

88

-

(397)

(3,703)

PROFIT FOR THE PERIOD

 

4,945

636

1,103

(996)

-

897

6,585

Non controlling interest

 

(80)

(202)

(111)

23

-

-

(370)

PROFIT ATTRIBUTABLE TO EQUITY HOLDERS OF THE GROUP

4,865

434

992

(973)

-

897

6,215

 

 

 

 

 

 

 

 

 

HEADLINE BASIC EPS

 

 

 

 

 

 

10.15p

 

 

 

 

 

 

 

 

 

COSTS INCLUDED IN OPERATING PROFIT

 

 

 

 

 

Depreciation and amortisation of software

589

173

843

33

-

153

1,791

Share option charges

 

216

-

31

4

-

-

251

 

 

 

 

 

 

 

 

OFFICE LOCATION

London

Paris
Berlin Madrid Geneva

Sydney Melbourne Auckland Wellington
Kuala Lumpur
New Delhi Mumbai
Hong Kong Shanghai
Tokyo

LA

Sao Paulo

 

London Amsterdam New York
Hong Kong

Sydney

 

                   

As new offices are offices that were opened in 2010 we have reanalysed this data to give the correct comparative.

 

 

 

6.   FINANCE INCOME

 

 

Six months

ended

30 June 2010

 

 

 

Six months

ended

30 June 2009

 

Year

 ended

31 December

2009

 

 

£000

 

 

 

£000

 

£000

 

 

 

 

 

 

 

 

 

 

Bank interest receivable

 

114

 

 

 

124

 

203

Other interest receivable

 

13

 

 

 

11

 

26

Total interest receivable

 

127

 

 

 

135

 

229

 

 

 

 

 

 

 

 

 

Fair value adjustments to minority shareholder put option liabilities

 

-

 

 

 

429

 

157

Total

 

127

 

 

 

564

 

386

 

 

7.   FINANCE EXPENSE

 

 

 

Six months

ended

30 June 2010

 

 

 

Six months

ended

30 June 2009

 

Year

 ended

31 December

2009

 

 

£000

 

 

 

£000

 

£000

Finance costs

 

 

 

 

 

 

 

 

 

Bank interest chargeable

 

(139)

 

 

 

(197)

 

(350)

Other interest payable

 

(24)

 

 

 

(1)

 

(15)

Total interest payable

 

(163)

 

 

 

(198)

 

(365)

 

 

 

 

 

 

 

 

 

Revaluation of call option

 

6

 

 

 

-

 

(4)

Fair value adjustments to minority shareholder put option liabilities

 

(1,299)

 

 

 

-

 

-

Total

 

(1,456)

 

 

 

(198)

 

(369)

 

 

NOTES TO THE INTERIM STATEMENTS

SIX MONTHS ENDED 30 JUNE 2010

 

8. TAXATION

 

Income tax expenses are recognised based on management's estimate of the average annual income tax expected for the full financial year.

The estimated effective annual tax rate for the period to 30 June 2010 is 46.1% (30 June 2009: 32.6%).

The headline effective annual tax rate (excluding associate) used for the period to 30 June 2010 is 35.9% (30 June 2009: 34.5%).

The increase in headline tax rate is due to IFRS 3 no longer allowing investment expenses on which we do not get a tax credit to be capitalised and our higher tax rate US operations returning to profit.

 

The difference between the headline and statutory tax rates is caused by a difference in the profit before tax as neither the impact of fair value adjustments to minority shareholder put option liabilities or revaluation of call option has any effect on the tax charge.

 

9.   DIVIDENDS

 

 

 

Six months

ended

30 June 2010

 

 

 

Six months

ended

30 June 2009

 

Year

 ended

31 December

2009

 

 

 

£000

 

 

 

£000

 

£000

 

 

 

 

 

 

 

 

 

 

 

 

 

2009 final dividend 0.00p* (2008 2.75p)

 

-

 

 

 

-

 

1,683

 

2009 interim dividend - (2008 0.87p)

 

-

 

 

 

-

 

536

 

2009 second interim dividend - (2008 none)

 

(1,692)

 

 

 

-

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,692)

 

 

 

-

 

2,219

 

 

*Due to a second interim dividend being paid there was no 2009 final dividend.

 

The directors propose an interim dividend of 0.87p per share (2009: 0.87p per share) payable on 19 November 2010 to shareholders who are on the register at 5 November 2010. This interim dividend, amounting to £537k (2009: £529k) has not been recognised as a liability in this half-yearly financial report.

10.  CASH GENERATED FROM OPERATIONS

 

 

 

 

Six months

ended

30 June 2010

 

 

 

Six months

ended

30 June 2009

 

Year

 ended

31 December

2009

 

 

 

£000

 

 

 

£000

 

£000

 

 

 

 

 

 

 

 

 

 

Revenue

 

 

58,227

 

 

 

49,801

 

103,435

Operating expenses

 

 

(52,088)

 

 

 

(44,339)

 

(93,257)

 

 

 

 

 

 

 

 

 

 

Operating Profit

 

 

6,139

 

 

 

5,462

 

10,178

 

 

 

 

 

 

 

 

 

 

Adjustments for:

 

 

 

 

 

 

 

 

 

Depreciation of plant and equipment

 

 

722

 

 

 

1,013

 

1,691

Losses on sale of plant and equipment

 

 

2

 

 

 

-

 

2

Loss on sale of intangible assets

 

 

-

 

 

 

-

 

23

Impairment and amortisation on acquired intangible assets

 

 

120

 

 

 

65

 

159

Amortisation of capitalised software intangible assets

 

 

55

 

 

 

42

 

100

Non-cash share based incentive plans

 

 

185

 

 

 

134

 

251

Operating cash flow before movements in working capital and provisions

 

 

7,223

 

 

 

 

6,716

 

 

12,404

(Increase) / decrease in trade and other receivables

 

 

(5,302)

 

 

 

9,922

 

7,291

Decrease in trade and other payables

 

 

(694)

 

 

 

(15,950)

 

(2,724)

 

 

 

 

 

 

 

 

 

 

Net cash inflow from operating activities

 

 

1,227

 

 

 

688

 

16,971

 

 

 

 

 

 

 

 

 

 

 

 

11.  CASH CONSUMED BY ACQUISITIONS

 

 

 

 

Six months

ended

30 June 2010

 

 

 

Six months

ended

30 June 2009

 

Year

 ended

31 December

2009

 

 

 

£000

 

 

 

£000

 

£000

Acquisitions

 

 

 

 

 

 

 

 

 

Initial cash consideration paid

 

 

(2,400)

 

 

 

(333)

 

(420)

Cash and cash equivalents acquired

 

 

1,104

 

 

 

-

 

-

 

 

 

(1,296)

 

 

 

(333)

 

(420)

 

 

 

 

 

 

 

 

 

 

Contingent consideration paid

 

 

(229)

 

 

 

-

 

(107)

Purchase of associate (Zapping, Spain)

 

 

-

 

 

 

-

 

(9)

 

 

 

 

 

 

 

 

 

 

Total payments made in the period relating to acquisitions

 

 

(1,525)

 

 

 

(333)

 

(536)

 

 

 

 

 

 

 

 

 

 

 


This information is provided by RNS

The company news service from the London Stock Exchange

 

END