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DMGT Half Year Results

22nd May 2014 07:00

RNS Number : 7596H
Daily Mail & General Trust PLC
22 May 2014
 



 

 

22 May 2014

Daily Mail and General Trust plc ('DMGT')

Half Yearly Financial Report for the six months ended 31 March 2014

 

Good First Half performance

 

Adjusted Results*

(from continuing and discontinued operations)

Statutory Results

Half Year 2014

Half Year 2013

(restated)+

Reported

Change~

Underlying#

Change~

Half Year 2014

Half Year 2013

(restated)+

Revenue

 £931m

 £915m

+2%

+6%

 £931m

 £866m

Operating profit

 £160m

 £146m

+10%

+21%

 £116m

 £97m

Profit before tax

 £151m

 £130m

+16%

 £114m

 £83m

Earnings per share

29.4p

24.4p

+20%

21.6p

25.3p

Dividend per share

6.2p

5.9p

 

 

Half Year Financial Highlights:

 

· DMGT underlying# revenue up 6%; reported revenue up 2%

 

· Underlying operating profit* up 21%; operating margin up to 17%

 

· Adjusted profit before tax of £151m, up 16%

 

· Good growth from B2B; underlying revenue up 11% and underlying profit up 12%

 

· Underlying revenue growth of 1% at dmg media; improved profit margin driven by cost efficiencies, resulting in underlying profit up 44%

 

· Active portfolio management; bolt-on acquisitions and disposal of non-core assets; Zoopla Property Group IPO and Jobsite disposal announced this morning

 

· Net debt up £220m to £793m; net debt:EBITDA ratio of 2.0

 

· Dividend increased by 5%

 

· Outlook for the Full Year in line with market expectations@

 

Martin Morgan, Chief Executive, said:

"We have delivered a good performance in the first half, reflecting the strength of our B2B companies and, within dmg media, the resilience of the Mail businesses, the benefits of cost saving initiatives and effective portfolio management.

 

Our international B2B companies have increased their underlying revenues and profits by 11% and 12% respectively. Our consumer business, dmg media, increased underlying revenues by 1%, with the growth from digital revenues more than offsetting the decline in print revenues. dmg media delivered a 44% underlying increase in operating profit as a result of a reduction in and relocation of printing sites last year and ongoing cost saving measures.

 

It is pleasing that adjusted profit before tax has increased by 16% and earnings per share by 20% despite the adverse impact of the stronger pound during the first half.

 

We have continued to actively manage our portfolio of businesses and have made several acquisitions and disposals during the period and into the second half, to improve the overall quality and growth prospects of the Group.

 

Relative to last year, the first half of the year benefited from the February 2013 increase to the cover price of the Daily Mail and the print rationalisation that took place during 2013. Conversely we expect the comparative performance in the second half of the year to be adversely impacted by constant cover prices, increasing costs at RMS in relation to RMS(one) and the strength of the pound. Overall therefore, the outlook for the Group remains in line with market expectations."

 

 

 

For further information

 

For analyst and institutional enquiries:

Stephen Daintith, Finance Director

Adam Webster, Head of Management Information and Investor Relations

 

 

+44 20 3615 2902

 

+44 20 3615 2903

 

For media enquiries:

Kim Fletcher/Charlie Potter, Brunswick Group

 

 

+44 20 7404 5959

 Half Year Results presentation

A presentation of the Half Year Results will be given to investors and analysts at 9.30am on 22 May 2014, at The Brewery, 52 Chiswell Street, London, EC1Y 4SD. There will also be a live webcast available on our website, http://www.dmgt.com.

 

About DMGT

DMGT is an international business built on entrepreneurship and innovation. We bring together leading companies and talented people to provide businesses and consumers with high-quality analysis & insight, information, news and entertainment.

 

 

Notes

 

* Unless otherwise stated, all profit and profit margin figures in this Interim Management Report refer to adjusted results and not statutory results. Adjusted results are stated before exceptional items, other gains and losses, impairment of goodwill and intangible assets, pension finance charges, premiums on bond redemptions and amortisation of intangible assets arising on business combinations. For a reconciliation of Group profit to adjusted Group profit, see Note 9.

 

~ Percentages are calculated on actual numbers to one decimal place.

 

# Underlying revenue or profit* is revenue or profit on a like-for-like basis, adjusted for constant exchange rates, disposals, closures, non-annual events occurring in the current and prior year and acquisitions; see pages 19 and 20. For dmg information, underlying growth includes the year-on-year organic growth from acquisitions and excludes ECCTIS, a Hobsons business, which was disposed of in January 2014. For dmg events, the comparisons are between events held in the year and the same events held the previous time other than ADIPEC, which became an annual event in November 2013, which is compared to 50% of the revenue and profit of the biennial November 2012 event. For Euromoney, no adjustments are made for the timing of events but acquisitions are completely excluded and underlying profit excludes the benefit in both FY 2013 and FY 2014 of the historic acceleration of its CAP charge. For dmg media, underlying comparisons exclude low margin contract printing revenue, which ceased last year, the central and eastern European businesses, which were disposed of last year, Villarenters, OilCareers and Broadbean, which were disposed of during the first half of this financial year, and distribution services, which ceased earlier this year. For the seven week and thirty three week periods to 18 May 2014, dmg media's underlying advertising performance also excludes Jobrapido, which was disposed of in April 2014. Northcliffe Media is excluded from the DMGT Group underlying comparisons.

 

+ Restated for the revision to International Accounting Standard 19 - Employee Benefits [IAS 19 (R]]. The revision has changed the methodology for calculating the financial element of the net charge or credit associated with DMGT's defined benefit pension schemes. As a result, pension finance income of £7 million previously recognised during the first half of FY 2013, has been restated as a pension finance charge of £7 million and the Full Year pension finance income of £15 million has been restated as a pension finance charge of £13 million. The pension finance item is now excluded from adjusted earnings as the calculation under the new standard does not necessarily reflect the underlying economics associated with the relevant pension assets and liabilities. See Note 1.

 

@ Current City analyst expectations of adjusted profit before tax for Full Year 2014 range from £277 million to £304 million and adjusted basic earnings per share from 51.7 pence to 58.0 pence with a consensus of £286 million and 54.3 pence. Adjusted results are from continuing and discontinued operations and are before exceptional items, other gains and losses, impairment of goodwill and intangible assets, pension finance charges and amortisation of intangible assets arising on business combinations.

 

 

 

Daily Mail and General Trust plc

Northcliffe House, 2 Derry Street,

London, W8 5TT

 

www.dmgt.co.uk

Registered in England and Wales No. 184594

 

Contents

Page

Interim Management Report

5 - 24

 

Independent review report by the external auditor

25 - 26

 

Shareholder Information

27

 

Condensed Consolidated Income Statement

28

 

Condensed Consolidated Statement of Comprehensive Income

29

 

Condensed Consolidated Statement of Changes in Equity

30

 

Condensed Consolidated Statement of Financial Position

31 - 32

 

Condensed Consolidated Cash Flow Statement

33 - 34

 

Notes to the Condensed Consolidated Financial Statements

35 - 55

 

Interim Management Report

This interim management report focuses principally on the adjusted results to give a more comparable indication of the Group's underlying business performance. All year-on-year comparisons are on a like-for-like basis. The prior year's reported results include Northcliffe Media until its disposal on 30 December 2012.

 

An explanation of restructuring and impairment charges and other items included in the statutory results is set out after the divisional performance review and in the segmental note (Note 2). The adjusted results are summarised below:

 

Adjusted results*

(from continuing and discontinued

operations)

Half Year

2014

£m

Half Year

2013

£m

(restated)+

Change~

Full Year

2013

£m

(restated)+

Revenue

931

915

+2%

1,802

Operating profit

160

146

+10%

300

Income from joint ventures and associates

17

8

+101%

22

Net finance costs

(26)

(25)

-4%

(55)

Profit before tax

 151

 130

+16%

267

Tax charge

(30)

(24)

-25%

(49)

Minority interest

(12)

(13)

+11%

(30)

Group profit

 110

93

+18%

188

Adjusted earnings per share

29.4p

24.4p

+20%

49.9p

Amounts are stated rounded to the nearest million pounds, consequently totals may not equal the sum of the component integers.

 

Notes

* Unless otherwise stated, all profit and profit margin figures in this Interim Management Report refer to adjusted results and not statutory results. Adjusted results are stated before exceptional items, other gains and losses, impairment of goodwill and intangible assets, pension finance charges, premiums on bond redemptions and amortisation of intangible assets arising on business combinations. For a reconciliation of Group profit to adjusted Group profit, see Note 9.

 

# Underlying revenue or profit* is revenue or profit on a like-for-like basis, adjusted for constant exchange rates, disposals, closures, non-annual events occurring in the current and prior year and acquisitions; see pages 19 and 20. For dmg information, underlying growth includes the year-on-year organic growth from acquisitions and excludes ECCTIS, a Hobsons business, which was disposed of in January 2014. For dmg events, the comparisons are between events held in the year and the same events held the previous time other than ADIPEC, which became an annual event in November 2013, which is compared to 50% of the revenue and profit of the biennial November 2012 event. For Euromoney, no adjustments are made for the timing of events but acquisitions are completely excluded and underlying profit excludes the benefit in both FY 2013 and FY 2014 of the historic acceleration of its CAP charge. For dmg media, underlying comparisons exclude low margin contract printing revenue, which ceased last year, the central and eastern European businesses, which were disposed of last year, Villarenters, OilCareers and Broadbean, which were disposed of during the first half of this financial year, and distribution services, which ceased earlier this year. For the seven week and thirty three week periods to 18 May 2014, dmg media's underlying advertising performance also excludes Jobrapido, which was disposed of in April 2014. Northcliffe Media is excluded from the DMGT Group underlying comparisons.

 

~ Percentages are calculated on actual numbers to one decimal place.

 

+ Restated for the revision to International Accounting Standard 19 - Employee Benefits [IAS 19 (R)]. The revision has changed the methodology for calculating the financial element of the net charge or credit associated with DMGT's defined benefit pension schemes. As a result, pension finance income of £7 million previously recognised during the first half of FY 2013, has been restated as a pension finance charge of £7 million and the Full Year pension finance income of £15 million has been restated as a pension finance charge of £13 million. The pension finance item is now excluded from adjusted earnings as the calculation under the new standard does not necessarily reflect the underlying economics associated with the relevant pension assets and liabilities. See Note 1.

 

@ Current City analyst expectations of adjusted profit before tax for Full Year 2014 range from £277 million to £304 million and adjusted basic earnings per share from 51.7 pence to 58.0 pence with a consensus of £286 million and 54.3 pence. Adjusted results are from continuing and discontinued operations and are before exceptional items, other gains and losses, impairment of goodwill and intangible assets, pension finance charges and amortisation of intangible assets arising on business combinations.

 

The average £: US$ exchange rate for the first half of the year was £1:$1.64 (against £1:$1.58 last year). The rate at the half year end was $1.67 (2013: $1.52), compared to $1.62 at the previous year end.

 

All references to profit or margin in this interim management report are to adjusted profit or margin, except where reference is made to statutory profit.

 

Summary

Group revenue for the six months to 31 March 2014 was £931 million, compared with £915 million for the prior half year, representing an underlying# increase of 6% and, following the disposal of Northcliffe in December 2012, an increase of 2% on a reported basis. There was good underlying growth in several revenue categories, particularly subscriptions, events and digital advertising, which was partly offset by the revenue decline in print advertising and circulation.

 

Performance across our B2B businesses and our consumer business, dmg media, on a reported and underlying basis is summarised below.

 

Revenue growth

Year-on-year change

Reported

Underlying

Group revenue

+2%

+6%

B2B

+16%

+11%

RMS

+4%

+8%

dmg information

+39%

+15%

dmg events

+16%

+28%

Euromoney

+5%

+3%

dmg media

-2%

+1%

 

Operating profit* of £160 million was up 21% on the figure for the previous half year on an underlying basis, with particularly strong performances from dmg information and dmg media. The reported growth of 10% in operating profit was adversely impacted by disposals, the stronger pound and the consolidation of the loss-making Xceligent property information business into dmg information when it became a subsidiary in October 2013.

 

After including allocated central corporate costs, the Group's B2B companies' operating profits were up 5% on a reported basis, an underlying increase of 12%, and the operating profits from consumer media businesses were up 24%, an underlying increase of 61%. B2B businesses generated 74% of this half year's operating profit with 26% being generated by consumer media, compared to 77% and 23% for the prior half year. The majority of the Group's operating profits were again derived from outside the UK.

 

Adjusted profit before tax increased by 16% to £151 million. The Group's strong performance reflects the growth in operating profit described above and the increased income from joint ventures and associates only being partially offset by slightly increased finance charges. The statutory profit before tax, excluding discontinued operations, for the period was £114 million after charging £34 million of amortisation and impairment and £10 million of net exceptional charges. Adjusted Group profit after tax and minority interests was up 18% to £110 million.

 

Active portfolio management

Active portfolio management has continued throughout the period with acquisitions totalling £115 million and disposals totalling £27 million. The largest acquisition during the period was dmg information's £75 million acquisition of DIIG, the UK and Ireland's leading property searches group, primarily delivering residential and commercial property search results to legal professionals. Genscape, dmg information's energy business, acquired Energytics, a US provider of data and analytics on highly localised, 'nodal', electricity markets. dmg events acquired Quartz Coatings Events, which runs paint and coatings events in Asia, Mexico and Morocco, as a complement to its construction events and to facilitate launching existing events into new geographies. Euromoney acquired Infrastructure Journal, an online publication that tracks activity in the global infrastructure market and which complements Euromoney's Project Finance business. DMGT slightly increased its stake in Zoopla Property Group, to 52.6%, during the period and dmg information acquired strategic stakes in iProf, a provider of test preparation services to students in India, and Petrotranz, a Canadian provider of communication and collaboration tools to automate processes in the oil and natural gas industries.

 

dmg media disposed of OilCareers and Broadbean, part of its digital recruitment business Evenbase, during the period although the proceeds from the Broadbean disposal were received in April 2014, after the period end. Since 31 March 2014, dmg media disposed of Jobrapido and, in May 2014, reached agreement on the disposal of Jobsite, which is expected to complete in the final quarter of calendar 2014. This transaction will complete dmg media's exit from the digital recruitment market and total proceeds from the disposal of Evenbase are expected to be £150 million. Euromoney disposed of its MIS training business in April 2014.

 

In May, Zoopla Property Group confirmed its intention to make an initial public offering (IPO) on the London Stock Exchange. DMGT intends to participate in the IPO and reduce its stake in Zoopla Property Group.

 

Outlook

While the Group's first half performance has been good, there are factors which will adversely impact the year-on-year performance during the second half of the year. These include the Daily Mail's February 2013 cover price increase, increasing newsprint costs, the ramp up of costs relating to RMS(one) and the strong pound. The Group outlook for the Full Year therefore remains in line with market expectations@. At a business unit level, the changes to Full Year guidance since November 2013 are:

1) Reduced revenue guidance for RMS(one), following the postponement of the launch of the production ready version of RMS(one) to the final quarter of calendar 2014, with revenues expected to be approximately £5 million rather than the previous guidance of being in the £15 million to £25 million range.

2) Underlying revenue growth at dmg events is expected to be at least 15% compared to the previous guidance of being in the10-15% range. Given the strength of the pound, reported revenues are still expected to increase by 10-15%.

3) dmg media's operating profit margin is expected to be at least 10%, rather than being approximately 10%.

 

 

Business Review

 

Business to business (B2B)

 

Half Year

2014

£m

Half Year

2013

£m

Change~

 

Underlying#

Change~

Full Year

2013

£m

Revenue

532

461

+16%

+11%

960

Operating profit*

119

113

+5%

+12%

232

Operating margin*

22%

25%

24%

These results are stated after allocating Group corporate costs on the basis of B2B's share of Group revenues.

 

Revenues from the B2B group totalled £532 million, up 16% on the prior half year, with an underlying increase of 11%. The adverse impact of the stronger pound on the reported results was more than offset by additional revenues from acquisitions. Operating profits were 5% higher at £119 million with dmg information accounting for most of the increase. The underlying operating profit, including allocated Group corporate costs, increased by 12% and the overall B2B margin decreased slightly to 22%. The margin and reported growth in operating profits were adversely impacted by the consolidation of dmg information's loss making property information business, Xceligent, following its change from being an associate to a subsidiary in October 2013.

 

 

Risk Management Solutions (RMS)

 

Half Year

2014

£m

Half Year

2013

£m

Change~

 

Underlying#

Change~

Full Year

2013

£m

Revenue

88

85

+4%

+8%

175

Operating profit*

30

31

-5%

-1%

57

Operating margin*

34%

36%

 32%

These results are stated before the allocation of Group corporate costs.

 

RMS increased its revenues by 4%, on a reported basis, and by 8% on an underlying basis. The underlying revenue growth of the core business was 6% and there were an additional £1 million of service revenues related to RMS(one). Operating profit declined by 5%, and by 1% on an underlying basis. The operating margin of 34% was lower than the first half of 2013 due to the RMS(one) related costs.

 

In March 2014, it was announced that, following significant client engagement, the launch of RMS(one), which had originally been scheduled for April 2014, would be postponed until the final quarter of calendar 2014. RMS continues to work to refine its release roadmap and timeline, and intends to communicate this to its clients over the summer, including more details about the timing and scope of a production-ready release of RMS(one). The rate of client adoption and usage will reflect the features and functionality available with each release.

 

Outlook

RMS is expected to deliver mid-single digit Full Year underlying revenue growth for its core business and approximately £5 million of revenues associated with RMS(one). Operating expenses are expected to increase during the second half of the year as RMS(one) costs ramp up, which will significantly reduce margins. The Full Year operating margin is therefore expected to be around 25% and the Full Year operating profit in the £45 million to £50 million range.

 

 

dmg information

 

Half Year

2014

£m

Half Year

2013

£m

Change~

 

Underlying#

Change~

Full Year

2013

£m

Revenue

183

132

+39%

+15%

293

Operating profit*

26

19

+34%

+46%

58

Operating margin*

14%

15%

20%

These results are stated before the allocation of Group corporate costs.

 

dmg information had a strong first half, with underlying revenues up by 15%. Reported revenues were up 39% following the acquisition of DIIG in October 2013 and, in the same month, Xceligent changing from an associate to a subsidiary due to dmg information gaining control of the business. dmg information now owns 52% of Xceligent. The Property Information, Education and Energy businesses all produced double digit underlying revenue growth during the period. Underlying operating profit increased by 46%, with growth being driven particularly by the Property Information and Education businesses. Reported operating profit was adversely impacted by the inclusion of Xceligent's losses. Operating margin declined from 15%, during the first half of the prior year, to 14% due to the inclusion of the lower margin DIIG business and the loss making Xceligent business. Excluding these additions to the portfolio, the operating margin increased from 15% to 18%.

 

Other than the European Property Information businesses, Landmark and DIIG, dmg information is a largely US based business and the strong pound relative to the US dollar adversely impacted reported results.

 

Property Information

 

Half Year

2014

£m

Half Year

2013

£m

Change~

 

Underlying#

Change~

 

Full Year

2013

£m

Revenue

99

57

+74%

+16%

125

Operating profit*

15

13

+16%

+33%

34

Operating profit is stated before charging central dmg information costs and before the allocation of Group corporate costs.

 

Our Property Information companies grew underlying revenues by 16% with particularly strong year-on-year growth from the European businesses, Landmark and DIIG, which delivered a combined underlying growth rate of 20%, supported by recovering transaction volumes in the UK residential market. DIIG is complementary to dmg information's existing businesses in the property sphere. It is comprised of SearchFlow in England & Wales, Millar & Bryce in Scotland and Rochford Brady in Ireland and provides legal professionals, who conduct property transactions, with an electronic search service for residential and commercial property information.

 

Volumes in the US commercial property market, in which EDR operates, were relatively muted in comparison to the UK. Xceligent, one of relatively few providers of fully researched US property and listing information to the commercial real estate community, is now a subsidiary of dmg information and its results consolidated accordingly. The business continues to be loss making as it expands its coverage into more US cities. The addition of DIIG and Xceligent to the portfolio were significant factors driving the 74% growth in reported revenues and Xceligent's losses resulted in operating profit increasing by 16%, compared to an underlying increase of 33% for dmgi's property information businesses as a whole.

 

Education, Energy and Financial

 

Half Year

2014

£m

Half Year

2013

£m

Change~

 

Underlying#

Change~

Full Year

2013

£m

Revenue

84

75

+12%

+14%

167

Operating profit*

13

9

+51%

+52%

31

Operating profit is stated before charging central dmg information costs and before the allocation of Group corporate costs.

 

Underlying revenues grew by 14%, with the Education and Energy businesses continuing to perform particularly strongly. Reported revenue growth of 12% was adversely impacted by the stronger pound. Operating profit increased by 52% on an underlying basis and 51% on a reported basis with Hobsons, the Education business, accounting for the majority of the profit growth.

 

Hobsons continued its strong growth with underlying revenues increasing by 19%. The K-12 school business continues to deliver particularly strong growth and, due to the subscription nature of the revenues, is reducing the seasonality of Hobsons' overall profits which do, however, remain weighted towards the second half of the financial year. During 2012 and 2013 Hobsons invested in a new outsourcing service for universities' online programmes and the transition of this initiative to profitability has also improved Hobsons' profit compared to the first half of the prior year.

Our Energy information company, Genscape, increased underlying revenues by 18% with particularly strong growth from its oil, North American gas and biodiesel products. In October 2013, Genscape acquired Energytics, a Texan provider of information services to energy traders, continuing its strategy of acquiring strategic bolt-on businesses to act as catalysts for further organic growth.

Trepp, which serves the Commercial Mortgage-Backed Securities (CMBS) market, and Lewtan, which serves the broader Asset-Backed Securities market, both continued to grow at relatively modest rates, delivering a combined underlying growth rate of 4%.

Outlook

For the Full Year, dmg information remains on course to achieve underlying revenue growth of between 10% and 15% with an operating margin in the high teens, lower than the prior year due to the inclusion of the loss making Xceligent business and the lower margin DIIG business.

 

 

dmg events

 

Half Year

2014

£m

Half Year

2013

£m

Change~

 

Underlying#

Change~

Full Year

2013

£m

Revenue

66

57

+16%

+28%

87

Operating profit*

22

20

+8%

+21%

21

Operating margin*

33%

35%

24%

These results are stated before the allocation of Group corporate costs.

 

dmg events' reported revenues increased by 16%. The ADIPEC event, which has historically had a biennial cycle, has now switched to an annual format and revenues for the November 2013 event were 95% those of the November 2012 event. Similarly Gastech has historically been a biennial event but is now on an 18 month cycle; the event occurred in March 2014, following the previous event in October 2012, and grew revenues by 46%. These two events significantly contributed to dmg events' underlying revenue growth of 28% for the period. Excluding ADIPEC, underlying revenue growth was 18%. Generally the growth rates of dmg events' smaller events have been lower.

 

The number of visitors attending each of the three large events in the period, Big5, ADIPEC and Gastech, grew at a faster rate than the increase in revenues, reflecting increased expenditure on marketing and content, notably workshops and educational programmes. The visitor numbers are an encouraging revenue indicator for future events but the increased expenditure resulted in the profit growth rates being lower than the revenue growth rates for each of the three large events. As a consequence, dmg events' operating profit increased by 8% on a reported basis and 21% on an underlying basis.

 

In January 2014, dmg events acquired Quartz Coatings Events, which operates shows for the paints and coatings market, complementing its existing construction events such as Big5 and the Middle East Coatings Show. The acquisition, which operates in Vietnam, Thailand, Indonesia, Mexico and Morocco, is also expected to facilitate dmg events' expansion through cloning existing events into new geographies.

 

Outlook

Due to the seasonality of events we expect revenues in the second half of this year to be approximately half those in the first half and the second half margin to be considerably lower. Given the strong performance in the first half, dmg events now expects to deliver underlying revenue growth of at least 15% for the Full Year rather than the 10% to 15% previously guided to. However, reported revenue growth for the Full Year is still expected to be in the 10% to 15% range given the strength of the pound. The business is still anticipated to deliver an operating margin in the region of 25%.

 

 

Euromoney Institutional Investor

 

Half Year

2014

£m

Half Year

2013

£m

Change~

 

Underlying#

Change~

Full Year

2013

£m

Revenue

196

187

+5%

+3%

405

Operating profit*

54

53

+2%

+3%

119

Operating margin*

28%

28%

29%

These results are stated before the allocation of Group corporate costs.

 

Euromoney announced its first half results last week. Revenue increased by 5% on a reported basis, benefiting from acquisitions though adversely impacted by the stronger pound, and grew by 3% on an underlying basis. The main driver of underlying revenue growth was event sponsorship which increased 10%, largely due to new financial market events. Subscriptions, which accounted for 53% of revenue in period, grew by 2% on an underlying basis while underlying advertising revenues declined by 2%.

 

Operating profit rose 2% to £54 million,including the cost of Euromoney's long-term incentive scheme, the Capital Appreciation Plan (CAP). An additional accelerated charge in respect of the CAP was recognised in 2011, and both last year's and this year's profits benefit from the earlier acceleration of that charge. Excluding this benefit, underlying operating profit was up 3% on last year. Euromoney continues to invest in digital publishing, including the new Delphi platform which went live in the period and which is a significant component of Euromoney's plans for future growth.

 

During the period Euromoney acquired Infrastructure Journal, a leading information source for the international infrastructure markets, which has been successfully integrated with Euromoney's existing Project Finance business and, in March, re-launched under the IJ Global brand. In April, Euromoney disposed of its MIS training business which offered limited synergies with the rest of Euromoney and required significant investment to drive future growth.

 

Outlook

Trading conditions have remained challenging, particularly in the investment banking sector where global financial institutions continue to cut costs and exit capital intensive activities. In contrast, Euromoney's businesses serving the asset management industry have remained robust and are starting to benefit from increased budgets for research and information services, while emerging markets continue to present opportunities for growth.

 

The recent strength of the pound against the US dollar is expected to have a more significant adverse impact on reported results in the second half of the year. Euromoney intends, however, to maintain its strategy of investing in new products and digital publishing to drive organic growth, complemented by further acquisitions.

 

 

 

 

Consumer media

 

Half Year

2014

£m

Half Year

2013

£m

Change~

 

Underlying#

Change~

Full Year

2013

£m

Revenue

399

454

-12%

+1%

842

Operating profit*

41

33

+24%

+61%

68

Operating margin*

10%

7%

8%

These results are stated after allocating Group corporate costs on the basis of Consumer media's share of Group revenues.

 

The reported results for the Consumer business, compared to the prior year, were impacted by the disposal of Northcliffe Media, effective 30 December 2012. The Group owns stakes in Zoopla Property Group, the digital property business, and Local World, the local media publisher, with DMGT's share of profits of these businesses included within joint ventures and associates.

 

 

dmg media

 

Half Year

2014

£m

Half Year

2013

£m

Change~

 

Underlying#

Change~

Full Year

2013

£m

Revenue:

Daily Mail / The Mail on Sunday

278

287

-3%

562

MailOnline

28

20

+45%

41

Mail Businesses

306

306

+0%

603

Metro, 7 Days

40

40

+0%

80

Evenbase

38

39

-4%

78

Wowcher

11

5

+111%

14

Other

3

15

-78%

18

Total Revenue

399

406

-2%

+1%

793

Operating profit*

50

36

+39%

+44%

80

Operating margin*

13%

9%

10%

These results are stated before the allocation of Group corporate costs. Amounts are stated rounded to the nearest million pounds, consequently totals may not equal the sum of the component integers.

 

Summary

Underlying revenues grew by 1% compared to the first half of the prior year. Reported revenues declined by 2%, primarily due to the disposal of dmg media's central and eastern European operations during the prior year.

The underlying increase in digital advertising revenues across the dmg media portfolio continued to exceed the ongoing decline in print advertising revenues, with total underlying advertising revenues increasing by 3%. Circulation volumes continued to decline, although revenues benefited from the February 2013 increase in the cover price of the Monday to Friday editions of the Daily Mail, from 55p to 60p. Overall, circulation revenues declined by 3%.

Operating profit for the period increased by 39% to £50 million, an underlying increase of 44%. The cost base has benefited from more efficient newspaper production facilities following the relocation from Surrey Quays to Thurrock during the prior year and the closure of our Stoke plant in December 2012. There has also been a steady reduction, over the last few years, in the number of businesses within dmg media's portfolio with the focus now on the Mail businesses. This has also delivered a reduction in dmg media's central costs. The reduced cost base and the benefit of the prior year cover price increase contributed to the increase in operating margin from 9% to 13%.

Mail Businesses

Revenue for the combined newspapers and website businesses (Daily Mail, The Mail on Sunday and MailOnline) remained constant at £306 million. The 4% decline in print advertising revenue and 3% decline in circulation revenue were offset by the 45% revenue growth for MailOnline in the period. The Daily Mail's circulation volumes continued to decline although the strength of the Mail brand enabled a continued increase in the Daily Mail's market share to 22.8% in March 2014, compared to 22.1% in March 2013. The Mail on Sunday also increased market share, to 21.8% in March 2014, compared to 21.0% in March 2013.

 

Total advertising revenues across the Mail Businesses were £131 million, an increase of £5 million, 4% on the same period last year with the £9 million, 50% increase in MailOnline's advertising revenues exceeding the £5 million, 4% decline in print advertising revenues. MailOnline's total revenues increased by 45%, slower than advertising growth, due to the prior year including a £1 million benefit from using a different methodology to allocate revenues from dmg media's reader offers across the Mail businesses.

 

MailOnline continues to grow strongly, with 180 million average global monthly unique browsers and 11.3 million average global daily unique browsers in March 2014, increases of 60% and 56% respectively on March 2013. MailOnline continues to focus on increasing the size and engagement level of its global audience and, in particular, its US audience. There were 62 million average monthly unique US browsers and 3.2 million average daily unique US browsers in March 2014, increases of 74% and 70% respectively on March 2013. In January 2014, MailOnline launched an Australian joint venture with Mi9, part of the Nine Entertainment Co, and the business is expected to benefit from the advertising relationships and video content from this alliance. Average daily unique Australian browsers in March 2014 were over 400,000, more than double the level in March 2013.

 

Other dmg media businesses

Revenue at Metro was £40 million, in line with last year. Metro has re-focused on the core newspaper business and the MailOnline management team are now responsible for driving the growth of Metro's digital audience.

 

dmg media's presence in the digital recruitment market was reduced with the disposals of OilCareers and Broadbean in March 2014 and the disposal of Jobrapido in April 2014. In May 2014, an agreement was reached to dispose of Jobsite and the transaction will complete dmg media's disposal of Evenbase and exit from the digital recruitment market.

 

Wowcher continues to grow strongly and has developed a database of 4.9 million customers, notably affluent, urban females. Wowcher's net revenue in the period was £11 million, more than double the first half of last year. Wowcher has been in investment phase and made a small loss during the period but remains on track to achieve run-rate break-even in the second half of the year.

 

Reported revenues from other businesses were £3 million in the period, a reduction of £11 million compared to last year. This was largely due to the disposal of the central and eastern European publishing businesses during the prior year as well as the cessation of contract printing and distribution services, increasing the focus on the higher growth businesses within the dmg media portfolio.

 

Outlook

Following weak advertising revenues in March 2014, performance improved over the Easter period and into May. Compared to the prior year, dmg media's underlying advertising revenues increased by 10% for the seven weeks to 18 May 2014, including the benefit from the Easter period, bringing underlying advertising growth for the thirty three weeks year to date to 6%. Circulation revenues for the seven weeks to 18 May 2014 were down 6%. Overall for the Full Year, dmg media expects to deliver stable underlying total revenues, for advertising and circulation combined, in the -2% to +2% range, with underlying digital advertising growth across the portfolio offsetting circulation and print advertising declines. Reported revenues will be adversely impacted by disposals, notably from the Evenbase portfolio. Operating margins for the Full Year are expected to be at least 10%, a slight increase on the previous guidance of approximately 10% although, due to declining circulation revenues and an increase in the cost of newsprint, not as high as the 13% delivered in the first half.

 

 

Northcliffe Media

 

Half Year

2014

£m

Half Year

2013

£m

 

 

Full Year

2013

£m

Revenue

-

49

49

Operating profit*

-

7

7

Operating margin*

15%

15%

These results are stated before the allocation of Group corporate costs.

 

Northcliffe Media was sold to Local World, a company in which the Group owns a 38.7% stake, at the end of December 2012.

 

 

Joint Ventures & Associates

 

Half Year

2014

£m

Half Year

2013

£m

Change~

 

Full Year

2013

£m

Zoopla Property Group

10

8

15

Local World

7

3

11

Xceligent

-

(2)

(3)

Other joint ventures and associates

-

(1)

(1)

Total joint ventures and associates

17

8

+101%

22

 

The Group's share of the operating profits* of its joint ventures and associates increased by £8 million to £17 million. Zoopla Property Group, in which DMGT owns a 52.6% stake, continues to perform strongly and increased revenues by 26% compared to the prior year. The share of profits from Local World, in which DMGT owns a 38.7% stake, was £7 million in the period compared to £3 million from three months of trading in the prior year, reflecting an improved profit margin. Xceligent, the US property information business, became a subsidiary of dmg information in October 2013 and consequently is no longer included within joint ventures and associates.

 

During the period dmg information acquired a 33% stake in Petrotranz, a Canadian business which provides clients in the oil and natural gas industries with a web-based communication and collaboration platform to automate manual and inefficient processes. dmg information, through its Education business Hobsons, also acquired a 10% stake in iProf, a provider of test preparation content for students in India, which is working with Hobsons in developing new tools and services for the K-12 market.

 

For the Full Year, the share of operating profits from joint ventures and associates is expected to exceed £30 million.

 

 

 

 

Other income statement items

 

· Net finance costs

 

Half Year

2014

 

£m

Half Year

2013

(restated)+

£m

Change~

 

Full Year

2013

(restated)+

£m

Net interest payable and similar charges

(26)

(27)

+3%

(57)

Investment income

-

2

2

Total

(26)

(25)

-4%

(55)

Amounts are stated rounded to the nearest million pounds, consequently totals may not equal the sum of the component integers.

 

Net finance costs, including investment income, increased by £1 million to £26 million. There was no investment income in the period whereas the prior year included a dividend from the Press Association. Net interest payable and similar charges declined by 3% and, excluding finance charges on deferred consideration relating to acquisitions, declined by 6%, benefiting from the redemption of bonds in December 2013.

 

The pension finance charge, which is excluded from adjusted results, was £4 million for the period compared to £7 million for the same period last year and £13 million for the prior Full Year.

 

Exceptional finance costs included a £24 million charge for the premium on the early redemption of £56 million of 10.0% Bonds, due 2021, and £50 million of 5.75% Bonds, due 2018, which were purchased in December 2013.

 

· Other items

The Group charged £10 million of exceptional operating costs in the period (2013 £18 million) all of which were cash items. There were £12 million of reorganisation, redundancy and consultancy costs, primarily at dmg media, which continued to increase its focus on the core Mail businesses and to scale back the headcount associated with the print businesses and central functions. These costs were partly offset by a £2 million credit in respect of deferred consideration, primarily relating to Jobrapido.

 

The charge for amortisation of intangible assets increased by £4 million to £20 million. The Group also made an impairment charge of £14 million, principally relating to dmg media's Jobrapido business ahead of its disposal in April 2014. The Group recorded gains on disposals of £42 million, compared to £61 million in the prior period. The gains primarily related to the disposals of dmg media's online digital recruitment businesses, OilCareers and Broadbean.

 

· Taxation

The adjusted tax charge of £30 million (2013 £24 million) is stated after adjusting for the effect of exceptional items. The adjusted tax rate for the half year is 19.5% (2013 18.2%). The increase reflects a reduced impact on the rate from tax-efficient financing and tax deductible amortisation in the US and the effective tax rate is expected to increase to over 22% over the next two years.

 

There were net exceptional tax credits of £2 million, due to exceptional tax charges of £3 million, predominantly arising on the disposal of the OilCareers and Broadbean businesses, and relief of £5 million in respect of amortisation and impairment of intangible fixed assets.

 

 

 

Pensions

The deficit on the Group's defined benefit pension schemes decreased from £208 million at the beginning of the year to £162 million at the half year (calculated in accordance with IAS 19), with the increase in the value of assets exceeding the increase in the value of the defined benefit obligation. Funding payments into the main schemes during the period were £44 million, including the £13 million final instalment in respect of the disposal of Northcliffe Media. During the period the Group and the Trustees agreed a revised Schedule of Additional Funding accruing to the main schemes through to 2026, totalling approximately £34 million per annum to 2020, £28 million per annum to 2022 and then £23 million per annum thereafter. In addition a contribution equal to 20% of any share buy backs will be contributed to the schemes, albeit offset by up to £5 million of agreed funding contributions during the year. Contributions will be discontinued should the schemes' actuary agree the schemes are no longer in deficit, with the next formal actuarial valuation scheduled for 31 March 2016. The defined benefit schemes are closed to new entrants.

 

 

Net debt and cash flow

Net debt at the end of the period was £793 million, an increase of £220 million since the start of the year, and the net debt:EBITDA ratio was 2.0. Net expenditure on acquisitions, including proceeds from disposals, was £87 million. Cash outflows also included dividends of £55 million, pension funding payments of £44 million, interest payments of £26 million and a £24 million premium on the early redemption of bonds. The Group generated operating cash flows of £48 million in the period. Operating cash flows are stated after capital expenditure of £35 million, excluding £24 million of expenditure in respect of RMS, notably RMS(one), and exceptional operating items of £10 million.

 

Operating cash flows were adversely impacted by a £16m increase in Euromoney's CAP related share purchases and cash payments as well as the growth of businesses with seasonal cash flows, notably Hobsons and dmg events.

 

Net debt is usually at its peak around the half year due to the timing of the prior year's final dividend and other annual payments. Allowing for further planned investment activity, the ratio of net debt to EBITDA is expected to be 2.0 or less at the year end.

 

The Directors consider that the Group has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the half yearly report.

 

Financing

During the first half of the year, the Group acquired 3.1 million 'A' Ordinary Shares for £29 million in order to meet obligations to provide shares under its incentive plans and utilised 3.6 million shares out of Treasury, valued at £33 million, to provide shares under various incentive plans. As at 31 March 2014, DMGT had 373.9 million shares in issue, including 19.9 million Ordinary Shares, and a further 20.0 million 'A' Ordinary Shares held in Treasury.

 

During the period, the Group's available bank facilities were increased from £300 million to £480 million and extended to 2019.

 

 

 

 

Dividend

The Board has declared an interim dividend of 6.2 pence per Ordinary and 'A' Ordinary Non-Voting share (2013 5.9 pence) which will be paid on 4 July 2014 to shareholders on the register at the close of business on 6 June 2014.

 

 

 

 

 

Underlying analysis - Revenues

 

 

HY 2013/14

HY 2012/13

£ millions

%

Underlying

M&A

Other

Reported

Underlying

M&A

Exchange

Other

Reported

B2B

RMS

+8%

88

-

-

88

82

-

(3)

-

85

dmg information

+15%

188

6

-

183

164

34

(2)

-

132

dmg events

+28%

66

-

-

66

51

-

(2)

(4)

57

Euromoney

+3%

190

(6)

-

196

183

-

(4)

-

187

+11%

532

-

-

532

480

34

(11)

(4)

461

Consumer

dmg media

+1%

389

(9)

(1)

399

387

(16)

-

(3)

406

Northcliffe Media

-

-

-

-

-

(49)

-

-

49

+1%

389

(9)

(1)

399

387

(65)

-

(3)

454

DMGT Group

+6%

921

(9)

(1)

931

867

(30)

(11)

(7)

915

 

Note: M&A adjustments are for disposals, including dmg media's central and eastern European operations and digital recruitment businesses (OilCareers and Broadbean), and acquisitions, including DIIG, Infrastructure Journal and Xceligent. Acquisitions are excluded from Euromoney's underlying results whereas dmg information's underlying results include the post-acquisition organic growth from acquired entities.

 

Amounts are stated rounded to the nearest million pounds, consequently totals may not equal the sum of the component integers.

 

 

Underlying analysis - Adjusted operating profit*

 

 

HY 2013/14

HY 2012/13

 

£ millions

%

Underlying

M&A

Other

Reported

Underlying

M&A

Exchange

Other

Reported

 

 

B2B

 

RMS

-1%

30

-

-

30

30

-

(1)

-

31

 

dmg information

+46%

26

-

-

26

18

(1)

(1)

-

19

 

dmg events

+21%

22

-

-

22

18

-

-

(2)

20

 

Euromoney

+3%

51

(2)

(1)

54

50

-

(1)

(2)

53

 

+11%

128

(2)

(1)

131

116

(1)

(3)

(4)

124

 

Consumer

 

dmg media

+44%

49

(1)

-

50

34

(2)

-

-

36

 

Northcliffe Media

-

-

-

-

-

(7)

-

-

7

 

+44%

49

(1)

-

50

34

(9)

-

-

43

 

 

Corporate costs

-3%

(21)

-

-

(21)

(21)

-

-

-

(21)

 

Operating profit

+21%

156

(3)

(1)

160

129

(10)

(3)

(4)

146

 

 

 

Notes: B2B and Consumer underlying figures are stated pre the allocation of Corporate costs. Including Corporate costs, the underlying growth rates for B2B and Consumer were +12 and +61% respectively.

 'Other' includes adjustments for the timing of events and the acceleration of Euromoney's CAP costs.

 

Amounts are stated rounded to the nearest million pounds, consequently totals

may not equal the sum of the component integers.

 

 

Principal risks and uncertainties

The UK Listing Authority's Disclosure and Transparency Rules requires a description of the principal risks and uncertainties for the remaining six months of the financial year.

 

The principal risks facing DMGT, summarised below, arise from the competitive and rapidly changing nature of our markets, the increasingly technological nature of our products and services, the international reach of our businesses, legislative, fiscal and regulatory developments, and economic conditions in our markets. Certain businesses could also be affected by the impact of declining advertising revenue streams and traditional print circulation.

 

The principal risks and uncertainties that affect the Group on an ongoing basis are described in our 2013 Annual Report at www.dmgt.com. These are still considered to be the most relevant risks and uncertainties at this time. These are summarised below:

 

Strategic Risks

· New or disruptive technologies or competitors and changing behaviours can impact the demand for our products (e.g. mobile, tablet, cloud, online adoption, and falling newspaper readership affecting advertising spend).

· Management of the portfolio and allocation of capital in relation to both organic growth opportunities and acquisition targets.

· Securing and retaining the right people for senior and business critical roles.

· Economic downturn which would affect advertising revenue, property and financial markets in the UK and US, and growth potential in key markets.

· US dollar earnings. A large portion of the Group profits arise in US dollar. Weakening of the dollar would have a translational effect on reported results.

 

Operational Risks

· Information security breach or cyber-attack could result in reputational damage or unavailability of products.

· Failure of a major change project.

· Pension scheme deficit within our UK newspaper business.

· Reliance on third parties and key commercial relationships (data centre, cloud software and service providers, events venues, newsprint suppliers, distributors and wholesalers).

 

Risks relevant to the remainder of the financial year

Failure of a major change project

RMS (one), the cloud-based exposure and risk management platform, was due to launch in April 2014 and current financial year revenues associated with RMS(one) were expected to be in the £15 million to £25 million range. In March 2014, it was announced that, following significant client engagement, the launch of RMS(one) would be postponed until the final quarter of calendar 2014 and consequently revenues associated with RMS(one) in the current financial year are now expected to be approximately £5 million. Reductions in expected product amortisation and operating costs mean, however, that RMS's Full Year operating profit is still expected to be in the £45 million to £50 million range, consistent with guidance given in November 2013.

 

 

Statement of Directors' responsibilities

The Directors are responsible for preparing the half-yearly financial report, in accordance with applicable law and regulations.

 

The Directors confirm that to the best of their knowledge:

 

a) this condensed set of financial statements which should be read in conjunction with the annual financial statements for the year ended 30 September 2013 and has been prepared in accordance with IAS 34 'Interim financial reporting' as adopted by the European Union; and

 

b) the interim management report includes a fair review of the information required by the Financial Services Authority's Disclosure and Transparency Rules 4.2.7R and 4.2.8R.

 

By order of the Board of Directors

 

The Viscount Rothermere

Chairman

21 May 2014

 

* Unless otherwise stated, all profit and profit margin figures in this Interim Management Report refer to adjusted results and not statutory results. Adjusted results are stated before exceptional items, other gains and losses, impairment of goodwill and intangible assets, pension finance charges, premiums on bond redemptions and amortisation of intangible assets arising on business combinations. For a reconciliation of Group profit to adjusted Group profit, see Note 9.

 

# Underlying revenue or profit* is revenue or profit on a like-for-like basis, adjusted for constant exchange rates, disposals, closures, non-annual events occurring in the current and prior year and acquisitions; see pages 19 and 20. For dmg information, underlying growth includes the year-on-year organic growth from acquisitions and excludes ECCTIS, a Hobsons business, which was disposed of in January 2014. For dmg events, the comparisons are between events held in the year and the same events held the previous time other than ADIPEC, which became an annual event in November 2013, which is compared to 50% of the revenue and profit of the biennial November 2012 event. For Euromoney, no adjustments are made for the timing of events but acquisitions are completely excluded and underlying profit excludes the benefit in both FY 2013 and FY 2014 of the historic acceleration of its CAP charge. For dmg media, underlying comparisons exclude low margin contract printing revenue, which ceased last year, the central and eastern European businesses, which were disposed of last year, Villarenters, OilCareers and Broadbean, which were disposed of during the first half of this financial year, and distribution services, which ceased earlier this year. For the seven week and thirty three week periods to 18 May 2014, dmg media's underlying advertising performance also excludes Jobrapido, which was disposed of in April 2014. Northcliffe Media is excluded from the DMGT Group underlying comparisons.

 

~ Percentages are calculated on actual numbers to one decimal place.

 

+ Restated for the revision to International Accounting Standard 19 - Employee Benefits [IAS19 (R)]. The revision has changed the methodology for calculating the financial element of the net charge or credit associated with DMGT's defined benefit pension schemes. As a result, pension finance income of £7 million previously recognised during the first half of FY 2013, has been restated as a pension finance charge of £7 million and the Full Year pension finance income of £15 million has been restated as a pension finance charge of £13 million. The pension finance item is now excluded from adjusted earnings as the calculation under the new standard does not necessarily reflect the underlying economics associated with the relevant pension assets and liabilities. See Note 1.

 

@ Current City analyst expectations of adjusted profit before tax for Full Year 2014 range from £277 million to £304 million and adjusted basic earnings per share from 51.7 pence to 58.0 pence with a consensus of £286 million and 54.3 pence. Adjusted results are from continuing and discontinued operations and are before exceptional items, other gains and losses, impairment of goodwill and intangible assets, pension finance charges and amortisation of intangible assets arising on business combinations.

 

The average £: US$ exchange rate for the year was £1:$1.64 (against £1:$1.58 last year). The rate at the half year end was $1.67 (2013: $1.52), compared to $1.62 at the previous year end.

 

 

For further information

 

For analyst and institutional enquiries:

Stephen Daintith, Finance Director, DMGT

Adam Webster, Head of Management Information and Investor Relations, DMGT

 

 

+44 20 3615 2902 

+ 44 20 3615 2903

 

For media enquiries

Kim Fletcher / Charlie Potter, Brunswick Group

 

 

+44 20 7404 5959

Analysts' presentation and webcast

A presentation of the Half Year Results will be given to investors and analysts at 9.30am on 22 May 2014, at The Brewery, 52 Chiswell Street, London, EC1Y 4SD. There will also be a live webcast available on our website, http://www.dmgt.com.

 

Next trading update

The Group's next scheduled announcement of financial information will be its third quarter interim management statement on 24 July 2014.

 

 

This Interim Management Report ('IMR') is prepared for and addressed only to the Company's shareholders as a whole and to no other person. The Company, its Directors, employees, agents and advisers accept and assume no liability to any person in respect of this IMR save as would arise under English law. Statements contained in this IMR are based on the knowledge and information available to the Group's Directors at the date it was prepared and therefore facts stated and views expressed may change after that date.

 

This document and any materials distributed in connection with it may include forward-looking statements, beliefs, opinions or statements concerning risks and uncertainties, including statements with respect to the Group's business, financial condition and results of operations. Those statements and statements which contain the words "anticipate", "believe", "intend", "estimate", "expect" and words of similar meaning, reflect the Group's Directors'beliefs and expectations and involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future and which may cause results and developments to differ materially from those expressed or implied by those statements and forecasts. No representation is made that any of those statements or forecasts will come to pass or that any forecast results will be achieved. You are cautioned not to place any reliance on such statements or forecasts. Those forward-looking and other statements speak only as at the date of this IMR. The Groupundertakes no obligation to release any update of, or revisions to, any forward-looking statements, opinions (which are subject to change without notice) or any other information or statement contained in this IMR.Furthermore, past performance of the Group cannot be relied on as a guide to future performance.

 

No statement in this document is intended as a profit forecast or a profit estimate and no statement in this document should be interpreted to mean that earnings per DMGT share for the current or future financial years would necessarily match or exceed the historical published earnings per DMGT share.

 

Nothing in this document is intended to constitute an invitation or inducement to engage in investment activity. This document does not constitute or form part of any offer for sale or subscription of, or any solicitation of any offer to purchase or subscribe for, any securities nor shall it or any part of it nor the fact of its distribution form the basis of, or be relied on in connection with, any contract, commitment or investment decision in relation thereto. This document does not constitute a recommendation regarding any securities.

 

Independent review report to Daily Mail and General Trust plc

We have been engaged by the company to review the condensed set of financial statements in the half-yearly financial report for the period ended 31 March 2014 which comprise the condensed consolidated income statement, the condensed consolidatedstatement of comprehensive income, the condensed consolidatedstatement of changes in equity, the condensed consolidated cash flow statement, the condensed consolidated statement of financial position, and related notes 1 to 25. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

 

This report is made solely to the Company in accordance with International Standard on Review Engagements (UK and Ireland) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board. Our work has been undertaken so that we might state to the Company those matters we are required to state to them in an independent review report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company, for our review work, for this report, or for the conclusions we have formed.

 

 

Directors' responsibilities

The half-yearly financial report is the responsibility of, and has been approved by, the Directors. The Directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.

 

As disclosed in note 1, the annual financial statements of the Group are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standard 34, "Interim Financial Reporting," as adopted by the European Union.

 

Our responsibility

Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review.

 

Scope of Review

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the period ended 31 March 2014 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.

 

Deloitte LLP

Chartered Accountants and Statutory Auditor

21 May 2014 

London

United Kingdom

 

Shareholder Information

 

Financial Calendar (provisional)

 

2014

 

22 May Half Yearly Financial Report published

4 June Interim ex-dividend date

6 June Interim record date

4 July Payment of interim dividend

24 July Interim management statement

17 September Pre-close trading update

30 September Year end

30 September Payment of interest on loan notes

26 November Annual results and final dividend announced

3 December Ex-dividend date

5 December Record date

 

Contacts

 

Daily Mail and General Trust plc

Northcliffe House

2 Derry Street,

London

W8 5TT

Telephone: +44 20 7938 6000

Email: [email protected]

 

Auditor

Deloitte LLP

2 New Street Square

London

EC4A 3BZ

Stockbrokers

Credit Suisse Securities (Europe) Limited

One Cabot Square

London

E14 4QJ

Registrars

Equiniti

Aspect House

Spencer Road

Lancing

West Sussex

BN99 6DA

Numis Securities Limited

The London Stock Exchange Building

10 Paternoster Square

London

EC4M 7LT

 

 

 

For further investor information and contacts, please visit the Company's website at:

http://www.dmgt.com

 

Copies of this Half Yearly Financial Report are available electronically from the Company's website at www.dmgt.com or from the Secretary upon request.

 

DMGT plc

Condensed Consolidated Income Statement

For the 6 months ending 31 March 2014

 

Unaudited 6 months ending

31 March 2014

Unaudited 6 months ending

31 March 2013

Audited year ending

30 September 2013

Restated (note 1)

Restated (note 1)

Note

£m

£m

£m

CONTINUING OPERATIONS

Revenue

2

931.2

866.0

1,752.6

Operating profit before exceptional operating costs, amortisation and impairment of goodwill and acquired intangible assets

2

160.1

139.0

292.5

Exceptional operating costs, impairment of internally generated and acquired computer software, property, plant and equipment and investment property

2

(10.4)

(21.5)

(40.3)

Amortisation and impairment of goodwill and acquired intangible assets arising on business combinations

2

(33.9)

(20.9)

(42.5)

Operating profit before share of results of joint ventures and associates

2

115.8

 96.6

209.7

Share of results of joint ventures and associates

3

7.8

(1.2)

5.3

Total operating profit

123.6

 95.4

215.0

Other gains and losses

4

 42.1

 22.4

27.6

Profit before net finance costs and tax

165.7

117.8

242.6

Investment revenue

5

0.3

2.7

3.1

Finance costs

6

(52.2)

(37.1)

(71.0)

Net finance costs

(51.9)

(34.4)

(67.9)

Profit before tax

113.8

83.4

174.7

Tax

7

(24.5)

(19.0)

(34.6)

Profit after tax from continuing operations

 89.3

64.4

140.1

DISCONTINUED OPERATIONS

Profit from discontinued operations

20

-

42.1

47.9

Profit for the period

 89.3

106.5

188.0

Attributable to:

Owners of the Company

 80.7

96.3

164.6

Non-controlling interests *

8.6

10.2

23.4

Profit for the period

 89.3

106.5

188.0

Earnings per share

10

From continuing operations

Basic

21.6p

14.2p

30.9p

Diluted

21.3p

13.8p

30.1p

From discontinued operations

Basic

- p

11.1p

12.7p

Diluted

- p

10.8p

12.4p

From continuing and discontinued operations

Basic

21.6p

25.3p

43.6p

Diluted

21.3p

24.6p

42.5p

Adjusted earnings per share

Basic

29.4p

24.4p

49.9p

Diluted

28.9p

23.7p

48.5p

* All attributable to continuing operations

 

DMGT plc

Condensed Consolidated Statement of Comprehensive Income

For the 6 months ending 31 March 2014

 

Unaudited 6 months ending

31 March 2014

Unaudited 6 months ending

31 March 2013

Audited year ending

30 September 2013

Restated (note 1)

Restated (note 1)

£m

£m

£m

Profit for the period

89.3

106.5

188.0

Items that will not be reclassified to profit or loss

Actuarial gain on defined benefit pension schemes

5.3

5.2

94.3

Tax relating to items that will not be reclassified to profit or loss

(1.1)

(0.7)

(30.8)

Total items that will not be reclassified to profit or loss

4.2

4.5

63.5

Items that may be reclassified subsequently to profit or loss

Gains/(losses) on hedges of net investments in foreign operations

12.8

(45.2)

2.4

Cash flow hedges:

Gains/(losses) arising during the period

0.9

(7.8)

(3.4)

Transfer of loss on cash flow hedges from translation reserve to Condensed Consolidated Income Statement

0.2

1.4

2.2

Translation reserves recycled to Condensed Consolidated Income Statement on disposals

-

(2.8)

(2.5)

Foreign exchange differences on translation of foreign operations

(11.8)

49.9

(4.4)

Tax relating to items that may be reclassified to profit or loss

(0.3)

1.2

-

Total items that may be reclassified subsequently to profit or loss

1.8

(3.3)

(5.7)

Other comprehensive income for the period

6.0

1.2

57.8

Total comprehensive income for the period

95.3

107.7

245.8

Attributable to:

Owners of the Company

89.3

94.3

223.3

Non-controlling interests

6.0

13.4

22.5

95.3

 107.7

245.8

 

DMGT plc

Condensed Consolidated Statement of Changes in Equity

For the 6 months ending 31 March 2014

 

Called-up share capital

Share premium account

Capital redemption reserve

Shares held in treasury

Translation reserve

Retained earnings

Total

Non-controlling interests

Total equity

£m

£m

£m

£m

£m

£m

£m

£m

£m

At 30 September 2012

49.1

13.5

1.1

(43.8)

(32.6)

169.1

156.4

95.3

251.7

Profit for the period

-

-

-

-

-

96.3

96.3

10.2

106.5

Other comprehensive income for the period (Restated note 1)

-

-

-

-

(7.6)

5.6

(2.0)

 3.2

1.2

Total comprehensive income for the period (Restated note 1)

-

-

-

-

(7.6)

101.9

94.3

13.4

107.7

Issue of share capital

0.1

1.3

-

-

-

-

1.4

 0.8

2.2

Dividends

-

-

-

-

-

(47.5)

(47.5)

(7.0)

(54.5)

Own shares acquired in the period

-

-

-

(58.8)

-

-

(58.8)

-

(58.8)

Financial liability for closed period purchases

-

-

-

(20.0)

-

-

(20.0)

-

(20.0)

Own shares released on vesting of share options

-

-

-

 21.2

-

-

21.2

-

 21.2

Exercise of acquisition put option commitments

-

-

-

-

-

0.1

0.1

(0.1)

-

Other transactions with non-controlling interests

-

-

-

-

-

-

-

 0.4

0.4

Adjustment to equity following increased stake in controlled entity

-

-

-

-

-

(13.3)

(13.3)

(2.4)

(15.7)

Credit to equity for share-based payments

-

-

-

-

-

 11.1

11.1

 0.3

 11.4

Settlement of exercised share options of subsidiaries

-

-

-

-

-

(9.4)

(9.4)

-

(9.4)

Initial recording of put options granted to non-controlling interests in subsidiaries

-

-

-

-

-

(0.3)

(0.3)

(0.1)

(0.4)

Corporation tax on share-based payments

-

-

-

-

-

1.1

1.1

 0.5

1.6

Deferred tax on other items recognised in equity (Restated note 1)

-

-

-

-

-

2.3

2.3

 0.2

2.5

At 31 March 2013

49.2

14.8

1.1

(101.4)

(40.2)

215.1

138.6

101.3

239.9

At 30 September 2012

49.1

13.5

1.1

(43.8)

(32.6)

169.1

156.4

95.3

251.7

Profit for the period

-

-

-

-

-

 164.6

164.6

23.4

 188.0

Other comprehensive income for the year (Restated note 1)

-

-

-

-

(4.4)

 63.1

58.7

(0.9)

 57.8

Total comprehensive income for the year (Restated note 1)

-

-

-

-

(4.4)

 227.7

223.3

22.5

 245.8

Issue of share capital

0.1

2.8

-

-

-

-

2.9

 2.3

5.2

Expenses incurred in relation to scheme of arrangement

-

-

-

-

-

(1.5)

(1.5)

-

(1.5)

Dividends

-

-

-

-

-

(69.6)

(69.6)

(9.1)

(78.7)

Own shares acquired in the year

-

-

-

(94.6)

-

-

(94.6)

-

(94.6)

Own shares released on vesting of share options

-

-

-

 21.8

-

-

21.8

-

 21.8

Other transactions with non-controlling interests

-

-

-

-

-

-

-

 1.4

1.4

Adjustment to equity following increased stake in controlled entity

-

-

-

-

-

(16.1)

(16.1)

 0.6

(15.5)

Adjustment to equity following decreased stake in controlled entity

-

-

-

-

-

(0.7)

(0.7)

 0.7

-

Credit to equity for share-based payments

-

-

-

-

-

 12.5

12.5

 0.3

 12.8

Settlement of exercised share options of subsidiaries

-

-

-

-

-

(11.0)

(11.0)

-

(11.0)

Initial recording of put options granted to non-controlling interests in subsidiaries

-

-

-

-

-

(3.0)

(3.0)

(1.3)

(4.3)

Corporation tax on share-based payments

-

-

-

-

-

1.4

1.4

 0.7

2.1

Deferred tax on other items recognised in equity (Restated note 1)

-

-

-

-

-

1.3

1.3

 0.2

1.5

At 30 September 2013

49.2

16.3

1.1

(116.6)

(37.0)

310.1

223.1

113.6

336.7

Profit for the period

-

-

-

-

-

80.7

80.7

8.6

89.3

Other comprehensive income for the period

-

-

-

-

4.4

4.2

8.6

(2.6)

6.0

Total comprehensive income for the period

-

-

-

-

4.4

 84.9

89.3

 6.0

 95.3

Issue of share capital

-

1.2

-

-

-

-

1.2

 0.3

1.5

Expenses incurred in relation to scheme of arrangement

-

-

-

-

-

0.2

0.2

-

0.2

Dividends

-

-

-

-

-

(49.6)

(49.6)

(6.5)

(56.1)

Own shares acquired in the period

-

-

-

(40.0)

-

-

(40.0)

(5.5)

(45.5)

Own shares released on vesting of share options

-

-

-

 22.0

-

-

22.0

-

 22.0

Exercise of acquisition put option commitments

-

-

-

-

-

0.1

0.1

(0.1)

-

Other transactions with non-controlling interests

-

-

-

-

-

-

-

(1.0)

(1.0)

Adjustment to equity following increased stake in controlled entity

-

-

-

-

-

2.3

2.3

(2.3)

-

Adjustment to equity following decreased stake in controlled entity

-

-

-

-

-

(2.9)

(2.9)

 2.9

-

Credit to equity for share-based payments

-

-

-

-

-

3.4

3.4

-

3.4

Settlement of exercised share options of subsidiaries

-

-

-

-

-

(1.0)

(1.0)

-

(1.0)

Corporation tax on share-based payments

-

-

-

-

-

2.0

2.0

 1.0

3.0

Deferred tax on other items recognised in equity

-

-

-

-

-

(0.3)

(0.3)

(0.7)

(1.0)

At 31 March 2014

49.2

17.5

1.1

(134.6)

(32.6)

 349.2

249.8

107.7

 357.5

 

DMGT plc

Condensed Consolidated Statement of Financial Position

At 31 March 2014

 

Unaudited at 31 March 2014

Unaudited at 31 March 2013

Audited at 30 September 2013

Note

£m

£m

£m

ASSETS

Non-current assets

Goodwill

 764.4

746.5

731.5

Other intangible assets

 379.3

316.8

325.3

Property, plant and equipment

13

 208.2

 221.4

208.6

Investment property

5.3

10.7

5.4

Investments in joint ventures

 142.6

136.3

134.9

Investments in associates

59.3

41.4

50.7

Available-for-sale investments

3.6

1.3

2.7

Trade and other receivables

9.2

11.4

11.2

Derivative financial assets

20.6

23.2

21.2

Deferred tax assets

 147.0

202.5

 170.9

1,739.5

1,711.5

1,662.4

Current assets

Inventories

20.5

24.7

25.2

Trade and other receivables

 353.1

 371.6

302.8

Current tax receivable

15.0

6.7

9.5

Derivative financial assets

6.4

2.1

18.9

Cash and cash equivalents

28.2

62.4

87.9

Total assets of businesses held-for-sale

14

23.4

-

9.1

 446.6

467.5

453.4

Total assets

2,186.1

2,179.0

2,115.8

LIABILITIES

Current liabilities

Trade and other payables

(663.5)

(671.2)

(711.9)

Current tax payable

(15.1)

(14.2)

(17.2)

Acquisition put option commitments

(2.6)

(0.5)

(0.8)

Borrowings

15

(2.4)

(50.0)

(2.0)

Derivative financial liabilities

(0.7)

(29.5)

(0.9)

Provisions

(61.6)

(59.9)

(55.3)

Total liabilities of businesses held-for-sale

14

(17.5)

-

(4.2)

(763.4)

(825.3)

(792.3)

Non-current liabilities

Trade and other payables

(1.5)

(3.4)

(4.1)

Acquisition put option commitments

(12.9)

(11.2)

(15.0)

Borrowings

15

(822.9)

(711.4)

(674.3)

Derivative financial liabilities

(20.5)

(37.9)

(23.9)

Retirement benefit obligations

21

(162.2)

(292.5)

(207.7)

Provisions

(23.0)

(32.5)

(40.0)

Deferred tax liabilities

(22.2)

(24.9)

(21.8)

(1,065.2)

(1,113.8)

(986.8)

Total liabilities

(1,828.6)

(1,939.1)

(1,779.1)

Net assets

 357.5

239.9

336.7

 

DMGT plc

Condensed Consolidated Statement of Financial Position (continued)

At 31 March 2014

 

Unaudited at 31 March 2014

Unaudited at 31 March 2013

Audited at 30 September 2013

Note

£m

£m

£m

SHAREHOLDERS' EQUITY

Called-up share capital

49.2

49.2

49.2

Share premium account

17.5

14.8

16.3

Share capital

17

66.7

64.0

65.5

Capital redemption reserve

1.1

1.1

1.1

Shares held in treasury

(134.6)

(101.4)

(116.6)

Translation reserve

(32.6)

(40.2)

(37.0)

Retained earnings

349.2

215.1

310.1

Equity attributable to owners of the Company

249.8

138.6

223.1

Non-controlling interests

 107.7

 101.3

 113.6

357.5

 239.9

336.7

 

Approved by the Board of Directors on 21 May 2014.

 

DMGT plc

Condensed Consolidated Cash Flow Statement

For the 6 months ending 31 March 2014

 

Unaudited 6 months ending

31 March 2014

Unaudited 6 months ending

31 March 2013

Audited year ending

30 September 2013

Note

£m

£m

£m

Operating profit before share of results of joint ventures and associates - continuing operations

2

 115.8

96.6

209.7

Operating profit before share of results of joint ventures and associates - discontinued operations

20

-

11.0

10.8

Adjustments for:

Share-based payments

3.4

11.4

13.3

Negative goodwill

-

-

(4.4)

Loss on disposal of fixed assets

-

-

1.0

Pension curtailment

-

(3.8)

(3.8)

Pension charge less than cash contributions

(0.6)

(0.4)

(0.4)

Depreciation

2

16.9

28.9

49.4

Impairment of property, plant and equipment and investment

property

2

-

0.3

1.5

Impairment of goodwill and intangible assets

2

14.3

4.6

8.3

Amortisation of intangible assets not arising on business

combinations

2

7.0

6.4

16.9

Amortisation of intangible assets arising on business

combinations

2

19.6

16.3

34.2

Operating cash flows before movements in working capital

 176.4

171.3

336.5

Decrease in inventories

4.2

4.3

3.1

(Increase)/decrease in trade and other receivables

(17.8)

(27.2)

36.3

(Decrease)/increase in trade and other payables

(53.2)

(47.2)

31.0

(Decrease)/increase in provisions

(7.2)

1.9

8.7

Additional payments into pension schemes

(43.7)

(28.9)

(31.1)

Cash generated by operations

58.7

74.2

384.5

Taxation paid

(16.0)

(26.7)

(38.0)

Taxation received

3.5

3.8

0.7

Net cash from operating activities

46.2

51.3

347.2

Investing activities

Interest received

0.7

1.5

2.2

Dividends received from joint ventures and associates

6.4

-

5.6

Dividends received from available-for-sale investments

-

1.7

1.8

Purchase of property, plant and equipment

13

(13.1)

(15.6)

(27.7)

Expenditure on internally generated intangible fixed assets

(46.0)

(25.0)

(66.7)

Purchase of available-for-sale investments

(0.9)

(0.4)

(2.1)

Proceeds on disposal of property, plant and equipment

13

11.0

0.9

6.3

Proceeds on disposal of available-for-sale investments

-

0.7

0.7

Purchase of subsidiaries

18

(93.9)

(45.9)

(64.9)

Treasury derivative activities

22.6

(12.3)

(28.7)

Investment in joint ventures and associates

(18.7)

(4.2)

(4.9)

Loans advanced to joint ventures and associates

-

-

(5.7)

Loans to joint ventures and associates repaid

0.1

-

-

Proceeds on disposal of businesses

19

16.4

 103.4

96.4

Net cash (used in)/generated by investing activities

(115.4)

4.8

(87.7)

 

DMGT plc

Condensed Consolidated Cash Flow Statement (continued)

For the 6 months ending 31 March 2014

 

Unaudited 6 months ending

31 March 2014

Unaudited 6 months ending

31 March 2013

Audited year ending

30 September 2013

Note

£m

£m

£m

Financing activities

Purchase of additional interests in controlled entities

18

(0.2)

(15.8)

(15.8)

Equity dividends paid

8

(49.6)

(47.5)

(69.6)

Dividends paid to non-controlling interests

(6.5)

(7.0)

(9.1)

Issue of share capital

17

1.2

1.4

2.9

Issue of shares by Group companies to non-controlling interests

0.3

0.8

2.3

Purchase of own shares

17

(28.9)

(58.8)

(94.6)

Purchase of own shares in Euromoney

(14.6)

-

-

Net receipt on exercise/settlement of subsidiary share options

17.9

11.8

10.9

Interest paid

(26.6)

(19.8)

(57.5)

Premium on redemption of bonds

(24.4)

-

-

Bonds redeemed

(106.8)

-

(46.4)

Loan notes repaid

(0.6)

-

(0.6)

Increase in bank borrowings

250.7

31.8

-

Net cash generated by/(used in) financing activities

11.9

(103.1)

(277.5)

Net decrease in cash and cash equivalents

(57.3)

(47.0)

(18.0)

Cash and cash equivalents at beginning of period

88.5

107.3

107.3

Exchange (loss)/profit on cash and cash equivalents

(0.8)

2.0

(0.8)

Net cash and cash equivalents at end of period

11

30.4

62.3

88.5

 

DMGT plc

For the 6 months ending 31 March 2014

NOTES

 

1

BASIS OF PREPARATION

The information for the 6 months ending 31 March 2014 and 31 March 2013 and for the year ending 30 September 2013 does not constitute statutory accounts for the purposes of section 435 of the Companies Act 2006. A copy of the accounts for the year ending 30 September 2013 has been delivered to the Registrar of Companies. The auditor's report on those accounts was not qualified and did not contain statements under section 498 (2) or (3) of the Companies Act 2006.

 

The Group's business activities, together with the factors likely to affect its future development, performance and position are set out in the interim management report. The financial position of the Group, its cash flows, liquidity position and borrowing facilities are described in the condensed financial statements and notes. After making enquiries, the Directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the half yearly report.

 

The Annual Report and Accounts of DMGT plc are prepared in accordance with International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board as adopted by the European Union. These condensed financial statements have been prepared in accordance with International Accounting Standard 34 Interim Financial Reporting as adopted by the European Union.

 

Although not required by IAS 34, comparative figures for the Condensed Consolidated Income Statement for the year ending 30 September 2013 and the Condensed Consolidated Statement of Financial Position at 31 March 2014 have been included on a voluntary basis.

 

These Group Condensed Financial Statements have been prepared in accordance with the accounting policies set out in the 2013 Annual Report and Accounts with the exception of the changes in accounting policy described below, and as amended by the application of certain new accounting standards in the period. These policies are expected to be followed in the preparation of the full financial statements for the financial year ending 30 September 2014.

 

Impact of new accounting standards

Standards not affecting the reported results or the financial position:

IFRS 10 Consolidated financial statements

IFRS 11 Joint arrangements

IFRS 12 Disclosure of interests in other entities

IFRS 13 Fair value measurement

IAS 27 (revised) Separate financial statements

IAS 28 (revised) Investments in associates and joint ventures and improvements to IFRS 2009-2011 cycle

Amendments to IAS 36 Recoverable amount disclosures for non-financial assets

Amendments to IAS 39 Novation of derivatives and continuation of hedge accounting

Investment entities (Amendments to IFRS 10, IFRS 12 and IAS 27)

 

None of the above standards and amendments to existing standards are expected to have any significant future impact on the Group's financial statements.

 

Standards affecting the reported results or the financial position:

IAS 19 (Revised), Employee Benefits

 

IAS 19 (Revised) impacted the measurement of various components in the defined benefit pension obligation and associated disclosures, but not the Group's total obligation. The standard replaces the finance cost on the defined benefit obligation and the expected return on plan assets with a net finance charge or income, based on the defined benefit liability or asset and the discount rate, measured at the start of the period. This has increased the finance charge in the Consolidated Income Statement with an equal and offsetting movement in actuarial gains and losses in the Consolidated Statement of Comprehensive Income.

 

This change in accounting treatment has been reflected in the Group's Consolidated Financial Statements retrospectively and the impact on the Consolidated Income Statement and Consolidated Statement of Other Comprehensive Income for the year ending 30 September 2013 and period ending 31 March 2013 is as follows :

 

Unaudited 6 months ending

31 March 2013

Audited year ending

30 September 2013

£m

£m

Impact on Consolidated Income Statement

Increase in net finance charges

(13.5)

(27.8)

Reduction in profit after tax

(10.8)

(24.6)

Reduction in adjusted profit after tax

(5.3)

(11.9)

p

p

Reduction in earnings per share from continuing operations

Basic

(2.8)

(6.5)

Diluted

(2.8)

(6.3)

Adjusted

(1.4)

(3.2)

£m

£m

Impact on Consolidated Statement of Comprehensive Income

Increase in actuarial valuation

13.5

27.8

Increase in tax relating to items that will not be reclassified to Consolidated Income Statement

(2.7)

(3.2)

 

DMGT plc

For the 6 months ending 31 March 2014

NOTES

 

1

BASIS OF PREPARATION (Continued)

Critical accounting judgements and key sources of estimation uncertainty

In addition to the judgement taken by management in selecting and applying the accounting policies set out above, management has made the following judgements concerning the amounts recognised in the consolidated financial statements:

 

Forecasting

The Group prepares medium-term forecasts based on Board approved budgets and three year outlooks. These are used to support judgements made in the preparation of the Group's financial statements including the recognition of deferred tax assets in different jurisdictions, the Group's going concern assessment and for the purposes of impairment reviews. Longer-term forecasts use long-term growth rates applicable to the relevant businesses.

 

Impairment of goodwill and intangible assets

Determining whether goodwill and intangible assets are impaired or whether a reversal of impairment of intangible assets should be recorded requires an estimation of the value in use of the relevant cash-generating units. The value in use calculation requires management to estimate the future cash flows expected to arise from the cash generating unit and compare the net present value of these cash flows using a suitable discount rate to determine if any impairment has occurred. A key area of judgement is deciding the long-term growth rate of the applicable businesses and the discount rate applied to those cash flows. The carrying amount of goodwill and intangible assets at 31 March 2014 was £1,143.7 million (31 March 2013 £1,063.3 million, 30 September 2013 £1,056.8 million) after an impairment loss on continuing operations of £14.3 million (6 months to 31 March 2013 £4.6 million, 12 months to 30 September 2013 £8.3 million) was recognised during the period (note 2).

 

Acquisitions and intangible assets

The Group's accounting policy on the acquisition of subsidiaries is to allocate purchase consideration to the fair value of identifiable assets, liabilities and contingent liabilities acquired with any excess consideration representing goodwill. Determining the fair value of assets, liabilities and contingent liabilities acquired requires significant estimates and assumptions, including assumptions with respect to cash flows and unprovided liabilities and commitments, including in respect to tax, are often used. The Group recognises intangible assets acquired as part of a business combination at fair values at the date of the acquisition. The determination of these fair values is based upon management's judgement and includes assumptions on the timing and amount of future cash flows generated by the assets and the selection of an appropriate discount rate. Additionally, management must estimate the expected useful economic lives of intangible assets and charge amortisation on these assets accordingly.

 

Contingent consideration payable

Estimates are required in respect of the amount of contingent consideration payable on acquisitions, which is determined according to formulae agreed at the time of the business combination, and normally related to the future earnings of the acquired business. The Directors review the amount of contingent consideration likely to become payable at each period end date, the major assumption being the level of future profits of the acquired business. At 31 March 2014 the Group had outstanding contingent consideration payable amounting to £20.8 million (31 March 2013 £12.1 million, 30 September 2013 £26.2 million).

 

Contingent consideration payable is discounted to its fair value in accordance with applicable International Financial Reporting Standards. For acquisitions completed prior to 4 October 2009, the difference between the fair value of these liabilities and the actual amounts payable is charged to the Consolidated Income Statement as notional finance costs with remeasurement of the liability being recorded against goodwill. For acquisitions completed in the current period, movements in the fair value of these liabilities are recorded in the Consolidated Income Statement in Financing.

 

Contingent consideration receivable

Estimates are required in respect of the amount of contingent consideration receivable on disposals, which is determined according to formulae agreed at the time of the disposal and is normally related to the future earnings of the disposed business. The Directors review the amount of contingent consideration likely to be receivable at each period end date, the major assumption being the level of future profits of the disposed business. At 31 March 2014 the Group had outstanding contingent consideration receivable amounting to £0.9 million (31 March 2013 £1.0 million, 30 September 2013 £0.9 million).

 

Contingent consideration receivable is discounted to its fair value in accordance with applicable International Financial Reporting Standards.

 

Adjusted profit

The Group presents adjusted earnings by making adjustments for costs and profits which management believes to be exceptional in nature by virtue of their size or incidence or have a distortive effect on current year earnings. Such items would include costs associated with business combinations, one-off gains and losses on disposal of businesses, properties and similar items of a non-recurring nature together with reorganisation costs and similar charges, tax and by adding back impairment of goodwill and amortisation and impairment of intangible assets arising on business combinations. See note 9 for a reconciliation of profit before tax to adjusted profit.

 

Share-based payments

The Group makes share-based payments to certain employees. These payments are measured at their estimated fair value at the date of grant, calculated using an appropriate option pricing model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of the number of shares that will eventually vest. The key assumptions used in calculating the fair value of the options are the discount rate, the Group's share price volatility, dividend yield, risk free rate of return, and expected option lives. Management regularly perform a true-up of the estimate of the number of shares that are expected to vest, this is dependent on the anticipated number of leavers.

 

Taxation

Being a multinational Group with tax affairs in many geographic locations inherently leads to a highly complex tax structure which makes the degree of estimation and judgement more challenging. The resolution of issues is not always within the control of the Group and is often dependent on the efficiency of legal processes. Such issues can take several years to resolve. The Group accounts for unresolved issues based on its best estimate of the final outcome, however, the inherent uncertainty regarding these items means that the eventual resolution could differ significantly from the accounting estimates and, therefore, impact the Group's results and future cash flows. As described above, the Group makes estimates regarding the recoverability of deferred tax assets relating to losses based on forecasts of future taxable profits which are, by their nature, uncertain.

 

DMGT plc

For the 6 months ending 31 March 2014

NOTES

 

1

BASIS OF PREPARATION (Continued)

Retirement benefit obligations

The cost of defined benefit pension plans is determined using actuarial valuations prepared by the Group's actuaries. This involves making certain assumptions concerning discount rates, expected rates of return on assets, future salary increases, mortality rates and future pension increases. Due to the long-term nature of these plans, such estimates are subject to significant uncertainty. The assumptions and the resulting estimates are reviewed annually and, when appropriate, changes are made which affect the actuarial valuations and, hence, the amount of retirement benefit expense recognised in the Condensed Consolidated Income Statement and the amounts of actuarial gains and losses recognised in the Condensed Consolidated Statement of Changes in Equity. The carrying amount of the retirement benefit obligation at 31 March 2014 was a deficit of £162.2 million (31 March 2013 £292.5 million, 30 September 2013 £207.7 million). Further details are given in note 21.

 

DMGT plc

For the 6 months ending 31 March 2014

NOTES

 

2

SEGMENT ANALYSIS

The Group's business activities are split into six operating divisions: RMS, business information, events, Euromoney, national media and local media. These divisions are the basis on which information is reported to the Group's Chief Operating Decision Maker, which has been determined to be the Group Board. The segment result is the measure used for the purposes of resource allocation and assessment and represents profit earned by each segment, including share of results from joint ventures and associates but before exceptional operating costs, amortisation and impairment charges, other gains and losses, net finance costs and taxation.

 

Details of the types of products and services from which each segment derives its revenues are included within the business review on pages 8 to 15.

 

The accounting policies applied in preparing the management information for each of the reportable segments are the same as the Group's accounting policies described in note 1.

Inter-segment sales are charged at prevailing market prices other than the sale of newsprint and related services from the national media to the local media division which is at cost to the Group plus a margin where relevant. The amount of newsprint sold between segments during the period amounted to £nil (2013 £4.3 million).

 

Unaudited 6 months ending

31 March 2014

External revenue

Inter-segment revenue

Total revenue

Segment result

Less operating profit/(loss) of joint ventures and associates

Operating profit before exceptional operating costs, amortisation and impairment of goodwill and acquired intangible assets

Note

£m

£m

£m

£m

£m

£m

RMS

88.0

 0.7

88.7

29.4

(0.2)

29.6

Business information

 182.9

-

182.9

26.0

0.2

25.8

Events

65.6

-

65.6

21.6

-

21.6

Euromoney

 195.8

-

195.8

54.4

 0.2

54.2

National media

 398.9

 0.2

399.1

59.4

9.1

50.3

Local media

-

-

-

7.4

 7.4

-

 931.2

 0.9

932.1

198.2

 16.7

181.5

Corporate costs

(i)

(21.4)

 931.2

Operating profit before exceptional operating costs, amortisation and impairment of goodwill and acquired intangible assets

160.1

Exceptional operating costs, impairment of internally generated and acquired computer software, property, plant and equipment and investment property

(10.4)

Impairment of goodwill and intangible assets

(14.3)

Amortisation of acquired intangible assets arising on business combinations

(19.6)

Operating profit before share of results of joint ventures and associates

115.8

Share of results of joint ventures and associates

3

7.8

Total operating profit

123.6

Other gains and losses

4

42.1

Profit before net finance costs and tax

165.7

Investment revenue

5

 0.3

Finance costs

6

(52.2)

Profit before tax

113.8

Tax

7

(24.5)

Profit for the period

89.3

 

(i)

Included within corporate costs is a credit of £0.6 million which adjusts the pensions charge recorded in each operating segment from a cash rate to the net service cost in accordance with IAS 19 (Revised), Employee Benefits.

 

An analysis of the amortisation and impairment of goodwill and intangible assets, depreciation and impairment of property, plant and equipment, impairment property, exceptional operating costs, investment income and finance costs by segment is as follows:

 

Unaudited 6 months ending

31 March 2014

Amortisation of intangible assets not arising on business combinations

Amortisation of intangible assets arising on business combinations

Impairment of goodwill and intangible assets

Exceptional operating costs, impairment of property, plant and equipment and investment property

Depreciation of property, plant and equipment

Investment revenue

Finance

costs

£m

£m

£m

£m

£m

£m

£m

RMS

(0.7)

-

-

-

(2.7)

-

-

Business information

(2.7)

(7.7)

-

(0.3)

(3.5)

 0.1

0.8

Events

-

(1.6)

-

-

(0.2)

 0.1

-

Euromoney

(0.7)

(9.2)

-

(1.3)

(1.4)

-

(0.9)

National media

(2.9)

(1.1)

(14.3)

(8.0)

(9.0)

-

(0.7)

(7.0)

(19.6)

(14.3)

(9.6)

(16.8)

 0.2

(0.8)

Corporate costs

-

-

-

(0.8)

(0.1)

 0.1

(51.4)

Total and continuing operations

(7.0)

(19.6)

(14.3)

(10.4)

(16.9)

0.3

(52.2)

 

The Group's exceptional operating costs in the business information segment of £0.3 million relate to contingent consideration required to be treated as remuneration.

 

In Euromoney exceptional operating costs comprised acquisition related costs of £0.7 million in connection with the acquisition of Infrastructure Journal and expenses of £0.6 million for the disposal of MIS Training which completed on 1 April 2014.

 

In the national media segment reorganisation and restructuring charges of £10.0 million, including consultancy charges of £3.4 million, following a delayering project together with a write back of £2.0 million relating to contingent consideration required to be treated as remuneration have been treated as exceptional.

 

The Group's tax charge includes a related credit of £nil in relation to these items.

 

DMGT plc

For the 6 months ending 31 March 2014

NOTES

 

2

SEGMENT ANALYSIS - CONTINUED

 

Unaudited 6 months ending 31 March 2013

External revenue

Inter-segment revenue

Total revenue

Segment result

Less operating profit/(loss) of joint ventures and associates

Operating profit before exceptional operating costs, amortisation and impairment of goodwill and acquired intangible assets

Restated

(note 1)

Note

£m

£m

£m

£m

£m

£m

RMS

84.9

 0.2

85.1

30.8

(0.2)

31.0

Business information

 131.6

-

131.6

17.3

(1.9)

19.2

Events

56.7

-

56.7

20.0

-

20.0

Euromoney

 187.3

-

187.3

53.6

 0.3

53.3

National media

 405.5

 11.7

417.2

42.9

6.7

36.2

Local media

48.9

-

48.9

10.6

 3.4

 7.2

 914.9

 11.9

926.8

175.2

8.3

166.9

Corporate costs

 (i)

(20.7)

Discontinued operations

20, (ii)

(48.9)

(7.2)

866.0

Operating profit before exceptional operating costs, amortisation and impairment of goodwill and acquired intangible assets

139.0

Exceptional operating costs, impairment of internally generated and acquired computer software, property, plant and equipment and investment property

(21.5)

Impairment of goodwill and intangible assets

(4.6)

Amortisation of acquired intangible assets arising on business combinations

(16.3)

Operating profit before share of results of joint ventures and associates

96.6

Share of results of joint ventures and associates

3

(1.2)

Total operating profit

95.4

Other gains and losses

4

22.4

Profit before net finance costs and tax

117.8

Investment revenue

5

 2.7

Finance costs

6

(37.1)

Profit before tax

83.4

Tax

7

(19.0)

Profit from discontinued operations

20

42.1

Profit for the period

106.5

 

(i)

Included within corporate costs is a credit of £0.4 million which adjusts the pensions charge recorded in each operating segment from a cash rate to the net service cost in accordance with IAS 19 (Revised), Employee Benefits.

 

(ii)

Revenue and Group profit before exceptional operating costs and amortisation and impairment of goodwill and intangible assets relating to the discontinued operations of local media have been deducted in order to reconcile to Group profit before tax from continuing operations.

 

An analysis of the amortisation and impairment of goodwill and intangible assets, depreciation and impairment of property, plant and equipment, investment property, exceptional operating costs, investment income and finance costs by segment is as follows:

 

Unaudited 6 months ending 31 March 2013

Amortisation of intangible assets not arising on business combinations

Amortisation of intangible assets arising on business combinations

Impairment of goodwill and intangible assets

Exceptional operating costs, impairment of property, plant and equipment and investment property

Exceptional depreciation of property, plant and equipment

Depreciation of property, plant and equipment

Investment revenue

Finance

costs

Restated (note 1)

Restated

(note 1)

Note

£m

£m

£m

£m

£m

£m

£m

£m

RMS

(0.6)

-

-

-

-

(2.6)

-

-

Business information

(4.0)

(4.8)

-

(0.4)

-

(3.1)

 0.4

(1.3)

Events

-

(2.1)

-

-

-

(0.2)

0.2

-

Euromoney

(0.2)

(7.5)

-

(0.5)

-

(1.8)

 0.1

(2.2)

National media

(1.6)

(1.9)

(4.6)

(11.2)

(9.1)

(11.2)

-

-

Local media

-

-

-

3.8

-

-

-

-

(6.4)

(16.3)

(4.6)

(8.3)

(9.1)

(18.9)

0.7

(3.5)

Corporate costs

-

-

-

(0.3)

-

(0.9)

 2.0

(33.6)

(6.4)

(16.3)

(4.6)

(8.6)

(9.1)

(19.8)

2.7

(37.1)

Relating to discontinued operations 20

-

-

-

(3.8)

-

-

-

-

Continuing operations

(6.4)

(16.3)

(4.6)

(12.4)

(9.1)

(19.8)

2.7

(37.1)

 

The Group's exceptional operating costs in the business information segment of £0.4 million relate to contingent consideration required to be treated as remuneration.

 

In Euromoney, exceptional charges comprise acquisition costs of £0.7 million offset by a credit of £0.2 million following the release of previously accrued restructuring costs. In the national media segment reorganisation and restructuring charges of £8.5 million together with a charge amounting to £2.7 million relating to contingent consideration required to be treated as remuneration.

 

In the local media segment the £3.8 million credit relates to a pension curtailment gain following the disposal of Northcliffe Media.

 

The Group's tax charge includes a related credit of £1.0 million in relation to these items.

 

DMGT plc

For the 6 months ending 31 March 2014

NOTES

 

2

SEGMENT ANALYSIS - CONTINUED

 

Audited year ending 30 September 2013

External revenue

Inter-segment revenue

Total revenue

Segment result

Less operating profit/(loss) of joint ventures and associates

Operating profit before exceptional operating costs, amortisation and impairment of goodwill and acquired intangible assets

Restated

(note 1)

Note

£m

£m

£m

£m

£m

£m

RMS

 175.4

 1.1

176.5

56.5

(0.2)

56.7

Business information

 292.5

 0.1

292.6

54.6

(3.2)

57.8

Events

87.0

-

87.0

21.3

-

21.3

Euromoney

 404.7

-

404.7

119.4

 0.4

119.0

National media

 793.0

 9.0

802.0

94.3

14.0

80.3

Local media

48.9

-

48.9

18.0

 10.8

 7.2

1,801.5

 10.2

1,811.7

364.1

21.8

342.3

Corporate costs

(i)

(42.6)

Discontinued operations

20, (ii)

(48.9)

(7.2)

1,752.6

Operating profit before exceptional operating costs, amortisation and impairment of goodwill and acquired intangible assets

292.5

Exceptional operating costs, impairment of internally generated and acquired computer software, property, plant and equipment and investment property

(40.3)

Impairment of goodwill and intangible assets

(8.3)

Amortisation of acquired intangible assets arising on business combinations

(34.2)

Operating profit before share of results of joint ventures and associates

209.7

Share of results of joint ventures and associates

3

5.3

Total operating profit

215.0

Other gains and losses

4

27.6

Profit before net finance costs and tax

242.6

Investment revenue

5

 3.1

Finance costs

6

(71.0)

Profit before tax

174.7

Tax

7

(34.6)

Profit from discontinued operations

20

47.9

Profit for the period

188.0

 

(i)

Included within corporate costs is a credit of £0.4 million which adjusts the pensions charge recorded in each operating segment from a cash rate to the net service cost in accordance with IAS 19 (Revised), Employee Benefits.

 

(ii)

Revenue and Group profit before exceptional operating costs and amortisation and impairment of goodwill and intangible assets relating to the discontinued operations of local media have been deducted in order to reconcile to Group profit before tax from continuing operations.

 

An analysis of the amortisation and impairment of goodwill and intangible assets, depreciation and impairment of property, plant and equipment, investment property, exceptional operating costs, investment income and finance costs by segment is as follows:

 

Audited year ending 30 September 2013

Amortisation of intangible assets not arising on business combinations

Amortisation of intangible assets arising on business combinations

Impairment of goodwill and intangible assets

Exceptional operating costs, impairment of property, plant and equipment and investment property

Exceptional depreciation of property, plant and equipment

Depreciation of property, plant and equipment

Investment revenue

Finance

costs

Restated

(note 1)

Restated

(note 1)

Note

£m

£m

£m

£m

£m

£m

£m

£m

RMS

(1.1)

-

-

-

-

(5.7)

 0.1

-

Business information

(8.3)

(10.4)

-

(0.8)

-

(5.9)

 0.9

(1.4)

Events

-

(3.8)

-

-

-

(0.4)

0.3

-

Euromoney

(0.3)

(16.8)

-

2.2

-

(3.9)

0.2

(8.3)

National media

(7.2)

(3.2)

(8.3)

(25.0)

(14.2)

(17.2)

-

(0.4)

Local media

-

-

-

3.6

-

-

-

-

(16.9)

(34.2)

(8.3)

(20.0)

(14.2)

(33.1)

1.5

(10.1)

Corporate costs

-

-

-

(1.5)

(1.0)

(1.1)

1.6

(60.9)

(16.9)

(34.2)

(8.3)

(21.5)

(15.2)

(34.2)

3.1

(71.0)

Relating to discontinued operations 20

-

-

-

(3.6)

-

-

-

-

Continuing operations

(16.9)

(34.2)

(8.3)

(25.1)

(15.2)

(34.2)

3.1

(71.0)

 

The Group's exceptional operating costs in the business information segment of £0.8 million relate to contingent consideration required to be treated as remuneration.

 

In Euromoney, exceptional charges comprise acquisition costs of £1.5 million and redundancy costs of £1.0 million offset by a credit of £0.3 million following the release of previously accrued restructuring costs and an exceptional credit for negative goodwill of £4.4 million the result of a gain on the bargain purchase of Quantitative Techniques following the valuation of the acquired intangible assets.

 

In the national media segment reorganisation and restructuring charges of £19.6 million together with a charge amounting to £5.4 million relating to contingent consideration required to be treated as remuneration.

In the local media segment the £3.6 million credit largely relates to a pension curtailment gain following the disposal of Northcliffe Media.

 

The Group's tax charge includes a related credit of £3.7 million in relation to these items.

 

DMGT plc

For the 6 months ending 31 March 2014

NOTES

 

2

SEGMENT ANALYSIS - CONTINUED

The Group's revenue comprises sales excluding value added tax, less discounts and commission, where applicable, and is analysed as follows:

 

Unaudited 6 months ending

31 March 2014

Total

Discontinued operations

Inter-segment

Continuing operations

Note 20

£m

£m

£m

£m

Sale of goods

354.8

-

-

354.8

Rendering of services

577.3

-

(0.9)

576.4

932.1

-

(0.9)

931.2

Unaudited 6 months ending

31 March 2013

Total

Discontinued operations

Inter-segment

Continuing operations

Note 20

£m

£m

£m

£m

Sale of goods

372.6

(48.9)

-

323.7

Rendering of services

554.2

-

(11.9)

542.3

926.8

(48.9)

(11.9)

866.0

Audited year ending

30 September 2013

Total

Discontinued operations

Inter-segment

Continuing operations

Note 20

£m

£m

£m

£m

Sale of goods

740.0

(48.9)

-

691.1

Rendering of services

1,071.7

-

(10.2)

1,061.5

1,811.7

(48.9)

(10.2)

1,752.6

 

The Group includes circulation and subscriptions revenue within sales of goods, the remainder of the Group's revenue, excluding investment revenue is included within rendering of services. Investment revenue is shown in note 5.

 

By geographic area

The majority of the Group's operations are located in the United Kingdom, the rest of Europe, North America and Australia.

 

The geographic analysis below is based on the location of companies in these regions. Export sales and related profits are included in the areas from which those sales are made. Revenue in each geographic market in which customers are located is not disclosed as there is no material difference between the two.

Revenue is analysed by geographic area as follows:

 

Unaudited 6 months ending

31 March 2014

Total

Discontinued operations

Continuing operations

Note 20

£m

£m

£m

UK

541.0

-

541.0

Rest of Europe

36.5

-

36.5

North America

284.4

-

284.4

Australia

7.8

-

 7.8

Rest of the World

61.5

-

61.5

931.2

-

931.2

 

Unaudited 6 months ending

31 March 2013

Total

Discontinued operations

Continuing operations

Note 20

£m

£m

£m

UK

540.2

(48.9)

491.3

Rest of Europe

36.6

-

36.6

North America

267.8

-

267.8

Australia

5.3

-

5.3

Rest of the World

65.0

-

65.0

914.9

(48.9)

866.0

 

Audited year ending

30 September 2013

Total

Discontinued operations

Continuing operations

Note 20

£m

£m

£m

UK

1,047.3

(48.9)

998.4

Rest of Europe

66.1

-

66.1

North America

573.7

-

573.7

Australia

15.6

-

15.6

Rest of the World

98.8

-

98.8

1,801.5

(48.9)

1,752.6

 

DMGT plc

For the 6 months ending 31 March 2014

NOTES

 

2

SEGMENT ANALYSIS - CONTINUED

The closing net book value of goodwill, intangible assets, property, plant and equipment and investment property is analysed by geographic area as follows:

 

Unaudited at 31 March 2014

Closing net book value of goodwill

Closing net

 book value of

intangible assets

Closing net book value of property, plant and equipment

Closing net book value of investment property

TOTAL

£m

£m

£m

£m

£m

UK

271.2

125.9

175.6

 5.3

578.0

Rest of Europe

 5.0

 9.2

2.1

-

16.3

North America

461.4

239.0

28.5

-

728.9

Australia

 9.3

 1.7

0.4

-

11.4

Rest of the World

 17.5

 3.5

1.6

-

22.6

764.4

379.3

208.2

 5.3

1,357.2

 

Unaudited at 31 March 2013

Closing net book value of goodwill

Closing net

 book value of

intangible assets

Closing net book value of property, plant and equipment

Closing net book value of investment property

TOTAL

£m

£m

£m

£m

£m

UK

225.9

54.9

187.5

 10.7

479.0

Rest of Europe

16.2

35.9

1.1

-

53.2

North America

481.0

218.8

30.5

-

730.3

Australia

 4.2

 2.7

0.3

-

 7.2

Rest of the World

 19.2

 4.5

2.0

-

25.7

746.5

316.8

221.4

 10.7

1,295.4

 

Audited at 30 September 2013

Closing net book value of goodwill

Closing net

 book value of

intangible assets

Closing net book value of property, plant and equipment

Closing net book value of investment property

TOTAL

£m

£m

£m

£m

£m

UK

230.3

70.9

178.2

5.4

484.8

Rest of Europe

13.2

27.0

1.6

-

41.8

North America

460.2

221.5

26.9

-

708.6

Australia

9.6

2.0

0.3

-

11.9

Rest of the World

18.2

3.9

1.6

-

23.7

731.5

325.3

208.6

 5.4

1,270.8

 

The Group tests goodwill annually for impairment, or more frequently if there are indicators that goodwill might be impaired. Intangible assets, all of which have finite lives, are tested separately from goodwill only where impairment indicators exist. The total impairment charge recognised for the period was £14.3 million relating to certain recruitment businesses in the national media segment. There is a £2.3 million tax credit associated with this impairment charge.

 

The total impairment charge recognised for the prior period was £4.6 million which relates to internally generated assets and computer software in the national media segment. There was a £1.0 million tax credit associated with this impairment charge.

 

When testing for impairment, the recoverable amounts for all of the Group's cash-generating units (CGUs) are measured at the higher of value in use and fair value less costs to sell. Value in use is calculated by discounting future expected cash flows. These calculations use cash flow projections based on management approved budgets and projections which reflect management's current experience and future expectations of the markets in which the CGU operates.

 

Risk adjusted pre-tax discount rates used by the Group in its impairment tests range from 10.6% to 12.5% (2013 10.6% to 12.5%), the choice of rates depending on the market and maturity of the CGU. The Group's estimate of the weighted average cost of capital is unchanged from the previous year at 8.5%. The projections consist of Board approved budgets for the following year, three year plans and growth rates beyond this period. The long-term growth rates range between 0.0% and 3.0% (2013 0.0% and 3.0%) and vary with management's view of the CGU's market position, maturity of the relevant market and do not exceed the long-term average growth rate for the market in which it operates.

 

3

SHARE OF RESULTS OF JOINT VENTURES AND ASSOCIATES

 

Unaudited 6 months ending

31 March 2014

Unaudited 6 months ending

31 March 2013

Audited year ending

30 September 2013

Note

£m

£m

£m

Share of profits from operations of joint ventures

(i)

9.4

6.7

13.6

Share of profits from operations of associates

(ii)

7.3

1.6

8.2

Share of profits before exceptional operating costs, amortisation, impairment of goodwill, interest and tax

16.7

8.3

21.8

Share of exceptional operating costs of joint ventures

(0.8)

-

-

Share of exceptional operating costs of associates

(1.1)

(0.1)

(0.6)

Share of amortisation of intangibles of joint ventures

(1.6)

(1.6)

(3.2)

Share of amortisation of intangibles of associates

(1.5)

(0.7)

(2.4)

Share of joint ventures' interest receivable

-

-

 0.2

Share of associates' interest payable

(0.2)

(0.2)

(0.6)

Share of joint ventures' tax

(2.2)

(0.9)

(1.5)

Share of associates' tax

(0.8)

(0.4)

(0.9)

Impairment of carrying value of joint ventures

(iii)

(0.7)

(5.5)

(7.2)

Impairment of carrying value of associates

-

(0.1)

(0.3)

7.8

(1.2)

5.3

Share of results from operations of joint ventures

4.8

4.2

9.1

Share of results from operations of associates

3.7

0.2

3.7

Impairment of carrying value of joint venture

(0.7)

(5.5)

(7.2)

Impairment of carrying value of associates

-

(0.1)

(0.3)

7.8

(1.2)

5.3

 

(i)

Share of operating profits from joint ventures includes £9.8 million (2013 £7.6 million) from the Group's interest in Zoopla in the national media segment.

 

(ii)

Share of operating profits from associates includes £7.4 million (2013 £3.3 million) from the Group's interest in Local World in the local media segment.

 

(iii)

In the prior period represents a write down in the carrying value of The Sanborn Map Company in the business information segment.

 

DMGT plc

For the 6 months ending 31 March 2014

NOTES

 

4

OTHER GAINS AND LOSSES

 

Unaudited 6 months ending

31 March 2014

Unaudited 6 months ending

31 March 2013

Audited year ending

30 September 2013

Note

£m

£m

£m

Profit on disposal of available-for-sale investments

-

0.1

-

(Loss)/profit on disposal of property, plant and equipment

-

(0.7)

 1.4

Profit on disposal of businesses

19, (i)

37.3

 23.0

23.7

Recycled cumulative translation differences

-

-

 2.5

On change in control

(ii)

4.8

-

-

42.1

22.4

27.6

 

(i)

Represented by the sale of certain recruitment businesses in the national media segment.

 

In the prior periods this was largely represented by the £16.5 million profit on disposal of Central and Eastern European print and digital assets in the national media segment together with proceeds from previously unrecognised deferred consideration following the sale of North American home shows of £5.4 million in the events segment.

 

(ii)

During the period the Group increased its interest in Xceligent and obtained control. In accordance with IFRS 3 (2008), Business Combinations, the difference between the fair value of the investment and its carrying value has been treated as a gain during the period.

 

5

INVESTMENT REVENUE

 

Unaudited 6 months ending

31 March 2014

Unaudited 6 months ending

31 March 2013

Audited year ending

30 September 2013

Restated

(note 1)

Restated

(note 1)

£m

£m

£m

Dividend income

-

 1.7

1.8

Interest receivable from short-term deposits

0.3

1.0

 1.3

0.3

2.7

3.1

 

6

FINANCE COSTS

 

Unaudited 6 months ending

31 March 2014

Unaudited 6 months ending

31 March 2013

Audited year ending

30 September 2013

Restated

(note 1)

Restated

(note 1)

Note

£m

£m

£m

Interest, arrangement and commitment fees payable on bonds, bank loans and loan notes

(25.4)

(27.4)

(57.1)

Premium on bond redemption

(i)

(24.4)

-

-

Financing charge on defined benefit pension schemes

(4.0)

(6.6)

(12.9)

Change in fair value of derivative hedge of bond

(1.1)

0.3

(6.6)

Change in fair value of hedged portion of bond

1.1

(0.3)

6.6

Profit on derivatives, or portions thereof, not designated for hedge accounting

0.4

0.2

0.6

Finance charge on discounting of contingent consideration

(ii)

(0.9)

(0.1)

(1.1)

Fair value movement of contingent consideration

1.5

(1.2)

(5.0)

Fair value movement of undesignated financial instruments

0.9

-

7.4

Change in fair value of acquisition put options

(0.3)

(2.0)

(2.9)

(52.2)

(37.1)

(71.0)

 

(i)

During the period the Group bought back £49.7 million notional of its 2018 bonds and £56.4 million notional of its 2021 bonds incurring a premium of £24.4 million.

 

(ii)

The finance charge on the discounting of contingent consideration arises from the requirement under IFRS 3 (2008), Business Combinations, to record contingent consideration at fair value using a discounted cash flow approach.

 

DMGT plc

For the 6 months ending 31 March 2014

NOTES

 

7

TAX

 

Unaudited 6 months ending

31 March 2014

Unaudited 6 months ending

31 March 2013

Audited year ending

30 September 2013

Restated

(note 1)

Restated

(note 1)

Note

£m

£m

£m

The charge on the profit for the period consists of:

UK tax

Corporation tax at 22.0 % (2013 23.5 %)

(3.0)

(4.6)

(7.2)

Adjustments in respect of prior years

1.7

(1.8)

(1.5)

(1.3)

(6.4)

(8.7)

Overseas tax

Corporation tax

(7.3)

(8.1)

(19.7)

Adjustments in respect of prior years

(0.2)

(0.4)

(0.6)

(7.5)

(8.5)

(20.3)

Total current tax

(8.8)

(14.9)

(29.0)

Deferred tax

Origination and reversals of temporary differences

(16.8)

(12.7)

-

Adjustments in respect of prior years

1.1

1.0

(2.2)

Total deferred tax

(15.7)

(11.7)

(2.2)

Total tax charge

(24.5)

(26.6)

(31.2)

Tax credit/(charge) relating to discontinued operations

20

-

 7.6

(3.4)

(24.5)

(19.0)

(34.6)

 

Adjusted tax on profits before amortisation and impairment of intangible assets, restructuring costs and non-recurring items (adjusted tax charge) amounted to a charge of £29.5 million (2013 £23.6 million) and the resulting rate is 19.5% (2013 18.2%). The differences between the tax credit and the adjusted tax charge are shown in the reconciliation below:

 

Unaudited 6 months ending

31 March 2014

Unaudited 6 months ending

31 March 2013

Audited year ending

30 September 2013

Restated

(note 1)

Restated

(note 1)

£m

£m

£m

Total tax charge on the profit for the period

(24.5)

(26.6)

(31.2)

Share of tax in joint ventures and associates

(3.0)

-

-

Deferred tax on intangible assets and goodwill

(5.2)

(2.6)

(6.9)

Tax on other adjusting items

3.2

5.6

(10.7)

Adjusted tax charge on the profit for the period

(29.5)

(23.6)

(48.8)

 

In calculating the adjusted tax rate, the Group excludes the potential future deferred tax effects of intangible assets and goodwill (other than internally generated and acquired computer software) as it prefers to give the users of its accounts a view of the tax charge based on the current status of such items.

 

DMGT plc

For the 6 months ending 31 March 2014

NOTES

 

8

DIVIDENDS PAID

 

Unaudited 6 months ending

31 March 2014

Unaudited 6 months ending

31 March 2014

Unaudited 6 months ending

31 March 2013

Unaudited 6 months ending

31 March 2013

Audited year ending

30 September 2013

Audited year ending

30 September 2013

Pence

per share

£m

Pence

per share

£m

Pence

per share

£m

Amounts recognisable as distributions to equity holders in the year

Ordinary shares - final dividend for the year ending 30 September 2013

13.3

 2.6

-

-

-

-

'A' Ordinary Non-Voting shares - final dividend for the year ending 30 September 2013

13.3

 47.0

-

-

-

-

Ordinary shares - final dividend for the year ending 30 September 2012

-

-

12.4

2.5

 12.4

 2.5

'A' Ordinary Non-Voting shares - final dividend for the year ending 30 September 2012

-

-

12.4

45.0

 12.4

45.0

 49.6

47.5

47.5

Ordinary shares - interim dividend for the year ending 30 September 2013

-

-

-

-

 5.9

 1.2

'A' Ordinary Non-Voting shares - interim dividend for the year ending 30 September 2013

-

-

-

-

 5.9

20.9

-

-

22.1

 49.6

47.5

69.6

 

The Board has declared an interim dividend of 6.2 p per Ordinary / 'A' Ordinary Non-Voting share (2013 5.9 p) which will absorb an estimated £23.2 million (2013 £22.0 million) of shareholders' funds for which no liability has been recognised in these financial statements. It will be paid on 4 July 2014 to shareholders on the register at the close of business on 6 June 2014.

 

9

ADJUSTED PROFIT

 

Unaudited 6 months ending

31 March 2014

Unaudited 6 months ending

31 March 2013

Audited year ending

30 September 2013

Restated

(note 1)

Restated

(note 1)

£m

£m

£m

Profit before tax - continuing operations

113.8

83.4

174.7

Profit before tax - discontinued operations

-

 11.0

10.8

Profit on disposal of discontinued operations

-

 38.7

33.7

Add back:

Amortisation of intangible assets in Group profit from operations arising on business combinations - continuing operations

19.6

 16.3

34.2

Amortisation of intangible assets in joint ventures and associates arising on business combinations - continuing operations

3.1

 2.3

5.6

Impairment of goodwill and intangible assets arising on business combinations - continuing operations

14.3

4.6

8.3

Exceptional operating costs, impairment of internally generated and acquired computer software, property, plant and equipment and investment property - continuing operations

10.4

21.5

40.3

Exceptional operating income, impairment of internally generated and acquired computer software, property, plant and equipment and investment property - discontinued operations

-

(3.8)

(3.6)

Share of exceptional operating costs of joint ventures

0.8

-

-

Share of exceptional operating costs of associates

1.1

 0.1

 0.6

Impairment of carrying value of joint venture - continuing operations

0.7

 5.5

 7.2

Impairment of carrying value of associate - continuing operations

-

 0.1

 0.3

Other gains and losses:

Profit on disposal of available-for-sale investments

-

(0.1)

-

Loss/(profit) on disposal of property, plant and equipment

-

 0.7

(1.4)

Profit on disposal of businesses and recycled cumulative translation differences

(37.3)

(23.0)

(26.2)

On change in control

(4.8)

-

-

Finance costs:

Premium on bond redemption

24.4

-

-

Financing charge on defined benefit pension schemes

4.0

 6.6

12.9

Fair value movement of undesignated financial instruments

(0.9)

-

(7.4)

Change in fair value of acquisition put options

0.3

2.0

2.9

Fair value movement of contingent consideration

(1.5)

1.2

5.0

Tax:

Share of tax in joint ventures and associates - continuing operations

3.0

1.3

 2.4

Profit from discontinued operations:

Profit on disposal of discontinued operations

-

(38.7)

(33.7)

Adjusted profit before tax and non-controlling interests

151.0

129.7

266.6

Total tax charge on the profit for the period

(24.5)

(26.6)

(31.2)

Adjust for:

Share of tax in joint ventures and associates

(3.0)

-

-

Deferred tax on intangible assets and goodwill

(5.2)

(2.6)

(6.9)

Tax on other adjusting items

3.2

5.6

(10.7)

Non-controlling interests

(11.7)

(13.1)

(29.6)

Adjusted profit after taxation and non-controlling interests

109.8

93.0

188.2

 

The adjusted non-controlling interests' share of profits for the period of £11.7 million (2013 £13.1 million) is stated after eliminating a credit of £3.1 million (2013 £2.9 million), being the non-controlling interests' share of adjusting items.

 

EARNINGS BEFORE INTEREST, DEPRECIATION, AMORTISATION AND EXCEPTIONAL ITEMS (EBITDA)

The Group defines EBITDA as operating profit before exceptional operating costs, amortisation and impairment of goodwill and intangible assets, depreciation and impairment of property, plant and equipment and investment property. EBITDA is broadly used by analysts, rating agencies, investors and the Group's banks to assess the Group's performance. A reconciliation of EBITDA from operating profit is shown below and the ratio of net debt to EBITDA is disclosed in note 16:

 

Unaudited 6 months ending

31 March 2014

Unaudited 6 months ending

31 March 2013

Audited year ending

30 September 2013

Note

£m

£m

£m

Continuing operations

Operating profit before exceptional operating costs, amortisation and impairment of goodwill and acquired intangible assets

2

160.1

139.0

292.5

Non exceptional depreciation charge

2

16.9

19.8

34.2

Amortisation of internally generated and acquired computer software

2

7.0

6.4

16.9

Operating profits from joint ventures and associates

3

16.7

8.3

21.8

Dividend income

5

-

 1.7

1.8

Discontinued operations

Operating profit before exceptional operating costs, amortisation and impairment of goodwill and acquired intangible assets

20

-

 7.2

7.2

EBITDA

200.7

182.4

374.4

 

DMGT plc

For the 6 months ending 31 March 2014

NOTES

 

10

EARNINGS PER SHARE

Basic earnings per share of 21.6 p (2013 25.3 p) and diluted earnings per share of 21.3 p (2013 24.6 p) are calculated, in accordance with IAS 33, Earnings per share, on Group profit for the financial period of £80.7 million (2013 £54.2 million) as adjusted for the effect of dilutive ordinary shares of £0.1 million (2013 £0.2 million) and earnings from discontinued operations of £nil (2013 £42.1 million) and on the weighted average number of ordinary shares in issue during the period, as set out below.

 

As in previous years, adjusted earnings per share have also been disclosed since the Directors consider that this alternative measure gives a more comparable indication of the Group's underlying trading performance. Adjusted earnings per share of 29.4 p (2013 24.4 p) are calculated on profit for continuing and discontinued operations before exceptional operating costs, impairment of goodwill and intangible assets, amortisation of intangible assets arising on business combinations, other gains and losses and exceptional financing costs after taxation and non-controlling interests associated with those profits, of £109.8 million (2013 £93.0 million), as set out in note 9 above, and on the basic weighted average number of ordinary shares in issue during the period.

 

Unaudited 6 months ending

31 March 2014

Unaudited 6 months ending

31 March 2013

Audited year ending

30 September 2013

Unaudited 6 months ending

31 March 2014

Unaudited 6 months ending

31 March 2013

Audited year ending

30 September 2013

Restated

(note 1)

Restated

(note 1)

Restated

(note 1)

Restated

(note 1)

Diluted

earnings

Diluted

earnings

Diluted

earnings

Basic

earnings

Basic

earnings

Basic

earnings

£m

£m

£m

£m

£m

£m

Earnings from continuing operations

80.7

54.2

116.7

80.7

 54.2

116.7

Effect of dilutive ordinary shares

(0.1)

(0.2)

(0.3)

-

-

-

Earnings from discontinued operations

-

 42.1

47.9

-

 42.1

47.9

80.6

 96.1

164.3

80.7

 96.3

164.6

 

Unaudited 6 months ending

31 March 2014

Unaudited 6 months ending

31 March 2013

Audited year ending

30 September 2013

Unaudited 6 months ending

31 March 2014

Unaudited 6 months ending

31 March 2013

Audited year ending

30 September 2013

Restated

(note 1)

Restated

(note 1)

Restated

(note 1)

Restated

(note 1)

Diluted

Diluted

Diluted

Basic

Basic

Basic

pence

pence

pence

pence

pence

pence

per share

per share

per share

per share

per share

per share

Earnings per share from continuing operations

21.3

13.9

30.2

21.6

 14.2

30.9

Effect of dilutive ordinary shares

-

(0.1)

(0.1)

-

-

-

Earnings per share from discontinued operations

-

 10.8

12.4

-

 11.1

12.7

Basic earnings per share from continuing and discontinued operations

21.3

24.6

42.5

21.6

 25.3

43.6

 

Unaudited 6 months ending

31 March 2014

Unaudited 6 months ending

31 March 2013

Audited year ending

30 September 2013

Restated

(note 1)

Restated

(note 1)

Basic

Basic

Basic

pence

pence

pence

per share

per share

per share

Profit before tax - continuing operations

30.5

 21.9

46.3

Profit before tax - discontinued operations

-

 2.9

 2.8

Profit on disposal of discontinued operations

-

 10.2

 8.9

Add back:

Amortisation of intangible assets in Group profit from operations arising on business combinations - continuing operations

5.2

 4.4

9.1

Amortisation of intangible assets in joint ventures and associates arising on business combinations - continuing operations

0.8

 0.6

1.5

Impairment of goodwill and intangible assets arising on business combinations - continuing operations

3.8

 1.2

2.2

Exceptional operating costs, impairment of internally generated and acquired computer software, property, plant and equipment and investment property - continuing operations

2.8

 5.8

10.7

Exceptional operating income, impairment of internally generated and acquired computer software, property, plant and equipment and investment property - discontinued operations

-

(1.0)

(1.0)

Share of exceptional operating costs of joint ventures

0.2

-

-

Share of exceptional operating costs of associates

0.3

-

0.2

Impairment of carrying value of joint venture - continuing operations

0.2

 1.5

 1.9

Impairment of carrying value of associate - continuing operations

-

-

0.1

Other gains and losses:

Loss/(profit) on disposal of property, plant and equipment

-

 0.2

(0.4)

Profit on disposal of businesses and recycled cumulative translation differences

(10.0)

(6.0)

(6.9)

On change in control

(1.3)

-

-

Finance costs:

Premium on bond redemption

6.5

-

-

Financing charge on defined benefit pension schemes

1.1

 1.7

3.4

Fair value movement of undesignated financial instruments

(0.2)

-

(2.0)

Change in fair value of acquisition put options

0.1

0.5

0.8

Fair value movement of contingent consideration

(0.4)

0.3

1.3

Tax:

Share of tax in joint ventures and associates - continuing operations

0.8

 0.3

0.6

Profit from discontinued operations:

Profit on disposal of discontinued operations

-

(10.2)

(8.9)

Adjusted profit before tax and non-controlling interests

40.4

 34.3

70.6

Total tax charge on the profit for the period

(6.6)

(7.0)

(8.3)

Adjust for:

Share of tax in joint ventures and associates

(0.8)

-

-

Deferred tax on intangible assets and goodwill

(1.4)

(1.0)

(1.8)

Tax on other adjusting items

0.9

1.6

(2.7)

Non-controlling interests

(3.1)

(3.5)

(7.9)

Adjusted profit after taxation and non-controlling interests

29.4

 24.4

49.9

 

DMGT plc

For the 6 months ending 31 March 2014

NOTES

 

10

EARNINGS PER SHARE - CONTINUED

 

Unaudited 6 months ending

31 March 2014

Unaudited 6 months ending

31 March 2013

Audited year ending

30 September 2013

Restated

(note 1)

Restated

(note 1)

Diluted

Diluted

Diluted

pence

pence

pence

per share

per share

per share

Profit before tax - continuing operations

30.0

 21.4

45.2

Effect of dilutive ordinary shares

-

(0.1)

(0.1)

Profit before tax - discontinued operations

-

 2.8

 2.8

Profit on disposal of discontinued operations

-

 9.9

 8.7

Add back:

Amortisation of intangible assets in Group profit from operations arising on business combinations - continuing operations

5.2

 4.2

8.8

Amortisation of intangible assets in joint ventures and associates arising on business combinations - continuing operations

0.8

 0.6

1.4

Impairment of goodwill and intangible assets arising on business combinations - continuing operations

3.8

 1.2

2.2

Exceptional operating costs, impairment of internally generated and acquired computer software, property, plant and equipment and investment property - continuing operations

2.7

 5.5

10.4

Exceptional operating income, impairment of internally generated and acquired computer software, property, plant and equipment and investment property - discontinued operations

-

(1.0)

(0.9)

Share of exceptional operating costs of joint ventures

0.2

-

-

Share of exceptional operating costs of associates

0.3

-

0.2

Impairment of carrying value of joint venture - continuing operations

0.2

 1.4

 1.9

Impairment of carrying value of associate - continuing operations

-

-

0.1

Other gains and losses:

Loss/(profit) on disposal of property, plant and equipment

-

 0.2

(0.4)

Profit on disposal of businesses and recycled cumulative translation differences

(9.8)

(5.7)

(6.8)

On change in control

(1.3)

-

-

Finance costs:

Premium on bond redemption

6.4

-

-

Financing charge on defined benefit pension schemes

1.1

 1.7

3.3

Fair value movement of undesignated financial instruments

(0.2)

-

(1.9)

Change in fair value of acquisition put options

0.1

0.5

0.7

Fair value movement of contingent consideration

(0.4)

0.3

1.3

Tax:

Share of tax in joint ventures and associates - continuing operations

0.8

 0.3

 0.6

Profit from discontinued operations:

Profit on disposal of discontinued operations

-

(9.9)

(8.6)

Adjusted profit before tax and non-controlling interests

39.9

 33.3

68.9

Total tax charge on the profit for the period

(6.5)

(6.8)

(8.1)

Adjust for:

Share of tax in joint ventures and associates

(0.8)

-

-

Deferred tax on intangible assets and goodwill

(1.4)

(0.7)

(1.8)

Tax on other adjusting items

0.8

1.3

(2.8)

Non-controlling interests

(3.1)

(3.4)

(7.7)

Adjusted profit after taxation and non-controlling interests

28.9

 23.7

48.5

 

The weighted average number of ordinary shares in issue during the year for the purpose of these calculations is as follows:

 

Unaudited at 31 March 2014

Unaudited at 31 March 2013

Audited at 30 September 2013

Number m

Number m

Number m

Number of Ordinary shares in issue

393.7

393.1

393.3

Shares held in Treasury

(20.3)

(12.5)

(15.8)

Basic earnings per share denominator

373.4

380.6

377.5

Effect of dilutive share options

6.3

 9.7

 9.3

Dilutive earnings per share denominator

379.7

390.3

386.8

 

DMGT plc

For the 6 months ending 31 March 2014

NOTES

 

11

ANALYSIS OF NET DEBT

The analysis of net debt below is calculated using period end exchange rates. The Group's bank facilities require net debt to be measured using average rates for the period, resulting in net debt for bank covenant purposes of £802.1 million (2013 £704.1 million).

 

Unaudited at 31 March 2014

Unaudited at 31 March 2013

Audited at 30 September 2013

£m

£m

£m

Net debt at start of period

(587.8)

(620.7)

(620.7)

Cash flow

(200.6)

(78.8)

29.0

Arising with acquisitions

(1.2)

-

-

Fair value hedging arrangements

1.1

(0.3)

6.6

Foreign exchange movements

(5.1)

1.7

(0.8)

Other non-cash movements

(1.3)

(0.9)

(1.9)

Net debt at period end

(794.9)

(699.0)

(587.8)

Analysed as:

Cash and cash equivalents

28.2

62.4

87.9

Cash and cash equivalents included within assets held for resale

2.2

-

0.6

30.4

62.4

88.5

Unsecured bank overdrafts

-

(0.1)

-

Cash and cash equivalents in the Condensed Consolidated Cash Flow Statement

30.4

62.3

88.5

Debt due within one year:

Bonds

-

(47.3)

-

Loan notes

(2.2)

(2.6)

(2.0)

Hire purchase obligations

(0.2)

-

-

Debt due in more than one year:

Bonds

(567.7)

(679.3)

(674.3)

Bank loans

(255.0)

(32.1)

-

Hire purchase obligations

(0.2)

-

-

Net debt at period end

(794.9)

(699.0)

(587.8)

Effect of derivatives on bank loans

2.0

(25.3)

14.8

Net debt including derivatives - closing rate

(792.9)

(724.3)

(573.0)

Net debt including derivatives - average rate

(802.1)

(704.1)

(584.5)

 

The net cash outflow of £200.6 million (2013 £78.8 million) includes a cash outflow of £15.5 million (2013 £9.1 million) in respect of operating exceptional items.

 

12

FINANCIAL ASSETS AND LIABILITIES

The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped into levels 1 to 3 based on the degree to which the fair value is observable:

Level 1 fair value measurements are those derived from quoted process (unadjusted) in active markets for identical assets or liabilities;

Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (ie as prices) or indirectly (ie derived from prices); and

Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs).

 

Unaudited at 31 March 2014

Level 1

Level 2

Level 3

Total

£m

£m

£m

£m

Financial assets

Available-for-sale financial assets

-

-

 3.6

 3.6

Fair value through profit and loss

Derivative instruments not designated in hedge accounting relationships

-

1.4

-

 1.4

Contingent consideration receivable

-

-

 1.2

 1.2

Derivative instruments in designated hedge accounting relationships

-

25.6

-

25.6

-

27.0

 4.8

31.8

Financial liabilities

Fair value through profit and loss

Acquisition put options

-

-

(15.5)

(15.5)

Derivative instruments not designated in hedge accounting relationships

-

(13.4)

-

(13.4)

Provision for contingent consideration

-

-

(20.8)

(20.8)

Derivative instruments in designated hedge accounting relationships

-

(7.8)

-

(7.8)

-

(21.2)

(36.3)

(57.5)

 

Unaudited at 31 March 2013

Level 1

Level 2

Level 3

Total

£m

£m

£m

£m

Financial assets

Available-for-sale financial assets

-

-

 1.3

 1.3

Derivative instruments in designated hedge accounting relationships

-

25.3

-

25.3

-

25.3

 1.3

26.6

Financial liabilities

Fair value through profit and loss

Acquisition put options

-

-

(11.7)

(11.7)

Derivative instruments not designated in hedge accounting relationships

-

(21.8)

-

(21.8)

Provision for contingent consideration

-

-

(12.1)

(12.1)

Derivative instruments in designated hedge accounting relationships

-

(45.6)

-

(45.6)

-

(67.4)

(23.8)

(91.2)

 

Audited at 30 September 2013

Level 1

Level 2

Level 3

Total

£m

£m

£m

£m

Financial assets

Available-for-sale financial assets

-

-

 2.7

 2.7

Fair value through profit and loss

Contingent consideration receivable

-

-

 4.5

 4.5

Derivative instruments in designated hedge accounting relationships

-

40.1

-

40.1

-

40.1

 7.2

47.3

Financial liabilities

Fair value through profit and loss

Acquisition put options

-

-

(15.8)

(15.8)

Derivative instruments not designated in hedge accounting relationships

-

(14.2)

-

(14.2)

Provision for contingent consideration

-

-

(26.2)

(26.2)

Derivative instruments in designated hedge accounting relationships

-

(10.6)

-

(10.6)

-

(24.8)

(42.0)

(66.8)

 

There were no transfers between categories in the period.

 

The key input into the significant level 3 financial liabilities is the future profitability of the businesses to which the acquisition put options relate. The range of possible outcomes for the fair value of these options is £1.2 million to £101.1 million (2013 £1.2 million to £79.8 million).

 

A one percentage point increase or decrease in the growth rate in estimating the expected profits, results in the acquisition commitment and deferred consideration liability at 31 March 2014 increasing or decreasing by £0.3 million and £0.4 million respectively with the corresponding change to the value at 31 March 2014 charged or credited to the Income Statement in future periods.

 

Unaudited at 31 March 2014

Unaudited at 31 March 2013

Audited at 30 September 2013

£m

£m

£m

Deferred tax asset in relation to acquisition put options

0.1

-

0.2

 

DMGT plc

For the 6 months ending 31 March 2014

NOTES

 

12

FINANCIAL ASSETS AND LIABILITIES Continued

Reconciliation of level 3 fair value measurement of financial liabilities:

 

£m

Audited at 30 September 2012

(15.2)

Settlements

 4.2

Change in fair value of acquisition put option commitments and contingent consideration in income

(3.2)

Finance charge on discounting of contingent consideration

(0.1)

Additions

(7.6)

Adjustment to goodwill

(0.4)

Exchange adjustment

(1.5)

Unaudited at 31 March 2013

(23.8)

Audited at 30 September 2012

(15.2)

Payments in advance

(4.5)

Settlements

 7.0

Change in fair value of acquisition put option commitments and contingent consideration in income

(7.9)

Finance charge on discounting of contingent consideration

(1.1)

Additions

(19.2)

Adjustment to goodwill

(0.4)

Exchange adjustment

(0.7)

Audited at 30 September 2013

(42.0)

Settlements

4.5

Change in fair value of acquisition put option commitments and contingent consideration in income

1.2

Finance charge on discounting of contingent consideration

(0.9)

Additions

(2.4)

Owned by subsidiaries acquired

(0.8)

Owned by subsidiaries disposed

 3.3

Exchange adjustment

 0.8

Unaudited at 31 March 2014

(36.3)

 

13

PROPERTY, PLANT AND EQUIPMENT

During the period the Group spent £13.1 million (2013 £15.6 million) on property, plant and equipment.

 

The Group disposed certain of its property, plant and equipment with a carrying value of £1.7 million (2013 £1.6 million) for proceeds of £11.0 million (2013 £0.9 million). No gain or loss has been recorded since the basis of calculation of the sale proceeds may be subject to material revision.

 

14

TOTAL ASSETS AND LIABILITIES OF BUSINESSES HELD-FOR-SALE

In April 2014 the Group sold a recruitment business - Jobrapido - and an audit and information security training business - MIS Training. The main classes of assets and liabilities comprising the operations classified as held-for-sale are set out in the table below. These assets and liabilities are recorded at their fair value with all losses taken to the Consolidated Income Statement.

 

Unaudited at 31 March 2014

Unaudited at 31 March 2013

Audited at 30 September 2013

£m

£m

£m

Goodwill

4.3

-

 4.6

Intangible assets

10.3

-

-

Property, plant and equipment

0.2

-

 1.9

Trade and other receivables

6.4

-

 2.0

Cash and cash equivalents

2.2

-

 0.6

Total assets associated with businesses held-for-sale

23.4

-

 9.1

Trade and other payables

13.2

-

 4.0

Provisions

0.4

-

 0.2

Current tax

0.7

-

-

Deferred tax

3.2

-

-

Total liabilities associated with businesses held-for-sale

17.5

-

 4.2

Net assets of the disposal group

5.9

-

 4.9

 

15

BORROWINGS

 

Unaudited at 31 March 2014

Unaudited at 31 March 2013

Audited at 30 September 2013

£m

£m

£m

Current liabilities

Bank overdrafts

-

0.1

-

Bonds

-

 47.3

-

Loan notes

2.2

2.6

2.0

Hire purchase obligations

0.2

-

-

2.4

50.0

2.0

Non-current liabilities

Bonds

(i)

567.7

679.3

674.3

Bank loans

255.0

32.1

-

Hire purchase obligations

0.2

-

-

822.9

711.4

674.3

 

(i)

During the period the Group bought back £49.7 million notional of its 2018 bonds and £56.4 million notional of its 2021 bonds incurring a premium of £24.4 million (note 6).

 

DMGT plc

For the 6 months ending 31 March 2014

NOTES

 

16

BANK LOANS

The Group's bank loans bear interest charged at LIBOR plus a margin based on the Group's ratio of net debt to EBITDA. Additionally each facility contains a covenant based on a minimum interest cover ratio. EBITDA for these purposes is defined as the aggregate of the Group's consolidated operating profit before share of results of joint ventures and associates before deducting depreciation, amortisation and impairment of goodwill, intangible and tangible assets, before exceptional items and before interest and finance charges and is calculated in note 9 above. These covenants were met at the relevant test dates during the period.

 

On a bank covenant basis, using average exchange rates to calculate net debt and EBITDA, the Group's net debt to EBITDA ratio as at 31 March 2014 was 2.04 times (31 March 2013 1.80 times, 30 September 2013 1.56 times).

The Group's committed bank facilities and their maturity dates are as follows:

 

Unaudited at 31 March 2014

Unaudited at 31 March 2013

Audited at 30 September 2013

£m

£m

£m

Expiring in more than two years but not more than three years

-

-

300.3

Expiring in more than three years but not more than four years

-

313.6

-

Expiring in more than four years but not more than five years

479.5

-

-

Total bank facilities

479.5

313.6

300.3

 

The following undrawn committed borrowing facilities were available to the Group in respect of which all conditions precedent had been met:

 

Unaudited at 31 March 2014

Unaudited at 31 March 2013

Audited at 30 September 2013

£m

£m

£m

Expiring in more than two years but not more than three years

-

-

299.8

Expiring in more than three years but not more than four years

-

280.6

-

Expiring in more than four years but not more than five years

223.3

-

-

Total undrawn committed bank facilities

223.3

280.6

299.8

 

During the period the Group renegotiated its committed bank facilities for a further five year term. The new facilities amount to £479.5 million and are denominated in sterling and US dollars although drawings are permitted in all major currencies. The terms of the new facilities are substantially the same as those of the existing facilities.

 

17

SHARE CAPITAL AND RESERVES

Share capital at 31 March 2014 amounted to £49.2 million (2013 £49.2 million).

 

During the year the Company disposed of 3.6 million 'A' Ordinary Non-Voting shares, in order to satisfy incentive schemes. This represented 0.96% of the called up 'A' Ordinary Non-Voting share capital at 31 March 2014.

 

The Company also purchased 3.1 million 'A' Ordinary Non-Voting shares having a nominal value of £0.4 million to match obligations under incentive plans. This represented 0.84% of the called up 'A' Ordinary Non-Voting share capital at 31 March 2014.

 

At 31 March 2014 options were outstanding under the terms of the Company's 1997 and 2006 Executive Share Option Schemes, together with nil cost options, over a total of 2,837,653 (2013 4,314,493) 'A' Ordinary Non-Voting shares.

 

DMGT plc

For the 6 months ending 31 March 2014

NOTES

 

18

SUMMARY OF THE EFFECTS OF ACQUISITIONS

In October 2013 dmg information acquired the entire share capital of Decision Insight Information Group (Europe) (DIIG) for consideration of £75.8 million, from Decision Insight Information Group, a portfolio company of the US private equity firm TPG Capital. DIIG is the UK and Ireland's leading property searches group, primarily delivering residential and commercial property search results to legal professionals.

 

Provisional fair value of net assets acquired with DIIG

 

Book value

Provisional fair value adjustments

Provisional fair value

£m

£m

£m

Goodwill

61.1

(23.2)

37.9

Intangible assets

1.4

 45.3

46.7

Property, plant and equipment

2.7

-

 2.7

Trade and other receivables

7.8

-

 7.8

Cash and cash equivalents

3.7

-

 3.7

Trade and other payables

(15.5)

-

(15.5)

Corporation tax

0.5

0.5

Deferred tax

1.1

(9.1)

(8.0)

Group share of net assets acquired

62.8

13.0

75.8

 

Cost of acquisitions:

 

Cash paid in current period

£m

Total consideration at fair value

75.8

 

A summary of all notable acquisitions completed during the year is as follows:

 

Name of acquisition

Segment

Business description

% voting rights acquired

Date of acquisition

Consideration

Intangible assets acquired

Goodwill arising

£m

£m

£m

Decision Insight Information Group (Europe)

Business information

Provider of property search information

100.0%

October 2013

75.8

 46.7

37.9

Infrastructure Journal

Euromoney

Information provider to the international infrastructure markets

100.0%

October 2013

12.5

 6.4

 7.1

Quartz Coatings

Events

Organiser of paint and coatings exhibitions

100.0%

January 2014

3.6

 1.8

 2.1

 

Provisional fair value of net assets acquired with all acquisitions:

 

Book value

Provisional fair value adjustments

Provisional fair value

£m

£m

£m

Goodwill

61.1

(1.9)

59.2

Intangible assets

1.4

 60.0

61.4

Property, plant and equipment

3.2

-

 3.2

Trade and other receivables

10.3

-

10.3

Cash and cash equivalents

6.5

-

6.5

Trade and other payables

(26.5)

-

(26.5)

Loan notes

(0.8)

-

(0.8)

Hire purchase obligations

(0.3)

-

(0.3)

Corporation tax

0.5

-

0.5

Deferred tax

1.1

(9.9)

(8.8)

Net assets acquired

56.5

48.2

104.7

Non-controlling interest share of net liabilities acquired

 1.0

Group share of net assets acquired

105.7

 

Cost of acquisitions:

 

Non-cash

Cash paid in current period

Total

£m

£m

£m

Contingent consideration

2.4

-

 2.4

Reclassification of investment in associate

7.2

-

 7.2

Cash

-

 96.1

96.1

Total consideration at fair value

9.6

96.1

105.7

 

The amount of goodwill which is deductible for the purposes of calculating the Group's tax charge amounts to £nil.

 

If all acquisitions had been completed on the first day of the financial year, Group revenues for the year would have been £932.4 million and Group profit attributable to equity holders of the parent would have been £119.5 million. This information takes into account the amortisation of acquired intangible assets together with related income tax effects but excludes any pre-acquisition finance costs and should not be viewed as indicative of the results of operations that would have occurred if the acquisitions had actually been completed on the first day of the financial year.

 

Total profits attributable to equity holders of the parent since the date of acquisition for companies acquired during the year amounted to £0.2 million.

Goodwill arising on the acquisitions is principally attributable to the anticipated profitability relating to the distribution of the Group's products in new and existing markets and anticipated operating synergies from the business combinations.

 

Purchase of additional shares in controlled entities

 

Unaudited at 31 March 2014

Unaudited at 31 March 2013

Audited at 30 September 2013

£m

£m

£m

Cash consideration excluding acquisition expenses

0.2

 15.8

15.8

 

During the period, the Group acquired additional shares in controlled entities amounting to £0.2 million (2013 £15.8 million) of which £nil (2013 £11.3 million) related to nil (1.2 million) shares in Euromoney Institutional Investor PLC (Euromoney). Additionally the Group's interest in Euromoney increased by 0.7% following Euromoney's acquisition of 1.3 million of its own shares during the period. Under the Group's accounting policy for the acquisition of shares in controlled entities, no adjustment has been recorded to the fair value of assets and liabilities already held on the Condensed Consolidated Statement of Financial Position. The difference between the cost of the additional shares and the carrying value of the non-controlling interests share of net assets is adjusted in retained earnings. The adjustment to retained earnings in the period was a credit of £2.3 million (2013 charge £13.3 million).

 

Reconciliation to purchase of subsidiaries as shown in the Condensed Consolidated Cash Flow Statement:

 

Unaudited at 31 March 2014

Unaudited at 31 March 2013

Audited at 30 September 2013

£m

£m

£m

Cash consideration excluding acquisition expenses

96.1

 47.4

65.0

Cash paid to settle contingent consideration in respect of acquisitions

4.3

 4.1

 6.9

Cash and cash equivalents acquired with subsidiaries

(6.5)

(5.6)

(7.0)

93.9

 45.9

64.9

 

DMGT plc

For the 6 months ending 31 March 2014

NOTES

 

19

SUMMARY OF THE EFFECTS OF DISPOSALS

A summary of notable disposals completed during the period is as follows:

 

Name of disposal

Segment

Date of disposal

Fair value of consideration

£m

Broadbean

National media

March 2014

32.8

Oil Careers

National media

March 2014

15.7

 

The impact of the disposal of businesses on net assets is as follows:

 

Prior year assets held for sale disposed in current period

Other current period disposals

Total

Note

£m

£m

£m

Goodwill

4.3

3.8

8.1

Intangible assets

-

 1.6

 1.6

Trade and other receivables

0.1

4.8

4.9

Cash at bank and in hand

0.3

 0.5

 0.8

Trade and other payables

(2.7)

(2.9)

(5.6)

Net assets disposed

2.0

7.8

9.8

Profit on disposal of businesses

4

37.3

47.1

Satisfied by:

Cash received

17.9

Proceeds receivable

32.8

Provision for costs payable

(2.9)

Directly attributable costs paid

(0.7)

47.1

 

The Group's tax charge includes £2.9 million (2013 £nil) in relation to these disposals.

 

In addition, the Group's interest in Euromoney was diluted during the period by 0.88% (2013 0.0%). Under the Group's accounting policy for the disposal of shares in controlled entities, no adjustment has been recorded to the fair value of assets and liabilities already held on the Condensed Consolidated Statement of Financial Position. The difference between the Group's share of net assets before and after this dilution is adjusted in retained earnings. The adjustment to retained earnings in the period was a charge of £2.9 million (2013 £nil).

 

Reconciliation to disposal of businesses as shown in the Condensed Consolidated Cash Flow Statement:

 

Unaudited at 31 March 2014

Unaudited at 31 March 2013

Audited at 30 September 2013

£m

£m

£m

Cash consideration net of disposal costs

17.2

88.2

81.2

Working capital adjustment

-

 16.4

16.4

Cash and cash equivalents disposed with subsidiaries

(0.8)

(1.2)

(1.2)

16.4

103.4

96.4

 

The businesses disposed of during the year absorbed £4.0 million of the Group's net operating cash flows, had £0.2 million attributable to investing and £nil attributable to financing activities.

 

DMGT plc

For the 6 months ending 31 March 2014

NOTES

 

20

DISCONTINUED OPERATIONS

In November 2012 the Group announced that it had reached an agreement to sell its local media segment to Local World, a newly formed media group that will combine the Group's local media titles with those of Iliffe News and Media Limited. The Group received consideration of £52.5 million and a 38.7 % share in Local World together with a working capital adjustment of £16.4 million. The results of the local media segment up to the point of disposal are included in the prior period discontinued operations.

 

The Group's Condensed Consolidated Income Statement includes the following results from these discontinued operations:

 

Unaudited 6 months ending

31 March 2014

Unaudited 6 months ending

31 March 2013

Audited year ending

30 September 2013

£m

£m

£m

Revenue

-

 48.9

48.9

Expenses

-

(41.7)

(41.7)

Operating profit before exceptional operating costs and amortisation and impairment of goodwill and intangible assets

-

 7.2

 7.2

Exceptional operating income

-

3.8

3.6

Profit before tax

-

 11.0

10.8

Tax charge

-

(7.6)

(1.5)

Profit after tax attributable to discontinued operations

-

 3.4

 9.3

Profit on disposal of discontinued operations

-

 38.7

33.7

Tax credit on profit on disposal of discontinued operations

-

-

4.9

Profit attributable to discontinued operations

-

 42.1

47.9

 

There was a deferred tax charge of £nil (2013 £nil) associated with the profit on disposal of discontinued operations.

 

Cash flows associated with discontinued operations comprises operating cash flows of £nil (2013 £8.0 million), investing cash flows of £nil (2013 £nil) and financing cash flows of £nil (2013 £nil).

 

21

RETIREMENT BENEFIT OBLIGATIONS

The Group operates a number of pension schemes under which contributions are paid by the employer and employees.

 

The schemes include funded defined benefit pension arrangements, providing service-related benefits, in addition to a number of defined contribution pension arrangements. The defined benefit schemes in the UK, together with some defined contribution plans, are administered by trustees or trustee companies.

 

The total net pension charge of the Group for the period ended 31 March 2014 was £14.3 million (2013 £15.6 million).

 

The defined benefit obligation is calculated on a year-to-date basis, using the latest actuarial valuation at 31 March 2013. The assumptions used in the valuation are summarised below:

 

Unaudited at 31 March 2014

Unaudited at 31 March 2013

Audited at 30 September 2013

% pa

% pa

% pa

Price inflation

3.3

3.2

3.2

Salary increases

3.1

3.0

3.0

Pension increases

3.1

3.0

3.0

Discount rate

4.5

4.5

4.6

 

22

CONTINGENT LIABILITIES

There have been no material changes in contingent liabilities since 30 September 2013.

 

The Group is exposed to libel claims in the ordinary course of business and vigorously defends against claims received. The Group makes provision for the estimated costs to defend such claims when incurred and provides for any settlement costs when such an outcome is judged probable.

 

Four writs claiming damages for libel were issued in Malaysia against the company and three of its employees in respect of an article published in one of the company's magazines, International Commercial Litigation, in November 1995. The writs were served on Euromoney Institutional Investor PLC (Euromoney) on 22 October 1996. Two of these writs have been discontinued. The total outstanding amount claimed on the two remaining writs is Malaysian Ringgits 82.6 million (£15.2 million) (2013 Malaysian Ringgits 82.4 million (£15.6 million)). No provision has been made for these claims in these interim financial statements as the Directors do not believe Euromoney has any material liability in respect of these writs.

 

23

ULTIMATE HOLDING COMPANY

The Company's ultimate holding company and immediate parent company is Rothermere Continuation Limited, a company incorporated in Bermuda.

 

DMGT plc

For the 6 months ending 31 March 2014

NOTES

 

24

RELATED PARTY TRANSACTIONS

Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this note. The transactions between the Group and its joint ventures and associates are disclosed below.

 

The following transactions and arrangements are those which are considered to have had a material effect on the financial performance and position of the Group for the period.

 

Ultimate Controlling Party

The Company's ultimate controlling party is the Viscount Rothermere, the Company's Chairman.

 

Transactions with Directors

There were no material transactions with Directors of the Company during the period, except for those relating to remuneration.

 

For the purposes of IAS 24, Related Party Disclosures, Executives below the level of the Company's Board are not regarded as related parties.

 

Transactions with joint ventures and associates

Daily Mail and General Holdings Limited (DMGH) has a 15.6% shareholding in The Press Association. During the period the Group received a dividend of £nil (2013 £1.6 million) and services amounting to £1.1 million (2013 £1.4 million). The net amount due from The Press Association at 31 March 2014 was £0.2 million (2013 £0.2 million).

 

DMGH has a 24.9% shareholding in the Evening Standard Limited. During the period, the Group received revenue of £4.7 million (2013 £4.6 million) and incurred charges of £5.8 million (2013 £4.9 million). The net amount due to the Group at 31 March 2014 was £0.8 million (2013 £1.2 million).

 

DMGH has a 38.7% shareholding in Local World Limited. During the period, the Group received revenue of £12.3 million (2013 £5.0 million) and incurred charges of £28.3 million (2013 £9.8 million). The net amount due by the Group to Local World Limited as at 31 March 2014 was £3.7 million (2013 £1.9 million due from Local World Limited). During the period, the Group advanced £nil (2013 £27.5 million) to Local World Limited, which was fully repaid at 31 March 2014.

 

During the period Local World were charged £0.2 million (2013 £nil) by the Group for rent and service charges in relation to leasehold and investment properties. The net amount due to the Group from Local World at 31 March 2014 was £0.1 million (2013 £nil).

 

Northcliffe Media Holdings Limited has a 25.0% shareholding in Hold the Front Page.co.uk Limited. The net amount due by the Group at 31 March 2014 amounted to £0.1 million (2013 £0.1 million).

 

Associated Newspapers Limited has a 33.0% shareholding in Fortune Green Limited. During the period the Group received revenue for newsprint, computer and office services of £0.3 million (2013 £0.2 million). The amount due from Fortune Green Limited at 31 March 2014 was £0.2 million (2013 £0.1 million).

 

Associated Newspapers Limited has a 12.5% shareholding in the Newspapers Licensing Agency (NLA) from which royalty revenue of £1.2 million was received (2013 £1.7 million). Commissions paid on this revenue total £0.2 million (2013 £0.7 million). The amount due to the NLA on 31 March 2014 was £nil (2013 £0.1 million). Interest bearing loans totalling £0.4 million (2013 £0.4 million) are due to Associated Newspapers Limited at 31 March 2014.

 

Associated Newspapers Limited has a 52.6% shareholding in Zoopla Property Group Limited (Zoopla). During the period, the Group received revenue of £nil (2013 £0.2 million) for listing services as part of a revenue share agreement, with £nil (2013 £nil) remaining due to Zoopla at 31 March 2014. Net services of £nil (2013 £0.2 million) was provided by the Group for the period, with £nil (2013 £nil) due at 31 March 2014. During the half year, a dividend of £6.4 million was received from Zoopla (2013 £nil) and £0.2 million was paid in respect of their purchase of Globrix in 2013.

 

During the period, Landmark Limited charged management fees of £0.2 million (2013 £0.2 million) to Point X Limited, a joint venture. At 31 March 2014 Point X owed £0.1 million to Landmark Limited (2013 £0.1 million).

 

At 31 March 2014, Decision First Limited, a 50.0% joint venture owed £0.2 million (2013 £nil) to Decision Insight Information Group (Europe) Limited, a 100.0% owned subsidiary of DMG Information Limited.

 

During the period, On-Geo Gmbh, a subsidiary of DMG Information Limited charged costs of £3.6 million (€4.4 million) (2013 £nil) to Hypoport On-Geo Gmbh, a 50.0% German joint venture and recharged costs of £0.1 million (€0.1 million) (2013 £nil) to Instant Service AG. Instant Service AG provided services of £4.0 million (€4.8 million) (2013 £nil).

 

In the period to 31 March 2014, Trepp Holdings Inc., a DMG Information Inc. subsidiary charged services to and incurred costs of £0.1 million ($0.2 million) (2013 £nil) from Trepp Port LLC, a 50.0% joint venture. This is due to the 100.0% revenue paid back to Trepp Port LLC by Trepp LLC.

 

dmg media Limited (dmg) has a 50.0 % shareholding in Teletext Holdings Limited. During the period, Teletext received services totalling £nil (2013 £nil) from dmg, and the net amount due to dmg at 31 March 2014 was £nil (2013 £0.1 million). Proceeds of £6.0 million (2013 £6.0 million) on the sale of Teletext is due to dmg at the end of the period.

 

AN Mauritius Limited held a 26.0% shareholding in Mail Today. During the period, additional share capital of £1.1 million (2013 £0.3 million) was invested in Mail Today by AN Mauritius Limited.

 

Associated Newspapers Limited has a 50.0% shareholding in Artirix Limited (Artirix). At 31 March 2014 Artirix owed £1.6 million to DMGH (2013 £0.8 million owed to various dmg companies).

 

Associated Newspapers Limited has a 50.0% shareholding in Northprint Manchester Limited. The net amount due to Associated Newspapers Limited of £5.8 million (2013 £5.8 million) has been fully provided.

 

The Group recharges its principal pension schemes with costs of investment management fees. The total amount recharged during the period was £nil (2013 £0.1 million).

 

Other related party disclosures

At 31 March 2014, the Group owed £1.0 million (2013 £1.0 million) to the pension schemes which it operates. This amount comprised employees' and employer's contributions in respect of March 2014 payrolls which were paid to the pension schemes in April 2014.

 

The Group has accrued rent and service charges payable to the Harmsworth Pension Scheme amounting to £0.6 million (2013 £nil) under an agreement to guarantee the income generated from certain property assets held by the Harmsworth Pension Scheme which were purchased from the Group in a prior period.

 

In July 2012, the Group entered into a new contingent asset partnership whereby a £150.0 million Loan Note guaranteed by certain companies in the Group has been used to commit £10.8 million of interest funding per annum to Harmsworth Pension Scheme. Interest payable to DMG Pensions Partnership Limited Liability Partnership totalled £5.6 million (2013 £5.4 million).

 

25

POST BALANCE SHEET EVENTS

In April 2014, the Group completed the disposal of Jobrapido SRL for proceeds of £11.0 million together with the disposal of MIS Training Institute Holdings, Inc. for an initial consideration of £6.6 million (US$11.0 million) and further deferred consideration of up to £2.4 million (US$4.0 million) receivable depending on future trading performance.

 

In May 2014, Zoopla Property Group confirmed its intention to make an initial public offering (IPO) on the London Stock Exchange. DMGT intends to participate in the IPO and reduce its stake in Zoopla Property Group.

 

In May 2014 the Company reached agreement on the disposal of its recruitment business, Jobsite. The disposal is not expected to complete until the final quarter of calendar 2014.

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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