15th Feb 2011 07:00
15 February 2011
YELL GROUP PLC ("Yell" or "the Group")
REPORT FOR THE NINE MONTHS ENDED 31 DECEMBER 2010
Financial headlines(1)
·; Group revenue of £1,351.4 million was down 11.8%.
§ Digital media revenue was up by 10.4% to £342.2 million and is now 25.3% of total revenue (2009 - 20.0%).
§ Print revenues fell by 18.4% to £936.6 million.
·; EBITDA of £386.7 million was down £89.8 million(2).
·; Profit after tax of £23.4 million was down £24.2 million.
·; Free cash flow of £197.1 million.
·; Net debt fell by £264.8m to £2,829.8 million.
Mike Pocock, Chief Executive Officer, said:
"Since arriving at Yell, Tony Bates, our new CFO, and I have commenced an in-depth review and we will present a strategy update for Yell this summer.
"Yell's challenges stem from both economic pressures and, more fundamentally, from the shift to digital media. However, Yell also has clear strengths including its brand, its relationships with 1.4 million SME customers, the quality of its people and its powerful cash flows.
"We expect print to continue to decline steadily. That said, print remains highly cost-effective for our advertisers and it will continue to be so, complementing digital for many years to come. In this reducing print market, we believe that Yell continues to gain market share.
"The digital marketplace is rapidly growing and highly fragmented. It is one where the consumer is a leader and a small market share can mean big business and strong growth. General search is consolidated. Local search is not, and Yell is already the source of many of the local listings produced by general search engines, as well as growing its own Yell destination sites. The foundations of web print are established; Yell's website creation and management services are developing and growing rapidly; Yell has successfully entered the mobility space, itself still very young, with apps on smartphones and iPads; and it is beginning to explore social networking and recommendation.
"All this can be radically built upon to provide solutions for consumers and to be a solutions provider for the SME, making Yell as relevant in the digital age as Yellow Pages was in the print only age - perhaps more so.
"Doing this will change Yell's structure, products, systems, culture and prospects. It will open up not only the opportunity for digital revenue streams but also for substantial synergies through group-wide operation of key functions and it will bring with it new strategic partnerships.
"It will take time to change the revenue trajectory and to secure the available synergies but we can see a course for Yell to return to sustainable profitable growth and we believe Yell has the business base and financial strength to achieve this."
(1) Results are for the nine months, unaudited and compared to the same period in the prior year. All revenue and EBITDA percentage changes in this document are at constant exchange rate unless otherwise noted. Group and print revenue percentage changes also take into account rescheduling and acquisitions.
(2) EBITDA is profit for the period before interest, tax, depreciation, amortisation and exceptional items.
Outlook
EBITDA for the current financial year is now expected to be slightly below the current range of market expectations. We plan to provide earnings guidance for the full year ending March 2012 at our full year results presentation in May.
Group Results
The economic environment remains challenging in all major geographies. Against this backdrop, Yell is rapidly changing its product offering to deliver digital marketing solutions across a range of media, whilst tightly managing the structural decline in its print business. Over 50% of customers take both digital media and print solutions and 73,000 take digital media only.
Website design and lead generation services continue to grow in all countries. The Group's website offer continues to improve with much faster delivery and a broader, stronger product range. We have sold over 200,000 customer websites and are adding approximately 5,000 new sites per week. In recent months, the Group has expanded its digital media offering through Weforia.com, a group buying site, and Chatterhub, a reputation management tool.
The usage of Yell's primary internet sites continues to increase, with 52.2 million unique users(1) in December. Usage is being enhanced through the rapidly improving mobile channels, where the Group's smartphone applications now rank highly in all countries. To date, there have been nearly 5 million downloads of Yell applications across the Group.
Largely as a result of the strength of its new product offerings, the Group's digital media revenue grew 10.4% over the nine months and the quarter.
The Group's print business remains highly cash generative, advertiser retention rates are improving and we believe that Yell continues to gain market share in all markets. Print revenue nevertheless declined by 18.4% in the nine months and 19.7% in the quarter reflecting both the current economic environment and the structural shift to digital media.
The Group has continued to enhance its directory products through changes in format and dedicated call tracking lines which enable our customers to identify leads that come directly from a Yell directory.
Cost reductions have been made across the Group to fund revenue focused investment, particularly in new product development, website fulfilment and sales headcount. The exceptional costs of £19.2 million result from the restructuring charges associated with achieving the cost reductions.
The Group continued to generate significant free cash flow and delivered a further material reduction in net debt.
At £197.1 million, free cash flow included £386.7 million from EBITDA, net interest payments of £182.8 million and a reduction of £87.1 million in working capital due mainly to lower print revenues. Cash interest fell by £54.9 million due to lower net debt and the unwinding of interest rate hedges.
The Group had £172.1 million of cash at the end of the period after the £150.0 million early repayment of senior debt in December. This repayment addresses future contractual obligations, saves interest costs and leaves only £66 million of the Minimum Reduction Amount to pay by May 2011.
Net debt fell by £264.8 million mainly reflecting free cash flow of £197.1 million and favourable currency movements of £84.1 million. With net debt of £2.8 billion at 31 December 2010, the Group had more than 20% headroom on its debt covenants.
(1) Excluding mobile users.
Key metrics
Nine months ended 31 December | ||||||||
Yellowbook | Yell UK | Yell PublicidadEurope | ||||||
2010 | 2009 | 2010 | 2009 | 2010 | 2009 | |||
Digital media | ||||||||
Revenue (£ millions) | 145.6 | 121.7 | 134.8 | 132.4 | 45.3 | 38.1 | ||
Growth | 14.1% | 1.8% | 23.4% | |||||
Unique live advertisers(1)at period end (thousands) | 345 | 356 | 198 | 211 | 180 | 146 | ||
Average annualisedrevenue per advertiser (£) | 548 | 437 | 893 | 805 | 362 | 394 | ||
Growth | 21.1% | 10.9% | (6.6%) | |||||
Unique visitors for monthof period end (millions)(2) | 38.2 | 20.3 | 7.9 | 7.9 | 6.1 | 5.8 | ||
Yellow Pages directories | ||||||||
Revenue (£ millions) | 548.8 | 627.8 | 231.0 | 297.4 | 86.9 | 119.3 | ||
Growth(3) | (16.9%) | (22.3%) | (23.3%) | |||||
Unique advertisers (thousands) | 381 | 414 | 207 | 247 | 179 | 196 | ||
Revenue per uniqueadvertiser (£) | 1,440 | 1,516 | 1,116 | 1,204 | 485 | 609 | ||
Growth(3) | (9.7%) | (7.3%) | (16.1%) | |||||
Unique advertiserretention rate (%) | 72 | 68 | 73 | 71 | 80 | 77 | ||
Directory editions published | 686 | 683 | 73 | 74 | 51 | 64 |
(1) Unique live advertisers is the number of digital media customers at period end. The prior year UK figure has been restated from 208,000 due to a minor definition change.
(2) Yellowbook figures include visitors to the Yellowbook.com network. This figure may be subject to revision by the third party provider.
(3) Growth is at constant exchange rates and does not include the effect of rescheduling or acquisitions.
FINANCIAL INFORMATION FOR YELL GROUP PLC AND SUBSIDIARIES
All of the following financial information is unaudited except the balance sheet information for 31 March 2010, which was presented in Yell's 31 March 2010 Annual Report.
Consolidated income statement
Nine months ended 31 December | ||||||
£ millions, unless noted otherwise | Notes | 2010 | 2009 | |||
Revenue | 2 | 1,351.4 | 1,522.9 | |||
Cost of sales | (575.3) | (661.5) | ||||
Gross profit | 776.1 | 861.4 | ||||
Distribution costs | (52.2) | (57.9) | ||||
Administrative expenses | (479.0) | (467.7) | ||||
Operating profit | 3 | 244.9 | 335.8 | |||
Finance costs | (207.6) | (261.3) | ||||
Finance income | 1.3 | 0.6 | ||||
Net finance costs | (206.3) | (260.7) | ||||
Profit before taxation | 38.6 | 75.1 | ||||
Taxation | 4 | (15.2) | (27.5) | |||
Profit for the financial period | 23.4 | 47.6 | ||||
Basic earnings per share (pence) | 5 | 1.0 | 4.4 | |||
Diluted earnings per share (pence) | 5 | 1.0 | 4.4 |
Consolidated statement of comprehensive income
Nine months ended 31 December | ||||||
£ millions | Notes | 2010 | 2009 | |||
Profit for the financial period | 23.4 | 47.6 | ||||
Exchange loss ontranslation of foreign operations | (21.5) | (75.2) | ||||
Actuarial gain (loss) ondefined benefit pension schemes | 16 | 9.2 | (85.6) | |||
Gain in fair value offinancial instruments used as hedges | 70.1 | 89.3 | ||||
Tax effect of net gains notrecognised in the income statement | 4 | (25.5) | (1.4) | |||
Comprehensive income (loss) notrecognised in the income statement | 32.3 | (72.9) | ||||
Total comprehensive income (loss) for the period | 55.7 | (25.3) | ||||
See notes to the financial information for additional details.
Consolidated statement of cash flows
Nine months ended 31 December | ||||||
£ millions | Notes | 2010 | 2009 | |||
Net cash inflow from operating activities | ||||||
Cash generated from operations | 470.0 | 582.4 | ||||
Interest paid | (184.1) | (238.3) | ||||
Interest received | 1.3 | 0.6 | ||||
Net income tax paid | (17.8) | (10.6) | ||||
Net cash inflow from operating activities | 269.4 | 334.1 | ||||
Cash flows from investing activities | ||||||
Purchase of software, property,plant and equipment |
7 |
(60.5) |
(41.0) | |||
Purchase of subsidiary undertakings,net of cash acquired |
8 | (11.8) | (3.4) | |||
Net cash outflow from investing activities | (72.3) | (44.4) | ||||
Free cash flow | 197.1 | 289.7 | ||||
Cash flows from financing activities | ||||||
Net proceeds from share placing | - | 634.9 | ||||
Purchase of own shares | (0.2) | (5.3) | ||||
Financing fees paid | (0.4) | (58.4) | ||||
Net payments on revolvingand other short-term credit facilities | (6.6) | (52.4) | ||||
Repayment of borrowings | (183.3) | (712.7) | ||||
Net cash outflow from financing activities | (190.5) | (193.9) | ||||
Net increase in cash and cash equivalents | 6.6 | 95.8 | ||||
Cash and cash equivalents atbeginning of the period | 160.4 | 51.1 | ||||
Exchange gains (losses) on cashand cash equivalents | 5.1 | (5.5) | ||||
Cash and cash equivalents at period end | 172.1 | 141.4 | ||||
Cash generated from operations | ||||||
Profit for the period | 23.4 | 47.6 | ||||
Adjustments for: | ||||||
Tax | 15.2 | 27.5 | ||||
Finance income | (1.3) | (0.6) | ||||
Finance costs | 207.6 | 261.3 | ||||
Depreciation of property, plant andequipment and amortisation of software | 45.9 | 45.6 | ||||
Amortisation of other acquired intangibles | 76.7 | 95.1 | ||||
Changes in working capital: | ||||||
Inventories and directories in development | (39.9) | (7.3) | ||||
Trade and other receivables | 96.0 | 124.9 | ||||
Trade and other payables | 31.0 | (22.0) | ||||
Share based payments and other | 15.4 | 10.3 | ||||
Cash generated from operations | 470.0 | 582.4 | ||||
See notes to the financial information for additional details.
Consolidated balance sheet
At 31 December 2010 and 31 March 2010 | ||||||
£ millions | Notes | December | March | |||
Non-current assets | ||||||
Goodwill | 9 | 3,161.6 | 3,218.3 | |||
Other intangible assets | 10 | 1,165.5 | 1,266.9 | |||
Property, plant and equipment | 11 | 103.5 | 104.6 | |||
Deferred tax assets | 12 | 91.8 | 114.5 | |||
Investment and other assets | 10.0 | 7.0 | ||||
Financial assets - derivativefinancial instruments |
1.2 |
6.2 | ||||
Total non-current assets | 4,533.6 | 4,717.5 | ||||
Current assets | ||||||
Inventory | 18.1 | 8.9 | ||||
Directories in development | 267.1 | 242.4 | ||||
Trade and other receivables | 13 | 795.0 | 905.1 | |||
Financial assets - derivativefinancial instruments |
- |
1.9 | ||||
Cash and cash equivalents | 172.1 | 160.4 | ||||
Total current assets | 1,252.3 | 1,318.7 | ||||
Current liabilities | ||||||
Financial liabilities - loansand other borrowings | 14 |
(105.6) |
(54.6) | |||
Financial liabilities - derivativefinancial instruments |
(19.2) |
(97.8) | ||||
UK corporationand foreign income tax | (89.6) | (85.2) | ||||
Trade and other payables | 15 | (548.7) | (534.1) | |||
Total current liabilities | (763.1) | (771.7) | ||||
Net current assets | 489.2 | 547.0 | ||||
Non-current liabilities | ||||||
Financial liabilities - loansand other borrowings | 14 |
(2,896.3) |
(3,200.4) | |||
Financial liabilities - derivativefinancial instruments |
(16.5) |
(7.4) | ||||
Deferred tax liabilities | 12 | (584.3) | (594.2) | |||
Retirement benefit obligations | 16 | (51.4) | (63.3) | |||
Trade and other payables | 15 | (17.8) | (13.6) | |||
Total non-current liabilities | (3,566.3) | (3,878.9) | ||||
Net assets | 1,456.5 | 1,385.6 | ||||
Capital and reservesattributable to equity shareholders | ||||||
Share capital | 1,850.2 | 1,848.8 | ||||
Other reserves | 200.8 | 154.7 | ||||
Accumulated deficit | (594.5) | (617.9) | ||||
Total equity | 1,456.5 | 1,385.6 | ||||
See notes to the financial information for additional details.
Consolidated statement of changes in equity
Nine months ended 31 December 2010 | ||||||||
Attributable to equity shareholders | ||||||||
£ millions | Share capital | Other reserves | Accumulated deficit (1) |
Total | ||||
Balance at 31 March 2010 | 1,848.8 | 154.7 | (617.9) | 1,385.6 | ||||
Profit on ordinary activities after taxation | - | - | 23.4 | 23.4 | ||||
Comprehensive income notrecognised in the income statement | - | 32.3 | - | 32.3 | ||||
Total recognised gain for the nine months | - | 32.3 | 23.4 | 55.7 | ||||
Own shares purchased by ESOP trust | (0.2) | - | - | (0.2) | ||||
Treasury shares sold byemployee benefit trusts | 1.6 | (1.6) | - | - | ||||
Value of services providedin return for share based payments | - | 15.4 | - | 15.4 | ||||
1.4 | 46.1 | 23.4 | 70.9 | |||||
Balance at 31 December 2010 | 1,850.2 | 200.8 | (594.5) | 1,456.5 | ||||
Nine months ended 31 December 2009 | ||||||||
Attributable to equity shareholders | ||||||||
£ millions | Share capital | Other reserves | Accumulated deficit (1) |
Total | ||||
Balance at 31 March 2009 | 1,226.5 | 128.9 | (664.4) | 691.0 | ||||
Profit on ordinary activities after taxation | - | - | 47.6 | 47.6 | ||||
Comprehensive loss notrecognised in the income statement | - | (72.9) | - | (72.9) | ||||
Total recognised (loss)income for the nine months | - | (72.9) | 47.6 | (25.3) | ||||
Value of services providedin return for share based payments |
- |
10.3 |
- |
10.3 | ||||
Share placing | 634.9 | - | - | 634.9 | ||||
Own shares purchased by ESOP trust | (5.3) | - | - | (5.3) | ||||
Treasury shares sold byemployee benefit trusts | 1.2 | (1.2) | - | - | ||||
630.8 | (63.8) | 47.6 | 614.6 | |||||
Balance at 31 December 2009 | 1,857.3 | 65.1 | (616.8) | 1,305.6 | ||||
(1) Cumulative foreign currency gains attributable to equity shareholders at 31 December 2010 are £331.6 million (31 December 2009 - £292.1 million gain; 31 March 2010 - £353.1 million gain).
See notes to the financial information for additional details.
Notes to the financial information
1. Basis of preparation and consolidation
The principal activity of Yell Group plc and its subsidiaries is the sale of quality business leads and marketing solutions to small and medium sized enterprises in the UK, US, Spain and some countries in Latin America through an integrated portfolio of simple-to-use, cost effective advertising. Yell's products are available through printed, online, telephone and mobile based media.
This unaudited condensed set of financial statements for the nine months ended 31 December 2010 has been prepared in accordance with International Financial Reporting Standards as adopted by the European Union ("IFRSs") as set out in Yell's annual report for the year ended 31 March 2010 and in accordance with the Listing Rules of the Financial Services Authority. It does not constitute statutory financial statements within the meaning of section 434 of the Companies Act 2006.
The financial covenants are disclosed in note 14 on page 17 of this financial information. A discussion of the risks associated with the debt covenants, which remain current, are presented on page 22 of Yell's annual report for the financial year ended 31 March 2010, a copy of which is available on Yell's website at http://www.yellgroup.com.
These risks and uncertainties include strategic risks faced by Yell's industry; operational risks faced by the Group's businesses; debt and financing risks faced in funding Group operations and the financial reporting and related risks faced in reporting Yell's results. The extent to which new management may have a positive influence on these uncertainties is not yet known. As a consequence of these uncertainties there is a risk that in the future the Group would need to reset its financial covenants with, or obtain a waiver from its lenders, either of which would require a two thirds majority vote.
If the Group were required but not able to reset its financial covenants with, or obtain a waiver from, its lenders such that undertakings to the Group's lenders were breached, the lenders' facility agent may, and must if directed by two thirds of lenders (by reference to debt held) demand immediate repayment of all amounts due to them. Whilst this eventuality would, if it arose, cast doubt on the future capital funding of the Group, the Group's cash flow forecasts show that in the twelve months ending 31 December 2011 interest payments will be fully met, with further cash generated to repay debt.
The financial information contained herein has been prepared on a going concern basis. The Group is in full compliance with the financial covenants and undertakings contained in all its borrowing agreements and the Directors do not currently expect that there will be a financial covenant breach during the twelve months from 31 December 2010. The Group is cash generative and profitable. For these reasons the directors have adopted the going concern basis in preparing these financial statements.
The preparation of the consolidated financial information requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial information and the reported amounts of income and expenditure during the period. Actual results could differ from those estimates. Estimates are used principally when accounting for doubtful debts, depreciation, retirement benefits, acquisitions and taxation.
Taxes on income in interim periods are determined by accruing tax based on the expected tax rate that would be applicable to total annual earnings and combining any separately recognised adjustments for prior year settlements.
Where change at constant currency is stated in this document it states the change in the current period compared with the previous period as if the current period results were translated at the same exchange rates as those used to translate the results for the previous period. Figures reported at constant exchange rates are stated at the same exchange rates as those used to translate the comparative figures for the previous period. Exchange impact is the difference between the results reported at constant exchange rates and the results reported using current period exchange rates. The average effective exchange rates for the nine months ended 31 December 2010 were $1.54 : £1.00 and €1.18 : £1.00 as compared to $1.61 : £1.00 and €1.13 : £1.00 for the same period last year.
In the opinion of management, the financial information included herein includes all adjustments necessary for a fair presentation of the consolidated results, financial position and cash flows for each period presented.
2. Revenue
Nine months ended 31 December | |||||
Change | |||||
£ millions, unless noted otherwise | 2010 | 2009 | Reporting currency | Constant currency | |
% | % | ||||
Yellowbook | 694.4 | 750.1 | (7.4) | (11.9) | |
Yell UK | 382.9 | 446.6 | (14.3) | (14.3) | |
Yell Publicidad Europe | 204.6 | 243.6 | (16.0) | (12.3) | |
Yell Publicidad Latin America | 69.5 | 82.6 | (15.9) | (18.8) | |
Group revenue | 1,351.4 | 1,522.9 | (11.3) | (13.0) | |
Printed directories | 936.6 | 1,137.9 | (17.7) | (19.7) | |
Digital media products and services | 342.2 | 304.8 | 12.3 | 10.4 | |
Other products and services | 72.6 | 80.2 | (9.5) | (6.4) | |
Group revenue | 1,351.4 | 1,522.9 | (11.3) | (13.0) | |
The percentage changes in the table above are not on a like for like basis as they do not take into account acquisitions or rescheduling, primarily the £25 million of revenue from Chilean directories delayed until the fourth quarter.
3. EBITDA and operating profit
Nine months ended 31 December | |||||||
Change | |||||||
£ millions, unless noted otherwise | 2010 | 2009 | Reporting currency | Constant currency | |||
% | % | ||||||
Yellowbook | 176.5 | 200.3 | (11.9) | (16.2) | |||
Yell UK | 124.3 | 174.8 | (28.9) | (28.9) | |||
Yell Publicidad Europe | 68.1 | 74.8 | (9.0) | (4.5) | |||
Yell Publicidad Latin America | 17.8 | 26.6 | (33.1) | (32.0) | |||
Group EBITDA | 386.7 | 476.5 | (18.8) | (19.9) | |||
Reconciliation of operating profit to EBITDA | |||||||
Nine months ended 31 December | |||||||
£ millions, unless noted otherwise | 2010 | 2009 | |||||
Yellowbook operating profit | 139.1 | 159.6 | |||||
Depreciation and amortisation | 37.4 | 40.7 | |||||
Yellowbook EBITDA | 176.5 | 200.3 | |||||
Yellowbook EBITDA margin | 25.4% | 26.7% | |||||
Exchange impact | (8.7) | - | |||||
Yellowbook EBITDA at constant exchange rate | 167.8 | 200.3 | |||||
Yell UK operating profit | 89.8 | 158.7 | |||||
Depreciation and amortisation | 16.9 | 16.1 | |||||
Exceptional items | 17.6 | - | |||||
Yell UK EBITDA | 124.3 | 174.8 | |||||
Yell UK EBITDA margin | 32.5% | 39.1% | |||||
Yell Publicidad Europe operating profit | 9.2 | 1.1 | |||||
Depreciation and amortisation | 58.0 | 73.7 | |||||
Exceptional items | 0.9 | - | |||||
Yell Publicidad Europe EBITDA | 68.1 | 74.8 | |||||
Yell Publicidad Europe EBITDA margin | 33.3% | 30.7% | |||||
Exchange impact | 3.3 | - | |||||
Yell Publicidad Europe EBITDA at constant exchange rate | 71.4 | 74.8 | |||||
Yell Publicidad Latin America operating profit | 6.8 | 16.4 | |||||
Depreciation and amortisation | 10.3 | 10.2 | |||||
Exceptional items | 0.7 | - | |||||
Yell Publicidad Latin America EBITDA | 17.8 | 26.6 | |||||
Yell Publicidad Latin America EBITDA margin | 25.6% | 32.2% | |||||
Exchange impact | 0.3 | - | |||||
Yell Publicidad Latin America EBITDA at constant exchange rate | 18.1 | 26.6 | |||||
Group operating profit | 244.9 | 335.8 | |||||
Depreciation and amortisation | 122.6 | 140.7 | |||||
Exceptional items | 19.2 | - | |||||
Group EBITDA | 386.7 | 476.5 | |||||
Group EBITDA margin | 28.6% |
| 31.3% | ||||
Exchange impact | (5.1) | - | |||||
Group EBITDA at constant exchange rates | 381.6 | 476.5 | |||||
4. Taxation
The tax charge for the period is different from the standard rate of corporation tax in the United Kingdom of 28% (2009 - 28%). The differences are explained below:
Nine months ended 31 December | ||||
£ millions | 2010 | 2009 | ||
Profit before tax multiplied by the standard rate of corporation tax in the United Kingdom | 10.8 | 21.0 | ||
Effects of: | ||||
Differing tax rates on foreign earnings | 5.2 | 6.1 | ||
Deferred tax assets (recognised) not recognised | (3.1) | 5.2 | ||
Adjustments in respect of prior years | (2.5) | (7.4) | ||
Exceptional deferred tax effect of tax rate changes | 0.2 | - | ||
Other | 4.6 | 2.6 | ||
Tax charge on profit before tax | 15.2 | 27.5 | ||
Effective tax rate on profit before tax | 39.4% | 36.6% | ||
The tax on the Group's profit before tax is analysed as follows:
Nine months ended 31 December | ||||
£ millions | 2010 | 2009 | ||
Current tax: | ||||
Current year corporation tax (1) | 17.6 | 39.6 | ||
Adjustments in respect of prior years | (2.5) | (4.9) | ||
15.1 | 34.7 | |||
Deferred tax: | ||||
Current year deferred tax charge (credit) (1) | 0.1 | (4.7) | ||
Adjustments in respect of prior years | - | (2.5) | ||
Tax charge on profit before tax | 15.2 | 27.5 | ||
Taxation credited (charged) directly to equity is as follows:
Nine months ended 31 December | ||||
£ millions | 2010 | 2009 | ||
Current tax on actuarial losses (1) | 1.2 | 4.5 | ||
Deferred tax on actuarial (gains) losses (1) | (3.8) | 19.5 | ||
Deferred tax on fair valuations offinancial instruments used as hedges |
(23.0) |
(25.4) | ||
Other | 0.1 | - | ||
Total taxation recorded in equity | (25.5) | (1.4) | ||
(1) Tax credits on actuarial losses have been reclassified for the prior year between current and deferred tax in both the Income Statement and the Consolidated Statement of Comprehensive Income to be consistent with the current year.
5. Earnings per share
The calculation of basic and diluted earnings per share is based on the profit for the relevant financial period and on the weighted average share capital during the period.
£ millions unless noted otherwise | Statutory | Exceptional items(1) | Other items(2) | Adjusted |
Nine months ended 31 December 2010 | ||||
Operating profit | 244.9 | 19.2 | - | 264.1 |
Amortisation of acquired intangibles | - | - | 76.7 | 76.7 |
Net finance costs | (206.3) | - | 4.9 | (201.4) |
Group profit before tax | 38.6 | 19.2 | 81.6 | 139.4 |
Taxation | (15.2) | (4.6) | (26.6) | (46.4) |
Group profit after tax | 23.4 | 14.6 | 55.0 | 93.0 |
Weighted average number ofissued ordinary shares (millions) | 2,303.5 |
2,303.5 | ||
Basic earnings per share (pence) | 1.0 | 4.0 | ||
Effect of share options (pence) | - | - | ||
Diluted earnings per share (pence) | 1.0 | 4.0 | ||
£ millions unless noted otherwise | Statutory | Exceptional items(1) | Other items(2) | Adjusted |
Nine months ended 31 December 2009 | ||||
Operating profit | 335.8 | - | - | 335.8 |
Amortisation of acquired intangibles | - | - | 95.1 | 95.1 |
Net finance costs | (260.7) | 17.2 | - | (243.5) |
Group profit before tax | 75.1 | 17.2 | 95.1 | 187.4 |
Taxation | (27.5) | (5.7) | (30.8) | (64.0) |
Group profit after tax | 47.6 | 11.5 | 64.3 | 123.4 |
Weighted average number ofissued ordinary shares (millions) (3) | 1,080.9 |
1,080.9 | ||
Basic earnings per share (pence) (3) | 4.4 | 11.4 | ||
Effect of share options (pence) | - | (0.1) | ||
Diluted earnings per share (pence) (3) | 4.4 | 11.3 | ||
(1) Details of exceptional items are set out in note 6.
(2) Other items include amortisation of acquired intangibles and the fair valuation charge for the time value of interest rate caps taken directly to the Income Statement.
(3) The basic and diluted earnings per share reflect the firm placing of 785.9 million shares and the placing and open offer of 785.9 million shares on 30 November 2009.
6. Exceptional items
Exceptional items are transactions which, by virtue of their incidence, size or a combination of both, are disclosed separately. Exceptional items comprise the following:
Nine months ended 31 December | |||
£ millions | 2010 | 2009 | |
Yell UK restructuring charges | 17.6 | - | |
Yell Publicidad restructuring charges | 1.6 | - | |
Costs of breaking interest rate hedge contracts to avoid over hedged position after refinancing | - | 17.2 | |
Net exceptional expenses in Group profit before tax | 19.2 | 17.2 | |
Net tax credit on item above | (4.8) | (5.7) | |
Deferred tax impact of tax rate changes | 0.2 | - | |
Net exceptional expenses in Group profit after tax | 14.6 | 11.5 | |
7. Capital expenditure
Nine months ended 31 December | |||
£ millions | 2010 | 2009 | |
Capital expenditure on software, property, plant and equipment | 55.5 | 38.4 | |
Decrease in accrued capital expenditure | 5.0 | 2.6 | |
Cash paid for capital expenditure | 60.5 | 41.0 | |
Proceeds on the sale of property, plant and equipment were £nil in the nine months ended 31 December 2010 and 2009. Capital expenditure committed at 31 December 2010 was £13.7 million (2009 - £14.3 million).
8. Acquisitions and disposals
Nine months ended 31 December 2010
In the nine months to 31 December 2010, the Yell Group paid £1.2 million for a digital media company in the UK with recorded net assets of £0.3 million, £0.4 million for the net assets of a pre-press operation in the Philippines with recorded net assets of £0.4 million, and £10.2 million for in-fill acquisitions in the US. Total costs were allocated to the acquired assets and liabilities as follows:
£ millions | Acquiree's value | Provisional adjustments | Provisionalfair value | ||
Non current assets | |||||
Other intangible assets | 0.3 | 3.7 | 4.0 | ||
Property, plant and equipment | 0.3 | - | 0.3 | ||
Total non current assets | 0.6 | 3.7 | 4.3 | ||
Current assets | |||||
Trade and other receivables | 3.2 | (0.3) | 2.9 | ||
Total current assets | 3.2 | (0.3) | 2.9 | ||
Current liabilities | |||||
Trade and other payables | (1.3) | - | (1.3) | ||
Total current liabilities | (1.3) | - | (1.3) | ||
Identifiable net assets | 2.5 | 3.4 | 5.9 | ||
Goodwill(1) | 5.9 | ||||
Total cost | 11.8 |
(1) Goodwill of £5.9 million was attributable to the expected future synergies, the workforces acquired and the expected future growth of the businesses.
Nine months ended 31 December 2009
In the nine months ended 31 December 2009, the Yell Group acquired an in-fill acquisition in the US for £3.0 million. Total costs were allocated to the acquired assets and liabilities as follows:
£ millions | Acquiree's value | Fair value adjustments | Fair value | ||
Non current assets | |||||
Other intangible assets | - | 2.0 | 2.0 | ||
Total non current assets | - | 2.0 | 2.0 | ||
Current assets | |||||
Directories in development | 0.7 | 0.9 | 1.6 | ||
Trade and other receivables | 0.6 | (0.2) | 0.4 | ||
Total current assets | 1.3 | 0.7 | 2.0 | ||
Current liabilities | |||||
Trade and other payables | (2.5) | - | (2.5) | ||
Total current liabilities | (2.5) | - | (2.5) | ||
Identifiable net (liabilities) assets | (1.2) | 2.7 | 1.5 | ||
Goodwill(1) | 1.5 | ||||
Total cost | 3.0 |
(1) Goodwill of £1.5 million was attributable to the expected future synergies, the workforces acquired and the expected future growth of the businesses.
Cash flow
A reconciliation of cash paid on acquisitions, including deferred payments for prior period acquisitions, to the cash flow on page 5 is as follows:
Nine months ended 31 December | |||||
£ millions | 2010 | 2009 | |||
Cost of acquisitions in the period | 11.8 | 3.0 | |||
Payments in period for amountsdeferred on prior period acquisitions | - | 0.4 | |||
Net cash outflow in period | 11.8 | 3.4 | |||
The Yell Group did not make any disposals in any of the periods presented in this financial information.
9. Goodwill
At 31 December 2010 and 31 March 2010 | |||
£ millions | December | March | |
Opening net book value at 1 April 2010 and 2009 | 3,218.3 | 3,329.2 | |
Acquisitions (note 8) | 5.9 | 1.5 | |
Currency movements | (62.6) | (112.4) | |
Net book value at period end | 3,161.6 | 3,218.3 | |
Goodwill is not amortised but is tested, at least annually, for impairment. The impairment analysis is based on certain assumptions, including future revenue and profit growth, that can change the conclusion on whether goodwill is impaired. A sensitivity analysis on changes in assumptions is provided on page 79 of the annual report for the financial year ended 31 March 2010, a copy of which is available on Yell's website at http://www.yellgroup.com.
No impairment charges have been required in the periods presented in this financial information.
10. Other non-current intangible assets
At 31 December 2010 and 31 March 2010 | |||
£ millions | December | March | |
Opening net book value at 1 April 2010 and 2009 | 1,266.9 | 1,423.5 | |
Acquisitions (note 8) | 4.0 | 2.0 | |
Additions | 31.5 | 45.3 | |
Disposals and transfers | (0.4) | - | |
Amortisation | (99.8) | (157.9) | |
Currency movements | (36.7) | (46.0) | |
Net book value at period end | 1,165.5 | 1,266.9 | |
11. Property, plant and equipment
At 31 December 2010 and 31 March 2010 | |||
£ millions | December | March | |
Opening net book value at 1 April 2010 and 2009 | 104.6 | 119.8 | |
Additions | 24.0 | 22.0 | |
Acquisitions (note 8) | 0.3 | - | |
Disposals and transfers | (0.3) | (0.6) | |
Depreciation | (22.8) | (32.3) | |
Currency movements | (2.3) | (4.3) | |
Net book value at period end | 103.5 | 104.6 | |
12. Deferred tax assets and liabilities
The elements of deferred tax assets recognised in the financial statements were as follows:
At 31 December 2010 and 31 March 2010 | |||
£ millions | December | March | |
Tax effect of timing differences due to: | |||
Bad debt provisions | 31.2 | 34.8 | |
Defined benefit pension scheme | 13.8 | 17.7 | |
Other allowances and accrued expenses | 12.1 | 12.3 | |
Financial instruments | 11.6 | 35.4 | |
Depreciation | 8.0 | 7.8 | |
Share based payments | 1.5 | 2.2 | |
Other | 13.6 | 4.3 | |
Recognised deferred tax assets | 91.8 | 114.5 | |
The elements of deferred tax liabilities recognised in the financial statements were as follows:
At 31 December 2010 and 31 March 2010 | |||
£ millions | December | March | |
Tax effect of timing differences due to: | |||
Intangible assets | 508.4 | 522.4 | |
Deferred directory costs | 44.8 | 45.5 | |
Unremitted earnings | 10.1 | 10.0 | |
Other | 21.0 | 16.3 | |
Recognised deferred tax liabilities | 584.3 | 594.2 | |
During the period, legislation to change corporation tax rates were enacted in the UK and Chile. The effect of these changes has been to reduce deferred tax assets by £1.1 million, deferred tax liabilities by £0.2 million, profit after tax by £0.2 million in the period and other comprehensive income not recognised in the income statement by £0.7 million.
13. Trade and other receivables
At 31 December 2010 and 31 March 2010 | |||||
£ millions | December | March | |||
Net trade receivables (1) | 718.7 | 817.7 | |||
Net accrued income (1) | 19.2 | 36.7 | |||
Other receivables | 22.8 | 25.0 | |||
Prepayments | 20.6 | 20.0 | |||
Prepaid corporation tax | 13.7 | 5.7 | |||
Total trade and other receivables | 795.0 | 905.1 | |||
(1) The Group's trade receivables and accrued income are stated after deducting a provision of £196.1 million (March - £216.8 million) for bad and doubtful debts.
14. Loans and other borrowings, net debt
At 31 December 2010 and 31 March 2010 | |||
£ millions | December | March | |
Amounts falling due within one year | |||
Term loans under senior credit facilities(1) | 103.3 | 45.5 | |
Net obligations under financeleases and other short term borrowings |
2.3 |
9.1 | |
Total amounts falling due within one year | 105.6 | 54.6 | |
Amounts falling due after more than one year | |||
Term loans under senior credit facilities(1) | 2,896.3 | 3,200.4 | |
Net loans and other borrowings | 3,001.9 | 3,255.0 | |
Cash and cash equivalents | (172.1) | (160.4) | |
Net debt at end of period | 2,829.8 | 3,094.6 | |
(1) Balances are shown net of deferred financing fees of £69.1 million (March - £86.8 million).
The movement in net debt for the nine months ended 31 December 2010 arose as follows:
Nine months ended 31 December 2010 | ||
£ millions | 2010 | |
At 31 March 2010 | 3,094.6 | |
Currency movements | (84.1) | |
Free cash flow |
| (197.1) |
Amortisation of financing fees | 16.2 | |
Purchase of own shares | 0.2 | |
At 31 December 2010 | 2,829.8 | |
The extended bank facilities became effective on 30 November 2009 and are committed until May 2014. Amounts outstanding under the old and extended debt facilities at 31 December 2010 were as follows:
At 31 December | A tranches | B tranches | ||||||
Old facilities | Extended facilities | Old facilities | Extended facilities |
Other |
Total | |||
£ millions | ||||||||
Pounds sterling | 21.8 | 870.0 | - | - | - | 891.8 | ||
US dollars (1) | 29.3 | 619.4 | 28.6 | 745.2 | 2.2 | 1,424.7 | ||
Euro (1) | 23.0 | 402.1 | 38.8 | 290.5 | 0.1 | 754.5 | ||
Total principal | 74.1 | 1,891.5 | 67.4 | 1,035.7 | 2.3 | 3,071.0 | ||
Deferred financing fees | (69.1) | |||||||
Cash and cash equivalents | (172.1) | |||||||
Net debt | 2,829.8 | |||||||
(1) The closing rate for the US dollar at 31 December 2010 was $1.566 to £1.00 and for the Euro was €1.167 to £1.00.
The extended facilities contain covenants over net cash interest cover and debt cover. The net cash interest cover covenant requires that the ratio of EBITDA (adjusted for exceptional items and acquisitions during the period) for the latest twelve month period to net cash interest payable for the latest twelve month period does not fall below specific threshold ratios at specific test dates. The debt cover covenant requires that the ratio of net debt, excluding deferred financing fees and restated at the calculated average exchange rate for the relevant EBITDA, at the testing date to EBITDA for the latest twelve month period should not exceed specific threshold ratios at specific test dates. The threshold ratios at 31 December 2010 and for each test date until 30 June 2014 are as follows:
Test date | Cash interest cover ratio | Debt cover ratio | ||
31 December 2010 | 1.69 : 1 | 7.18 : 1 | ||
31 March 2011 | 1.66 : 1 | 7.50 : 1 | ||
30 June 2011 | 1.69 : 1 | 7.62 : 1 | ||
30 September 2011 | 2.06 : 1 | 6.23 : 1 | ||
31 December 2011 | 2.14 : 1 | 5.99 : 1 | ||
31 March 2012 | 2.25 : 1 | 5.72 : 1 | ||
30 June 2012 | 2.27 : 1 | 5.37 : 1 | ||
30 September 2012 | 2.32 : 1 | 5.08 : 1 | ||
31 December 2012 | 2.40 : 1 | 4.85 : 1 | ||
31 March 2013 | 2.49 : 1 | 4.60 : 1 | ||
30 June 2013 | 2.55 : 1 | 4.32 : 1 | ||
30 September 2013 | 2.63 : 1 | 4.10 : 1 | ||
31 December 2013 | 2.73 : 1 | 3.98 : 1 | ||
31 March 2014 | 2.84 : 1 | 3.77 : 1 | ||
30 June 2014 | 2.91 : 1 | 3.66 : 1 |
Yell operated within its debt covenants for all periods presented in this financial information with headroom for the twelve month period ended 31 December 2010 of 22% on the cash interest cover ratio and 23% on the debt cover ratio. A discussion of the risks associated with the future tightening of debt covenants is presented on page 22 of Yell's annual report for the financial year ended 31 March 2010, a copy of which is available on Yell's website at http://www.yellgroup.com.
15. Trade and other payables
At 31 December 2010 and 31 March 2010 | |||
£ millions | December | March | |
Amounts falling due within one year | |||
Trade payables | 57.1 | 51.5 | |
Other taxation and social security | 16.7 | 16.6 | |
Accruals and other payables | 177.2 | 213.7 | |
Deferred income | 297.7 | 252.3 | |
Trade and other payablesfalling due within one year | 548.7 | 534.1 | |
Amounts falling due after more than one year | |||
Trade payables | 9.1 | 10.1 | |
Accruals and other payables | 8.7 | 3.5 | |
Trade and other payablesfalling due after more than one year |
17.8 |
13.6 | |
Total trade and other payables | 566.5 | 547.7 | |
16. Retirement benefits
At 31 December 2010 and 31 March 2010 | |||
£ millions | December | March | |
Net retirement benefitsobligation at 1 April 2010 and 2009 | (63.3) | (21.9) | |
Net actuarial gain (loss) ondefined benefit pension schemes | 9.2 | (58.8) | |
Contributions in excess of charges | 2.7 | 17.4 | |
Net movement in retirement benefits obligation | 11.9 | (41.4) | |
Net retirement benefits obligation at period end | (51.4) | (63.3) | |
17. Financial commitments, litigation and contingent liabilities
At 31 December 2010, Yell has no material unrecorded litigation settlement obligations. Previous accruals for class action suits in the US have now been settled.
Yell has £21.5 million of restructuring provisions expensed but not yet paid at 31 December 2010 as the best estimate of the remaining amounts to be settled.
There are no contingent liabilities or guarantees other than those referred to above and those arising in the ordinary course of the Group's business. No material losses are anticipated on liabilities arising in the ordinary course of business.
Enquiries
Yell - Investors Yell - Media
Rob Hall Jon Salmon
Tel +44 (0)118 358 2838 Tel +44 (0)118 358 2656
Mobile +44 (0)7793 957848 Mobile +44 (0)7801 977340
Citigate Dewe Rogerson
Anthony Carlisle
Tel +44 (0)20 7638 9571
Mobile +44 (0)7973 611888
www.yellgroup.com
This news release contains forward-looking statements. These statements appear in a number of places in this news release and include statements regarding Yell's intentions, beliefs or current expectations concerning, among other things, Yell's results of operations, revenue, financial condition, liquidity, prospects, growth, strategies, new products, the level of new directory launches and the markets in which Yell operates. Readers are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those in the forward-looking statements as a result of various factors. These factors include any adverse change in regulations, unforeseen operational or technical problems, the nature of the competition that Yell will encounter, wider economic conditions including economic downturns and changes in financial and equity markets. Readers are advised to read pages 18 through 29 in Yell Group plc's annual report for the financial year ended 31 March 2010. Yell undertakes no obligation publicly to update or revise any forward-looking statements, except as may be required by law.
NOTES TO EDITORS
Yell Group
Yell offers quality business leads and marketing solutions to small and medium sized enterprises in the UK, US, Spain and some countries in Latin America through an integrated portfolio of simple-to-use, cost effective advertising. Yell's products are available through printed, online, telephone and mobile based media.
In the year ended 31 March 2010, Yell published 105 directories in the United Kingdom, 1,002 in the United States, and 86 Paginas Amarillas directories in Spain. In the United Kingdom, where it is a leading provider in the classified advertising market, it served 335,000 unique advertisers. In the United States, where it is the largest independent classified directory publisher, it served 546,000 unique advertisers. In Spain, the Paginas Amarillas directories served 253,000 unique advertisers. The Latin American operations served over two hundred thousand unique advertisers.
Yell's principal brands include: in the United Kingdom - Yellow Pages, Yell.com and 118 24 7; in the United States - Yellowbook and Yellowbook.com; and in Spain - Paginas Amarillas and PaginasAmarillas.es.
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