31st Jul 2008 07:00
Condensed Consolidated Interim Income Statement |
||||||
Six months |
Six months |
Year |
||||
ended |
ended |
ended |
||||
30 June 2008 |
30 June 2007 |
31 December 2007 |
||||
Unaudited |
Unaudited |
Audited |
||||
Note |
£'000 |
£'000 |
£'000 |
|||
Revenue |
6 |
31,189 |
25,320 |
57,920 |
||
Cost of sales |
(23,044) |
(18,092) |
(42,024) |
|||
Gross profit |
8,145 |
7,228 |
15,896 |
|||
Other operating income |
7 |
529 |
- |
1,352 |
||
Administrative costs excluding impairment losses |
(6,486) |
(5,275) |
(11,351) |
|||
Impairment losses |
11 |
- |
- |
(1,050) |
||
Profit from operations |
6 |
2,188 |
1,953 |
4,847 |
||
Non-operating income and expense Share of post-tax profit/(loss) of joint venture |
- 116 |
- (338) |
1,370 (215) |
|||
Profit before interest and taxation |
2,304 |
1,615 |
6,002 |
|||
Finance expense |
8 |
(1,095) |
(399) |
(2,053) |
||
Finance income |
8 |
152 |
1,081 |
1,895 |
||
Net finance (expense)/income |
8 |
(943) |
682 |
(158) |
||
Profit before taxation |
1,361 |
2,297 |
5,844 |
|||
Income tax expense |
9 |
- |
- |
- |
||
Profit for the period |
1,361 |
2,297 |
5,844 |
|||
Attributable to: |
||||||
Equity shareholders of the parent company |
1,440 |
2,349 |
5,935 |
|||
Minority interest |
(79) |
(52) |
(91) |
|||
Profit for the period |
1,361 |
2,297 |
5,844 |
|||
Pence |
Pence |
Pence |
||||
Earnings per share |
10 |
|||||
Basic earnings per share |
0.40 |
0.65 |
1.63 |
|||
Diluted earnings per share |
0.40 |
0.64 |
1.63 |
|||
Condensed Consolidated Interim Statement of Changes in Shareholders' Equity |
||||||
Six months |
Six months |
Year |
||||
ended |
ended |
ended |
||||
30 June 2008 |
30 June 2007 |
31 December 2007 |
||||
Unaudited |
Unaudited |
Audited |
||||
Note |
£'000 |
£'000 |
£'000 |
|||
Profit for the period |
1,361 |
2,297 |
5,844 |
|||
Share-based payment expense |
16 |
172 |
48 |
153 |
||
Minority interest equity contribution |
13 |
- |
- |
2,000 |
||
Dividends paid |
14 |
(1,093) |
(947) |
(1,858) |
||
440 |
1,398 |
6,139 |
||||
Total equity at the beginning of the period |
70,411 |
64,272 |
64,272 |
|||
Total equity at the end of the period |
70,851 |
65,670 |
70,411 |
|||
Attributable to: |
||||||
Equity shareholders of the parent company |
69,054 |
65,755 |
68,535 |
|||
Minority interest |
13 |
1,797 |
(85) |
1,876 |
||
70,851 |
65,670 |
70,411 |
Condensed Consolidated Interim Balance Sheet |
||||||
At |
At |
At |
||||
30 June |
30 June |
31 December |
||||
2008 |
2007 |
2007 |
||||
Unaudited |
Unaudited |
Audited |
||||
Note |
£'000 |
£'000 |
£'000 |
|||
|
||||||
Non-current assets |
||||||
Property, plant and equipment |
11 |
113,971 |
102,806 |
108,283 |
||
Intangible assets |
12 |
5,596 |
5,596 |
5,596 |
||
Investment in joint venture - Share of gross assets |
2,713 |
2,344 |
2,624 |
|||
- Share of gross liabilities |
(6,410) |
(6,280) |
(6,437) |
|||
(3,697) |
(3,936) |
(3,813) |
||||
Goodwill in respect of joint venture |
1,580 |
1,580 |
1,580 |
|||
Loans to joint venture |
5,132 |
5,055 |
4,979 |
|||
3,015 |
2,699 |
2,746 |
||||
Total non-current assets |
122,582 |
111,101 |
116,625 |
|||
Current assets |
||||||
Inventories |
451 |
226 |
415 |
|||
Trade and other receivables |
9,831 |
9,544 |
6,191 |
|||
Cash and cash equivalents |
170 |
161 |
3,735 |
|||
Total current assets |
10,452 |
9,931 |
10,341 |
|||
Total assets |
133,034 |
121,032 |
126,966 |
|||
Current liabilities |
||||||
Bank overdraft |
(3,987) |
(2,248) |
- |
|||
Trade and other payables |
(5,922) |
(8,009) |
(6,475) |
|||
Loans and borrowings |
15 |
(3,080) |
(136) |
(2,796) |
||
Accruals and deferred income |
(9,016) |
(8,958) |
(6,585) |
|||
Total current liabilities |
(22,005) |
(19,352) |
(15,856) |
|||
Non-current liabilities |
||||||
Loans and borrowings |
15 |
(36,905) |
(33,053) |
(37,145) |
||
Accruals and deferred income |
(3,273) |
(2,957) |
(3,554) |
|||
Total non-current liabilities |
(40,178) |
(36,010) |
(40,699) |
|||
Total liabilities |
(62,183) |
(55,362) |
(56,555) |
|||
Total net assets |
70,851 |
65,670 |
70,411 |
|||
Equity |
||||||
Share capital |
13 |
18,210 |
18,210 |
18,210 |
||
Share premium |
13 |
223 |
223 |
223 |
||
Merger reserve |
13 |
5,417 |
5,417 |
5,417 |
||
Retained earnings |
13 |
45,204 |
41,905 |
44,685 |
||
Equity attributable to shareholders of the parent company |
69,054 |
65,755 |
68,535 |
|||
Minority interest |
13 |
1,797 |
(85) |
1,876 |
||
Total equity |
70,851 |
65,670 |
70,411 |
Notes to the Condensed Consolidated Interim Financial Statements
1 Reporting entity
Arena Leisure Plc (the 'Company') is a company domiciled in the United Kingdom. The condensed consolidated interim financial statements of the Company as at and for the six months ended 30 June 2008 comprise the Company and its subsidiaries (together referred to as the 'Group') and the Group's interests in associates and jointly controlled entities.
The consolidated financial statements of the Group as at and for the year ended 31 December 2007 are available on the Company's website at: www.arenaleisureplc.com.
The condensed consolidated interim financial statements of the Group as at and for the six months ended 30 June 2008 will also be available on the Company's website.
2 Statement of compliance
These condensed consolidated interim financial statements have been prepared in accordance with International Financial Reporting Standard ('IFRS') IAS 34 "Interim Financial Reporting". They do not include all of the information required for full annual financial statements and should be read in conjunction with the consolidated financial statements of the Group as at and for the year ended 31 December 2007.
The comparative figures for the financial year ended 31 December 2007 are not the Company's statutory accounts for that financial year. Those accounts have been reported on by the Company's auditors and delivered to the registrar of companies. The report of the auditors was (i) unqualified, (ii) did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report and (iii) did not contain a statement under section 237 (2) or (3) of the Companies Act 1985.
These condensed consolidated interim financial statements were approved by the Board of Directors on 30 July 2008.
These condensed consolidated interim financial statements have not been subject to an audit or review pursuant to Auditing Practices Board guidance on Review of Interim Financial Information.
3 Significant accounting policies
The accounting policies applied by the Group in these condensed consolidated interim financial statements are the same as those applied by the Group in its consolidated financial statements as at and for the year ended 31 December 2007.
The following interpretation, issued by the International Financial Reporting Interpretations Committee ('IFRIC'), is effective for the first time in the current financial year and has been adopted by the Group with no significant impact on its consolidated results or financial position: IFRIC 11 - IFRS 2 "Group and Treasury Share Transactions".
Notes to the Condensed Consolidated Interim Financial Statements (Continued)
4 Estimates
The preparation of interim financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.
In preparing these condensed consolidated interim financial statements, the significant judgements made by management in applying the Group's accounting policies and key sources of estimation and uncertainty were the same as those that applied to the consolidated financial statements as at and for the year ended 31 December 2007.
5 Financial risk management
The Group's financial risk management objectives and policies are consistent with those disclosed in the consolidated financial statements as at and for the year ended 31 December 2007. During the six months to 30 June 2008, there has been no material change in the risks the Group is exposed to.
6 Segment information
The Group only has one operating segment: racecourse operations. This business segment arises in the UK. Additional information on this segment is as follows:
Six months |
Six months |
Year |
||||||
ended |
ended |
ended |
||||||
30 June 2008 |
30 June 2007 |
31 December 2007 |
||||||
Unaudited |
Unaudited |
Audited |
||||||
£'000 |
£'000 |
£'000 |
||||||
Revenue |
||||||||
Racecourse operations |
31,189 |
25,320 |
57,920 |
|||||
Profit from |
||||||||
Racecourse operations |
2,987 |
3,171 |
7,006 |
|||||
Other operating income (see Note 7) |
529 |
- |
1,352 |
|||||
Central costs |
(1,328) |
(1,218) |
(2,461) |
|||||
Profit from operations excluding impairment losses |
2,188 |
1,953 |
5,897 |
|||||
Impairment losses |
- |
- |
(1,050) |
|||||
Profit from operations |
2,188 |
1,953 |
4,847 |
|||||
Share of joint venture profit/(loss) |
116 |
(338) |
(215) |
7 Southwell flood insurance claim
The severe flooding which occurred in the summer of 2007 resulted in the closure of Southwell Racecourse through to December of that year. However, work had been on-going on some areas of the Racecourse since that date and the Racecourse became fully operational at the end of July 2008. As a result of the ongoing work, an element of the business interruption insurance claim proceeds received in 2007 amounting to £629,000 was deferred, of which £529,000 has been released in the six months to 30 June 2008.
Notes to the Condensed Consolidated Interim Financial Statements (Continued)
8 Finance income and expense
Six months |
Six months |
Year |
||||
ended |
ended |
ended |
||||
30 June |
30 June |
31 December |
||||
2008 |
2007 |
2007 |
||||
Unaudited |
Unaudited |
Audited |
||||
£'000 |
£'000 |
£'000 |
||||
Finance income |
||||||
Bank interest receivable |
- |
- |
639 |
|||
Other interest receivable |
152 |
148 |
323 |
|||
Gain on present value of interest-free loans on initial recognition |
- |
933 |
933 |
|||
152 |
1,081 |
1,895 |
||||
Finance expense |
||||||
Bank interest payable |
(850) |
(288) |
(1,740) |
|||
Finance lease interest |
(29) |
(8) |
(31) |
|||
Amortisation of previous gain on present value of interest-free loans |
(216) |
(103) |
(223) |
|||
Loss on derivatives used to manage fair value interest rate risk |
- |
- |
(59) |
|||
(1,095) |
(399) |
(2,053) |
||||
Net finance (expense)/income |
(943) |
682 |
(158) |
9 Taxation
The tax charge for the period is £nil (six months to 30 June 2007: £nil and the year to 31 December 2007: £nil) due to the utilisation of Horserace Betting Levy Board capital credits which are not assessable to tax.
With effect from 1 April 2008, the UK Government enacted a change to the corporation tax rate from 30% to 28%.
10 Earnings per share
Basic earnings per share ('EPS') have been calculated using the weighted average number of shares in issue during the periods. The weighted average number of shares in issue for the six months to 30 June 2008 is 364,202,007 (six months to 30 June 2007: 364,202,007 and the year to 31 December 2007: 364,202,007).
Diluted EPS have been calculated using the weighted average number of shares in issue, adjusted for the number of outstanding share options capable of being exercised. At 30 June 2008 the total number of shares capable of being exercised was 79,000 (at 30 June 2007: 1,000,000 and at 31 December 2007: 340,000).
11 Property, plant and equipment
During the six months to 30 June 2008, the Group acquired assets with a cost of £7,333,000 (six months to 30 June 2007: £17,944,000 and the year to 31 December 2007: £29,173,000).
The Board considered the carrying value of assets under construction at 30 June 2008 and concluded that there were no indications of impairment and subsequently no impairment loss has been recognised (at 30 June 2007: none and at 31 December 2007: impairment loss of £1,050,000 recognised in respect of Royal Windsor Racecourse).
Notes to the Condensed Consolidated Interim Financial Statements (Continued)
11 Property, plant and equipment (Continued)
At 30 June 2008, the Group remained committed to purchase property, plant and equipment totalling £911,000 (at 30 June 2007: £3,856,000 and at 31 December 2007: £2,794,000).
12 Goodwill
At 30 June 2008, the Board considered the carrying value of goodwill and concluded that there were no indications of impairment and subsequently no impairment loss has been recognised (at 30 June 2007: none and at 31 December 2007: none).
13 Reconciliation of movements in equity
Share capital |
Share premium |
Merger reserve |
Retained earnings |
Minority interest |
||||||||||||||||
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
||||||||||||||||
At 1 January 2007 |
18,210 |
223 |
5,417 |
40,455 |
(33) |
|||||||||||||||
Profit for the period |
- |
- |
- |
2,349 |
(52) |
|||||||||||||||
Dividends paid |
- |
- |
- |
(947) |
- |
|||||||||||||||
Share-based payment expense |
- |
- |
- |
48 |
- |
|||||||||||||||
At 30 June 2007 (Unaudited) |
18,210 |
223 |
5,417 |
41,905 |
(85) |
|||||||||||||||
Profit for the period |
- |
- |
- |
3,586 |
(39) |
|||||||||||||||
Dividends paid |
- |
- |
- |
(911) |
- |
|||||||||||||||
Share-based payment expense |
- |
- |
- |
105 |
- |
|||||||||||||||
Minority interest equity contribution |
- |
- |
- |
- |
2,000 |
|||||||||||||||
At 31 December 2007 (Audited) |
18,210 |
223 |
5,417 |
44,685 |
1,876 |
|||||||||||||||
Profit for the period |
- |
- |
- |
1,440 |
(79) |
|||||||||||||||
Dividends paid |
- |
- |
- |
(1,093) |
- |
|||||||||||||||
Share-based payment expense |
- |
- |
- |
172 |
- |
|||||||||||||||
At 30 June 2008 (Unaudited) |
18,210 |
223 |
5,417 |
45,204 |
1,797 |
14 Dividends
The following dividends were declared and paid by the Group:
Six months |
Six months |
Year |
||||
ended |
ended |
ended |
||||
30 June |
30 June |
31 December |
||||
2008 |
2007 |
2007 |
||||
Unaudited |
Unaudited |
Audited |
||||
£'000 |
£'000 |
£'000 |
||||
Final dividend of 0.30p (2007: 0.26p) per ordinary share approved by the shareholders and paid during the period relating to the previous year's results |
1,093 |
947 |
947 |
|||
Interim dividend of 0.25p per ordinary share paid during the period relating to the current year's results |
- |
- |
911 |
|||
Dividends paid during the period |
1,093 |
947 |
1,858 |
The Directors approved an interim dividend of 0.25p per ordinary share (2007: 0.25p) in respect of the six months ending 30 June 2008 totalling £911,000 (2007: £911,000) on 30 July 2008. In accordance with IAS 10, this dividend has not been accrued at 30 June 2008.
Notes to the Condensed Consolidated Interim Financial Statements (Continued)
15 Loans and borrowings
The movement in loans and borrowings (non-current and current) during the six months ended 30 June 2008 is as follows:
Nominal interest rate |
Face value |
Carrying amount |
|
£'000 |
£'000 |
£'000 |
|
At 1 January 2008 |
41,289 |
39,941 |
|
Repayment of secured bank term loan |
Base + 1% |
(750) |
(750) |
Drawdown on secured bank term loan |
LIBOR + 1% |
643 |
643 |
Repayment of interest-free loans |
0% |
(85) |
(85) |
IAS 39 adjustment to present value of interest-free loans |
0% |
- |
216 |
Net increase in finance lease liabilities |
12.74% |
20 |
20 |
At 30 June 2008 (Unaudited) |
41,117 |
39,985 |
All loans and borrowings are in sterling.
16 Share-based payments
The Group operates two share option schemes for employees. Final grants were made under these schemes in 2006. In 2007, the Group established a long-term incentive plan ('LTIP') that provides for annual conditional awards of shares to be made, subject to performance criteria, to key management personnel and senior employees. Further details on the share option schemes and the LTIP are disclosed in the consolidated financial statements as at and for the year ended 31 December 2007.
During the six months ended 30 June 2008, the following further awards were made under the LTIP:
Grant date |
Grant price |
Number of shares |
Vesting conditions (applicable to both awards) |
|
10 April 2008 |
45.25p |
1,560,622 |
Vesting three years after the date of grant if the Group's adjusted EPS growth over the three year period to 31 December 2010 equals RPI + 30%. Vesting percentage |
|
8 May 2008 |
41.30p |
338,983 |
reduces to 25% if growth equals RPI + 12%, and 0% if growth is less than RPI + 12%. Straight-line vesting occurs between 25% and 100%. |
|
Total (Unaudited) |
1,899,605 |
Adjusted EPS in relation to these awards refers to the normalised earnings per share of the Group, which is defined as basic EPS adjusted for certain one-off events.
The share-based remuneration expense recognised in the six months to 30 June 2008 in respect of these awards is £172,000.
Notes to the Condensed Consolidated Interim Financial Statements (Continued)
17 Related parties
Directors and key management personnel receive remuneration in the form of wages and salaries, contributions to defined contribution pension plans and share-based payments (see Note 16). Remuneration in respect of Directors and key management personnel for the six months to 30 June 2008 totalled £878,000 (six months to 30 June 2007: £714,000 and the year to 31 December 2007: £1,763,000).
Transactions with the other related parties of the Group in respect of the six months to 30 June 2008 (as disclosed in the consolidated financial statements as at and for the year ended 31 December 2007) are as follows:
Transaction amount |
Balance outstanding |
|||||
Six months |
Six months |
Year |
Six months |
Six months |
Year |
|
ended |
ended |
ended |
ended |
ended |
ended |
|
30 |
30 |
31 |
30 |
30 |
31 |
|
June |
June |
December |
June |
June |
December |
|
2008 |
2007 |
2007 |
2008 |
2007 |
2007 |
|
Unaudited |
Unaudited |
Audited |
Unaudited |
Unaudited |
Audited |
|
Related party and type of transaction |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
Racecourse Association |
||||||
Annual membership fee and related costs |
(126) |
(124) |
(280) |
(14) |
(6) |
(48) |
Sponsorship and raceday entry |
6 |
1 |
2 |
4 |
- |
1 |
British Horseracing Authority |
||||||
Programme announcements |
(371) |
(346) |
(637) |
(130) |
(84) |
(269) |
Hospitality |
- |
6 |
7 |
- |
1 |
- |
At The Races Contribution to picture provision |
979 |
866 |
1,161 |
634 |
410 |
324 |
Interest receivable on loans |
153 |
148 |
323 |
- |
- |
- |
Loans |
- |
931 |
680 |
5,132 |
5,055 |
4,979 |
18 Subsequent events
On 15 July 2008, the Group entered into a banking facility agreement with HBOS for a £23.0m term loan. The loan is repayable in five years, following the initial drawdown, with interest chargeable at LIBOR + 2.5%. The loan will initially be used to finance the Lingfield Park hotel and leisure club development.
In conjunction with the new facility agreement, the basis for interest chargeable on £25.0m of the Group's existing £39.5m of bank facilities has moved to LIBOR from the Bank of Scotland base rate.
On 24 July 2008, ATR issued shares to a number of racecourse partners in accordance with long standing commitments. As a result, from that date, Arena's holding in the ordinary shares of ATR is 45.85%.
Directors' Responsibility Statement
Mark Elliott Tony Harris
Chief Executive Finance Director
30 July 2008
Related Shares:
ARE.L