7th Jul 2010 07:00
7 July 2010
ELECTRIC WORD PLC
Interim Results to 31 May 2010
Electric Word, the specialist information publisher, announced today interim results for the six months ended 31 May 2010.
·; Revenue of £8.2m down 6%, as prioritising profits over revenue
·; Profit improvements in professional education and sport business lift Group operating margin* to 12% (2009: 10%), despite investment in specialist consumer division
·; Adjusted profit before tax* up 11% to £0.9m
·; Adjusted earnings per share* down 22% following placing in August 2009
·; Net debt1 down from £3.7m at May 2009 to £0.5m at May 2010
·; Adjusted cash generation from operations* reaches high of 118%
·; Current trading is in line with the Board's expectations for 2010
·; Future opportunities for organic and acquired growth
·; Education spending cuts will impact short-term but also create medium-term growth opportunities
* Adjusted numbers, as set out in note 3, exclude amortisation and impairment of goodwill and intangible assets, exceptional gains and costs (non-trading and of a non-recurring nature), the tax impact of the adjusting items, the use of tax losses and tax credits from recognition of tax losses, and notional accounting charges. The amount for notional accounting charges encompasses the unwinding of discounts on preference shares and provisions and share based payment costs. The adjusted earnings per share number is fully diluted.
1 Net debt includes bank overdrafts and loans, other loans and finance leases net of cash held (note 7) and also at May 2009 only (as £nil in other periods) deferred consideration of £5,000 and later redeemed preference shares of £987,500. It does not include preference shares which were later converted (again relevant to May 2009 only).
Julian Turner, Chief Executive of Electric Word, commented:
"Appropriately for the current economic environment the Group has prioritised profit over revenue across all businesses to protect and strengthen margins. Compared to the same period last year margins have increased from 10% to 12% despite continued investment in new products and areas of likely growth.
Current trading is in line with the Board's expectations. Our focus in the first half of the year on profitability over revenue will continue into the second half, together with the ongoing investment in product development and Group infrastructure. We see great opportunities for Electric Word in each of our markets, not least in the medium-term for the Education division in the light of the new Government's planned changes which will increase schools' need for management information and support and reduce the role of Government in providing it."
Financial summary (£'000) |
2010 6 months |
2009 6 months |
Percentage change |
2009 12 months |
|
|
|
|
|
Revenue |
8,183 |
8,724 |
-6% |
16,481 |
Gross Profit |
3,678 |
3,808 |
-3% |
7,431 |
Adjusted EBITDA* |
1,035 |
987 |
5% |
2,249 |
Depreciation |
(80) |
(78) |
|
(182) |
Adjusted EBITA* |
955 |
909 |
5% |
2,067 |
|
|
|
|
|
Adjusted profit before tax* |
925 |
832 |
11% |
1,938 |
Less: amortisation and impairment |
(322) |
(238) |
|
(1,137) |
Less: restructuring costs / non-recurring gains |
- |
- |
|
(295) |
Less: notional accounting charges |
(146) |
(63) |
|
(151) |
Profit / (loss) before tax (PBT) |
457 |
531 |
-14% |
355 |
|
|
|
|
|
Diluted earnings per share |
0.10p |
0.18p |
-44% |
0.04p |
Adjusted earnings per share* |
0.29p |
0.36p |
-19% |
0.84p |
|
|
|
|
|
Cash generated by operations before interest and tax |
953 |
269 |
254% |
574 |
Cash balance (net of overdrafts) |
992 |
198 |
401% |
704 |
Net debt1 |
(510) |
(3,703) |
|
(1,403) |
|
|
|
|
|
*Adjusted numbers, as set out in note 3, exclude amortisation and impairment of goodwill and intangible assets, exceptional gains and costs (non-trading and of a non-recurring nature), the tax impact of the adjusting items, the use of tax losses and tax credits from recognition of tax losses, and notional accounting charges. The amount for notional accounting charges encompasses the unwinding of discounts on preference shares and provisions and share based payment costs. The adjusted earnings per share number is fully diluted.
1 Net debt includes bank overdrafts and loans, other loans and finance leases net of cash held (note 7) and also at May 2009 only (as £nil in other periods) deferred consideration of £5,000 and later redeemed preference shares of £987,500. It does not include preference shares which were later converted (again relevant to May 2009 only).
ENDS
Julian Turner, Chief Executive |
|
Electric Word |
020 7954 3470 |
|
|
Andrew Potts / Callum Stewart |
|
Panmure Gordon |
020 7459 3600 |
|
|
Nicola Biles / Tim Spratt |
|
Financial Dynamics |
020 7831 3113 |
Notes to Editors
Electric Word plc is a specialist media company operating in attractive and information-hungry niche markets. That information is provided in a wide range of digital, paper and live formats through three divisions:
·; Professional education: serves the public sector through professional communities in schools and other institutions, including school leaders and managers, special needs and speech therapy professionals and teachers - primarily in the UK.
·; Sport business: is an international provider of Business to Business information offering insight and analysis into the business of sport (for international sports federations, major event organisers, sponsoring brands and media owners); it includes a valuable niche providing analysis and professional development for the online gaming industry and its affiliate marketing partners.
·; Specialist consumer: provides high-quality niche content, mainly online, to specialist consumer markets including sport, aimed at competitive athletes and coaches, and education, providing information for parents to support their children's schooling and development.
The range of products and services offered to these communities include subscription content, magazines, websites, events, books, special reports and bespoke research and publishing.
In the Half Year 2010 61% (2009: 62%) of revenue came from selling content, including 21% (2009: 25%) from subscription revenue, and 39% (2009: 38%) came from selling access to these communities.
The Company was founded in 2000 and has grown steadily through a combination of organic growth and acquisitions, of which it has made 14 so far.
With net debt at May 2010 of only £0.5m against adjusted EBITDA* of £2.1m for the 2009 financial year, the Directors believe Electric Word is well capitalised. In addition the first half of 2010 has seen a further improvement in the Group's conversion of operating profit into cash* to 118%. In previous years the acquisition of businesses with strong growth potential but high initial working capital needs had reduced cashflow but after a clean year without acquisitions Electric Word's underlying cash generation is now being demonstrated. As a result the Group is well placed to continue its programme of investment to support further growth.
Electric Word is characterised by a highly analytical approach based on detailed marketing reporting and financial modelling to ensure that investment and effort are clearly focused on the areas of greatest long-term return.
CHAIRMAN'S AND CHIEF EXECUTIVE'S STATEMENT
We are pleased that Electric Word has continued its improvement in profitability* and cash generation against the prior year despite the challenging business environment. We remain reassured that the Group's mix of market sectors and revenue streams has shown both defensive quality and areas of potential growth, many of which have been invested in through 2009 and this half year whilst continuing the improvement in results.
The Group has improved operating margin* from a lower revenue base despite investing in areas of future opportunity, notably the consumer division. The Group has continued to improve its cash generation and saw adjusted cash generation from operating profit of over 100% for the first time (note 7) reflecting no additional working capital needs from recent acquisitions and proving the cash strength of the underlying businesses.
The Group's low level of gearing leaves it in an excellent position to take advantage of available growth opportunities. To aid this, the Group continues to consolidate or cut lower margin activities and products while investing in digital product and other areas of growth. It has also reaped the benefits of the cost restructurings undertaken in 2009.
(£'000) |
2010 6 months |
2009 6 months |
CHANGE |
2009 12 months |
Professional education |
|
|
|
|
Revenue |
5,175 |
5,664 |
-9% |
10,569 |
Adjusted EBITA* |
1,024 |
801 |
28% |
1,748 |
Margin |
20% |
14% |
|
17% |
|
|
|
|
|
Sport business |
|
|
|
|
Revenue |
2,420 |
2,162 |
12% |
4,272 |
Adjusted EBITA* |
364 |
295 |
23% |
772 |
Margin |
15% |
14% |
|
18% |
|
|
|
|
|
Specialist consumer |
|
|
|
|
Revenue |
588 |
898 |
-35% |
1,640 |
Adjusted EBITA* |
(78) |
133 |
-159% |
368 |
Margin |
-13% |
15% |
|
22% |
|
|
|
|
|
Central Group costs |
|
|
|
|
Adjusted EBITA* |
(355) |
(320) |
-11% |
(821) |
As % of Group revenue |
4% |
4% |
|
5% |
|
|
|
|
|
Total Group |
|
|
|
|
Revenue |
8,183 |
8,724 |
-6% |
16,481 |
Adjusted EBITA* |
955 |
909 |
5% |
2,067 |
Margin |
12% |
10% |
|
13% |
Net interest payable |
(30) |
(77) |
|
(129) |
Adjusted PBT* |
925 |
832 |
11% |
1,938 |
*Adjusted numbers, as set out in note 3, exclude amortisation and impairment of goodwill and intangible assets, exceptional gains and costs (non-trading and of a non-recurring nature), the tax impact of the adjusting items, the use of tax losses and tax credits from recognition of tax losses, and notional accounting charges. The amount for notional accounting charges encompasses the unwinding of discounts on preference shares and provisions and share based payment costs. The adjusted earnings per share number is fully diluted.
Appropriately for the current economic environment the Group has prioritised profit over revenue across all businesses to protect and strengthen margins. The result has been a decrease in revenue of 6% to £8.2m while profits* have grown. Compared to the same period last year margins* have increased from 10% to 12% despite continued investment in new products and areas of likely growth.
Professional education division
(£'000) |
2010 |
2009 |
CHANGE |
Revenue |
5,175 |
5,664 |
-9% |
Adjusted EBITA* |
1,024 |
801 |
28% |
Margin |
20% |
14% |
|
The breadth of the Professional Education portfolio makes it possible to consolidate products to maintain profits and margins during periods of weaker markets. As a result profits have grown while revenue has decreased by 9% across the division.
The main drivers of the decrease in revenue have been weaker demand in the Incentive Plus commerce business (selling third-party products) and some consolidation and shrinkage of mature subscription titles. We expect this to continue into 2011 while new subscription sales will increasingly focus on higher-margin digital products. Professional development conferences on the other hand continue to outperform the prior year and by over 10% in this period.
The reduction in revenue has been more than offset however by the continued improvement in margins in this division. This has been driven by cost reductions made in 2009, by the continued removal of low margin products and by the growth and strength of online marketing channels, which is both reducing costs and improving the ROI. The division continues to look to re-invest these savings in growing its book lists and in the reconfiguration of its subscriber content.
It is now known that there will be severe reductions in public spending which are expected to have both a positive and a negative impact on this division. In the short-term schools' confidence to spend money on resources for both children and teacher education is likely to suffer. The Optimus and Speechmark businesses both enjoy considerable strength in areas of content that are likely to be among the best defended during the next few years: child protection, special needs, teaching improvement, child welfare and behaviour remain important priorities for schools. Nevertheless tighter school spending is likely to present challenges for this division in the second half of 2010 and 2011.
In the medium term however the new political environment presents real opportunities for growth. The Government's radical proposed changes in the organisation and management of schools are likely to stimulate demand for management support information and the increase in local responsibilities, combined with the reduction in funding to quangoes and Local Education Authorities (LEAs) that currently support teacher education and school management, create a significant opportunity to develop new products to support school management and improvement in the future. Combined with the development of new digital products that add more value for customers at higher margins the longer-term outlook for this division represents a considerable growth opportunity.
One example of this opportunity is in the Division's list of paper subscription newsletters which are expected to follow the changes experienced in its marketing channels and move increasingly online, with sales of individual titles gradually being replaced by higher-value and more comprehensive online information packages.
This transition was started in 2009 with the development of 14 websites across this sector and will continue into 2011 and beyond, bringing the potential to grow profits while providing an unrivalled source of management and professional development information to schools as they become increasingly independent of LEA control and support.
Sport business division
(£'000) |
2010 |
2009 |
CHANGE |
Revenue |
2,420 |
2,162 |
12% |
Adjusted EBITA* |
364 |
295 |
23% |
Margin |
15% |
14% |
|
The division has again grown revenue, this period by 12% as a result of event revenues increasing 40% across both the Business of Sport and iGaming sectors. Advertising revenues are up 6%, due to timing on an iGaming directory which was published in H2 in 2009. Excluding that, advertising revenue would be down by over 5%, as expected, with 2009 boosted by the bidding for the 2016 Olympics.
Revenue in the TV Sports Markets niche, which tracks and analyses sports rights deals, has grown by 17% with the potential for further growth in profits and margins as the business adds increasingly high-value products and services. Profits have increased 23% compared to the same period last year and margins have remained stable at 15% (14% in 2009) with continued care and attention.
Whilst the various niches within this division's markets remain resilient to the economic cycles, the affiliate market of iGaming Business remains the growth sector within this division. In this period iGaming again ran its London Affiliate program attracting over 2,000 delegates and it ran an inaugural super show staged in Prague and covering both its affiliate and B2B markets across the iGaming space.
Specialist consumer division
(£'000) |
2010 |
2009 |
CHANGE |
Revenue |
588 |
898 |
-35% |
Adjusted EBITA* |
(78) |
133 |
-159% |
Margin |
-13% |
15% |
|
Revenue in this division fell by 35%, reflecting the continued impact of the restructuring of the My Child part of this division. My Child provides parents with information about their children's educational development and although £1m of unprofitable legacy paper activities were cut in 2008, some revenue continued to be earned into 2009. Excluding that impact, revenue fell by 18% which was largely as a result of the continuing transition of the sports performance business from paper subscriptions to a smaller number of more profitable online subscribers.
The sports performance business publishes sports science information for both competitors and coaches and remains an established and successful example of profitable online consumer publishing based on niche content with high search engine rankings.
This model has now been replicated in the restructured parents' business, in which the successful experiments in building traffic and selling content in 2009 have now been extended by investing in the depth and quality of the subscriber area to create a complete learning journey for parents as their children develop through the different stages of their education.
Central costs
(£'000) |
2010 |
2009 |
CHANGE |
Adjusted EBITA* |
(355) |
(320) |
-11% |
As % of Group revenue |
4% |
4% |
|
Net interest payable |
(30) |
(77) |
61% |
Despite the reduction in revenue the Group's central costs continue to represent only 4% of the Group's revenue. This reflects the continued review of resource levels, infrastructure efficiencies and changes at Board level.
As a result of the placing in August 2009 and the cash generation in the businesses net debt has been reduced from £3.7m at May 2009 to £1.4m at November 2009 and to £0.5m at May 2010. Net interest payable as a result has fallen by 61%.
The Group has agreed a new lease on its London property which houses three-quarters of the staff. This secures its rent for over five years at a favourable time for such reviews and provides the necessary additional space for the Group's expected expansion without over-stretching its needs.
Board changes
This half year has seen the resignation in April 2010 from the Board of Emma Rogers as she started her maternity leave. Emma headed the professional education division and ahead of departing was able to see a smooth hand-over of her divisional duties. Liz Lane who has been MD of the two Milton Keynes based businesses for most of the last two years continues but in the interim period reports direct to Julian Turner. Russell Lawson, who has headed the Education conferences for many years and through much success and growth, steps up as Interim MD of the London part of the education business.
Current Trading and Prospects
The outlook for Electric Word is both promising and exciting as the consumer division is built and developed, the education division evolves and the most profitable niches of the sport business division are built into fuller offerings with growing customer numbers and revenue streams. The Group continues to build its online competencies and this half year has seen the creation of a new web development infrastructure to take our online publishing to a higher level still.
The Group continues to develop these organic growth opportunities, funded by focusing on higher margin activities, and also remains alert to opportunities to take advantage of earnings-enhancing in-fill acquisitions.
Current trading is in line with the Board's expectations. The Group's focus in the first half of the year on profitability over revenue will continue into the second half, together with the ongoing investment in product development and Group infrastructure. The next few years represent an exciting time in both the Group's industry and its chosen markets and the Board expects Electric Word to continue to build from its strong current position.
Peter Rigby Chairman
Julian Turner Chief Executive
CONSOLIDATED INCOME STATEMENT
For the six months ended 31 May 2010 - unaudited
|
|
Note |
Six months ended 31 May 2010 £'000 |
Six months ended 31 May 2009 £'000 |
Year ended 30 November 2009 £'000 |
|
|||
|
|
|
|
|
|
||||
REVENUE |
2 |
8,183 |
8,724 |
16,481 |
|
||||
|
|
|
|
|
|
||||
Cost of sales - direct costs |
|
(3,369) |
(3,496) |
(6,434) |
|
||||
Cost of sales - marketing expense |
|
(1,136) |
(1,420) |
(2,616) |
|
||||
|
|
|
|
|
|
||||
Gross profit |
|
3,678 |
3,808 |
7,431 |
|
||||
|
|
|
|
|
|
||||
Other operating expenses |
|
(2,789) |
(2,857) |
(5,278) |
|
||||
Depreciation expense |
|
(80) |
(78) |
(182) |
|
||||
Amortisation expense |
|
(277) |
(237) |
(527) |
|
||||
Total administrative expenses |
|
(3,146) |
(3,172) |
(5,987) |
|
||||
|
|
|
|
|
|
||||
|
|
|
|
|
|
||||
OPERATING PROFIT |
2, 3 |
532 |
636 |
1,444 |
|
||||
|
|
|
|
|
|
|
|||
Impairment expense |
|
(45) |
(1) |
(610) |
|
||||
Restructuring expense |
|
- |
- |
(295) |
|
||||
Non-operating income and expense |
|
- |
- |
- |
|
||||
Finance costs |
|
(31) |
(105) |
(188) |
|
||||
Investment income |
|
1 |
1 |
4 |
|
||||
|
|
|
|
|
|
|
|||
PROFIT BEFORE TAX |
3 |
457 |
531 |
355 |
|||||
|
|
|
|
||||||
Taxation |
4 |
(116) |
(183) |
(206) |
|||||
|
|
|
|
||||||
PROFIT FOR THE PERIOD |
341 |
348 |
149 |
||||||
|
|
|
|
||||||
|
|
|
|
||||||
Attributable to: |
|
|
|
||||||
- Equity holders of the parent |
3, 8 |
232 |
276 |
76 |
|||||
- Minority interests |
|
109 |
72 |
73 |
|||||
|
341 |
348 |
149 |
||||||
|
|
|
|
||||||
|
|
|
|
||||||
EARNINGS PER SHARE |
6 |
|
|
|
|||||
|
|
|
|
||||||
Basic |
0.10p |
0.19p |
0.05p |
||||||
|
|
|
|
||||||
|
|
|
|
||||||
Diluted |
0.10p |
0.18p |
0.04p |
||||||
|
|
|
|
||||||
The result for the period arises from the Group's continuing operations.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the period ended 31 May 2010 - unaudited
|
|
Note |
Six months ended 31 May 2010 £'000 |
Six months ended 31 May 2009 £'000 |
Year ended 30 November 2009 £'000 |
|
|
|
|
|
|
|
|
|
|
|
|
Profit for the period |
|
341 |
347 |
149 |
|
Tax taken direct to reserves |
8 |
(46) |
29 |
12 |
|
|
|
|
|
|
|
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD |
|
295 |
376 |
161 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
- Equity holders of the parent |
8 |
186 |
304 |
88 |
|
- Minority interests |
|
109 |
72 |
73 |
|
|
|
|
|
|
|
|
|
|
295 |
376 |
161 |
|
|
|
|
|
|
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the period ended 31 May 2010 - unaudited
|
Share capital £'000 |
Preference share capital £'000 |
Share premium account £'000 |
Other reserves (note 8) £'000 |
Reserve for own shares £'000 |
Reserve for share based payment £'000 |
Retained earnings £'000 |
Total £'000 |
Non- controlling interest £'000 |
Total equity £'000 |
At 30 November 2008 |
1,450 |
875 |
3,106 |
(349) |
(103) |
364 |
(17) |
5,326 |
72 |
5,398 |
Profit for the period |
- |
- |
- |
- |
- |
- |
276 |
276 |
72 |
348 |
Tax taken directly to equity |
- |
- |
- |
- |
- |
29 |
- |
29 |
- |
29 |
Total comprehensive income for the period |
1,450 |
875 |
3,106 |
(349) |
(103) |
393 |
259 |
5,631 |
144 |
5,775 |
Share issues |
27 |
- |
27 |
- |
- |
- |
- |
54 |
- |
54 |
Share based payments |
- |
- |
- |
- |
- |
36 |
- |
36 |
- |
36 |
At 31 May 2009 |
1,477 |
875 |
3,133 |
(349) |
(103) |
429 |
259 |
5,721 |
144 |
5,865 |
Profit for the period |
- |
- |
- |
- |
- |
- |
(200) |
(200) |
22 |
(178) |
Tax taken directly to equity |
- |
- |
- |
- |
- |
(17) |
- |
(17) |
- |
(17) |
Total comprehensive income for the period |
1,477 |
875 |
3,133 |
(349) |
(103) |
412 |
59 |
5,504 |
166 |
5,670 |
Dividend paid by subsidiary |
- |
- |
- |
- |
- |
- |
- |
- |
(135) |
(135) |
Share issues |
745 |
- |
1,955 |
- |
- |
- |
- |
2,700 |
- |
2,700 |
Share issue cost |
- |
- |
(223) |
- |
- |
- |
- |
(223) |
- |
(223) |
Preference share conversion |
66 |
(875) |
355 |
454 |
- |
- |
- |
- |
- |
- |
Share based payment costs |
- |
- |
- |
- |
- |
60 |
- |
60 |
- |
60 |
At 30 November 2009 |
2,288 |
- |
5,220 |
105 |
(103) |
472 |
59 |
8,041 |
31 |
8,072 |
Profit for the period |
- |
- |
- |
- |
- |
- |
232 |
232 |
109 |
341 |
Tax taken directly to equity |
- |
- |
- |
- |
- |
(46) |
- |
(46) |
- |
(46) |
Total comprehensive income for the period |
2,288 |
- |
5,220 |
105 |
(103) |
426 |
291 |
8,227 |
140 |
8,367 |
Share issues |
86 |
- |
- |
- |
(20) |
- |
- |
66 |
- |
66 |
Share based payments |
- |
- |
- |
- |
- |
68 |
- |
68 |
- |
68 |
At 31 May 2010 |
2,374 |
- |
5,220 |
105 |
(123) |
494 |
291 |
8,361 |
140 |
8,501 |
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
At 31 May 2010 - unaudited
|
Note |
31 May 2010 £'000 |
31 May 2009 £'000 |
30 November 2009 £'000 |
ASSETS |
|
|
|
|
Non-current assets |
|
|
|
|
Goodwill |
9 |
8,256 |
8,810 |
8,301 |
Other intangible assets |
9 |
1,584 |
2,228 |
1,856 |
Property, plant and equipment |
|
211 |
286 |
293 |
Deferred tax assets |
|
623 |
700 |
711 |
|
|
10,674 |
12,024 |
11,161 |
Current Assets |
|
|
|
|
Inventories |
|
1,333 |
1,390 |
1,304 |
Trade and other receivables |
|
2,994 |
2,553 |
3,560 |
Cash and cash equivalents |
7 |
992 |
306 |
704 |
|
|
5,319 |
4,249 |
5,568 |
|
|
|
|
|
TOTAL ASSETS |
|
15,993 |
16,273 |
16,729 |
|
|
|
|
|
EQUITY AND LIABILITIES |
|
|
|
|
Capital and reserves |
|
|
|
|
Called up ordinary share capital |
|
2,374 |
1,477 |
2,288 |
Preference share capital |
|
- |
875 |
- |
Other reserve |
|
- |
(454) |
- |
Share premium account |
|
5,220 |
3,133 |
5,220 |
Merger reserve |
|
105 |
105 |
105 |
Reserve for own shares |
|
(123) |
(103) |
(103) |
Reserve for share based payments |
|
494 |
429 |
472 |
Retained earnings |
|
291 |
259 |
59 |
Equity attributable to equity holders of the parent |
8 |
8,361 |
5,721 |
8,041 |
Minority interest in equity |
|
140 |
144 |
31 |
TOTAL EQUITY |
|
8,501 |
5,865 |
8,072 |
|
|
|
|
|
Non-current liabilities |
|
|
|
|
Borrowings |
7 |
- |
1,500 |
1,500 |
Deferred tax liabilities |
|
447 |
613 |
511 |
Obligations under finance leases |
|
- |
2 |
- |
Preference shares |
|
- |
- |
- |
|
|
447 |
2,115 |
2,011 |
|
|
|
|
|
Current liabilities |
|
|
|
|
Borrowings |
7 |
1,500 |
1,501 |
600 |
Current tax liabilities |
|
291 |
397 |
246 |
Trade payables and other liabilities |
|
2,453 |
2,130 |
2,502 |
Provisions |
|
- |
5 |
- |
Obligations under finance leases |
|
2 |
13 |
7 |
Deferred income |
|
2,799 |
3,291 |
3,291 |
Preference shares |
|
- |
956 |
- |
|
|
7,045 |
8,293 |
6,646 |
|
|
|
|
|
TOTAL LIABILITIES |
|
7,492 |
10,408 |
8,657 |
|
|
|
|
|
TOTAL EQUITY AND LIABILITIES |
|
15,993 |
16,273 |
16,729 |
|
|
|
|
|
These financial statements were approved by the Board of Directors and are authorised for issue on 6 July 2010. |
CONSOLIDATED CASH FLOW STATEMENT
For the period ended 31 May 2010 - unaudited
|
Note |
6 months ended 31 May 2010 £'000 |
6 months ended 31 May 2009 £'000 |
Year ended 30 November 2009 £'000 |
|
|
|
|
|
OPERATING ACTIVITIES |
|
|
|
|
Operating profit for the period |
|
532 |
636 |
1,444 |
|
|
|
|
|
Amortisation |
|
277 |
237 |
527 |
Depreciation |
|
80 |
78 |
182 |
Share based payment charges |
|
146 |
36 |
96 |
Restructuring costs |
|
- |
- |
(295) |
|
|
|
|
|
Operating cash flows before movements in working capital |
|
1,035 |
987 |
1,954 |
|
|
|
|
|
Change in inventories |
|
(30) |
(168) |
(81) |
Change in receivables |
|
567 |
702 |
(306) |
Change in payables |
|
(619) |
(1,252) |
(993) |
|
|
|
|
|
Cash flow from operating activities before interest and tax |
|
953 |
269 |
574 |
Interest paid |
|
(31) |
(78) |
(134) |
Taxation paid |
|
(93) |
(10) |
(315) |
|
|
|
|
|
Cash inflow from operating activities |
|
829 |
181 |
125 |
|
|
|
|
|
investing activities |
|
|
|
|
Acquisition of subsidiaries, net of cash acquired |
|
- |
- |
- |
Deferred consideration paid |
9 |
- |
(250) |
(260) |
Purchase of property, plant and equipment |
|
- |
- |
(111) |
Purchase of intangible assets |
|
(4) |
(1) |
(13) |
Interest received |
|
1 |
1 |
4 |
|
|
|
|
|
Cash outflow from investing activities |
|
(3) |
(250) |
(380) |
|
|
|
|
|
financing activities |
|
|
|
|
Proceeds from issuance of ordinary shares |
8 |
67 |
54 |
2,754 |
Cost of issuing new shares |
|
- |
- |
(223) |
Repayments of preference shares |
|
- |
- |
(984) |
Repayments of borrowings |
7 |
(600) |
(116) |
(909) |
Repayments of obligations under finance leases |
7 |
(5) |
(11) |
(19) |
|
|
|
|
|
Cash (outflow) / inflow from financing activities |
|
(538) |
(73) |
619 |
|
|
|
|
|
|
|
|
|
|
Net increase / (decrease) in cash and cash equivalents |
|
288 |
(142) |
364 |
Cash and cash equivalents at the beginning of the period |
|
704 |
340 |
340 |
|
|
|
|
|
Cash and cash equivalents at the end of the period |
7 |
992 |
198 |
704 |
NOTES TO THE INTERIM REPORT
For the period ended 31 May 2010 - unaudited
1 PRESENTATION OF INTERIM RESULTS
GENERAL INFORMATION
Electric Word plc (the "Company") is a company incorporated in the United Kingdom. The unaudited condensed set of consolidated financial statements as at May 2010 and for the six months then ended comprise those of the Company and its subsidiaries (together referred to as the "Group").
The information for the six months ended 31 May 2010 and the comparative information for the six months ended 31 May 2009 are not audited by the Group's auditors. The comparative figures for the financial year ended 30 November 2009 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 498 (2) or (3) of the Companies Act 2006. The consolidated financial statements of the Group as at and for the year ended 30 November 2009 are available upon request from the Company's registered office at 33-41 Dallington Street, London, EC1V 0BB or at www.electricwordplc.com.
ACCOUNTING POLICIES AND ESTIMATES
The financial statements have been prepared under the historical cost convention and in accordance with International Financial Reporting Standards ("IFRS") as adopted for use in the European Union. The condensed set of consolidated financial statements included in this interim report has been prepared in accordance with International Accounting Standards 34 "Interim Financial Reporting", as adopted by the European Union.
The accounting policies, presentation and methods of computations applied by the Group in its consolidated financial statements are consistent with those applied by the Group in its consolidated financial statements for the year ended 30 November 2009 except for the adoption of IFRS 8 "Operating Segments" and IAS 1 "Presentation of Financial Statements" (revised 2007).
IFRS 8 requires operating segments to be identified on the basis of internal reporting on the components of the Group that are regularly reviewed by the Board to allocate resources and to assess performance. In contrast, the predecessor Standard (IAS 14 "Segment Reporting") required the Group to identify two sets of segments (business and geographical), using a risks and rewards approach with the Group's internal reporting serving only as the starting point for identification of such segments. In the Group's case however the internal reporting has been consistent with how the external segments were represented so no change has been required.
IAS 1 (revised) requires the presentation of a statement of changes in equity as a primary statement, separate from the income statement and statement of comprehensive income. As a result such a primary statement has been presented showing changes in each component of equity for each period presented.
The preparation of the condensed set of 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 and income and expense. Actual results may differ from these estimates.
In preparing these condensed set of consolidated financial statements, the significant judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those that were applied to the consolidated financial statements as at and for the year ended 30 November 2009.
GOING CONCERN
The Group has a net current liability position as at 31 May 2010. However the Group has net assets overall and the directors believe from reviewing the Group's cash flow forecasts that it is appropriate to prepare the financial statements on a going concern basis. There is long term financing in place and the Group continues to maintain positive cash flows excluding acquisition spend. A significant element of the Group's net liabilities position is deferred revenue accumulated from payments received in advance, notably on subscription publishing, and on which the cost of fulfilment is significantly less than the refund exposure shown on the balance sheet as a liability.
2 SEGMENTAL INFORMATION
Segmental information is presented in respect of the Group's business divisions. This format is based on the Group's management and internal reporting structure, as seen by the Board in its financial information used in allocating resources and making strategic decisions.
The format consists of three market sectors and a central function:
·; PE: professional education serving professional communities in schools and other institutions;
·; SB: sport business for the professional communities supporting the sport and on-line gaming industries;
·; SC: specialist consumer for individuals' needs in both sport -competitive athletes and coaches - and education - parents looking to support their children's educational development; and
·; PLC: the group function represents central PLC costs which are not directly related to the sector trading and are not recharged. Finance costs and investment income are also included here as these are driven by central policy which manages the cash positions across the Group.
The sector analysis includes the adjusted definition of operating profit (note 3) to allow shareholders to gain a further understanding of the trading performance of the Group.
Analysis by market sector |
Six months ended 31 May 2010 |
|
Six months ended 31 May 2009 |
||||||||
PE |
SB |
SC |
PLC |
Total |
|
PE |
SB |
SC |
PLC |
Total |
|
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
|
|
|
|
|
|
|
|
|
|
|
|
Revenue |
5,175 |
2,420 |
588 |
- |
8,183 |
|
5,664 |
2,162 |
898 |
- |
8,724 |
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted operating profit (note 3) |
1,024 |
364 |
(78) |
(355) |
955 |
|
801 |
295 |
133 |
(320) |
909 |
Amortisation of intangible assets |
(215) |
(1) |
(52) |
(9) |
(277) |
|
(171) |
(15) |
(51) |
- |
(237) |
Share based payment charges |
(72) |
(30) |
(30) |
(14) |
(146) |
|
(18) |
(7) |
(7) |
(4) |
(36) |
Operating profit |
737 |
333 |
(160) |
(378) |
532 |
|
612 |
273 |
75 |
(324) |
636 |
Impairment expense |
- |
(45) |
- |
- |
(45) |
|
- |
(1) |
- |
- |
(1) |
Finance costs |
- |
- |
- |
(31) |
(31) |
|
- |
- |
- |
(105) |
(105) |
Investment income |
- |
- |
- |
1 |
1 |
|
- |
- |
- |
1 |
1 |
|
|
|
|
|
|
|
|
|
|
|
|
Profit before tax |
737 |
288 |
(160) |
(408) |
457 |
|
612 |
272 |
74 |
(428) |
531 |
|
|
|
|
|
|
|
|
|
|
|
|
Analysis by market sector |
|
|
Year ended 30 November 2009 |
||||||||
|
|
|
|
|
|
PE |
SB |
SC |
PLC |
Total |
|
|
|
|
|
|
|
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
|
|
|
|
|
|
|
|
|
|
|
|
Revenue |
|
|
|
|
|
|
10,569 |
4,272 |
1,640 |
- |
16,481 |
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted operating profit (note 3) |
|
|
|
|
1,748 |
772 |
368 |
(821) |
2,067 |
||
Amortisation of intangible assets |
|
|
|
|
(396) |
(14) |
(109) |
(8) |
(527) |
||
Share based payment charges |
|
|
|
|
(49) |
(19) |
(19) |
(9) |
(96) |
||
Operating profit |
|
|
|
|
|
|
1,303 |
739 |
240 |
(838) |
1,444 |
Impairment expense |
|
|
|
|
|
|
(604) |
(6) |
- |
- |
(610) |
Restructuring costs |
|
|
|
|
|
|
(40) |
(75) |
(38) |
(142) |
(295) |
Finance costs |
|
|
|
|
|
|
- |
- |
- |
(188) |
(188) |
Investment income |
|
|
|
|
|
|
- |
- |
- |
4 |
4 |
|
|
|
|
|
|
|
|
|
|
|
|
Profit before tax |
|
|
|
|
|
|
659 |
658 |
202 |
(1,164) |
355 |
Analysis by market sector |
Assets |
|
Liabilities |
||||
Six months ended 31 May 2010 |
Six months ended 31 May 2009 |
Year ended 30 November 2009 |
|
Six months ended 31 May 2010 |
Six months ended 31 May 2009 |
Year ended 30 November 2009 |
|
|
£'000 |
£'000 |
£'000 |
|
£'000 |
£'000 |
£'000 |
|
|
|
|
|
|
|
|
Professional education |
4,462 |
6,146 |
5,290 |
|
3,123 |
2,316 |
3,518 |
Sport business |
1,766 |
1,247 |
1,728 |
|
1,071 |
731 |
1,053 |
Specialist consumer |
342 |
335 |
371 |
|
343 |
604 |
410 |
Group function |
8,800 |
7,845 |
8,629 |
|
717 |
2,732 |
812 |
Net debt and taxation |
623 |
700 |
711 |
|
2,238 |
4,025 |
2,864 |
|
|
|
|
|
|
|
|
|
15,993 |
16,273 |
16,729 |
|
7,492 |
10,408 |
8,657 |
Analysis by market sector |
|
|
Depreciation and amortisation |
||||
|
|
|
|
Six months ended 31 May 2010 |
Six months ended 31 May 2009 |
Year ended 30 November 2009 |
|
|
|
|
|
|
£'000 |
£'000 |
£'000 |
|
|
|
|
|
|
|
|
Professional education |
|
|
|
|
242 |
200 |
426 |
Sport business |
|
|
|
|
11 |
19 |
24 |
Specialist consumer |
|
|
|
|
71 |
70 |
140 |
Group function |
|
|
|
|
33 |
26 |
119 |
|
|
|
|
|
|
|
|
|
|
|
|
|
357 |
315 |
709 |
3 ADJUSTED PROFITS
The adjusted profits have been prepared to allow shareholders to gain a further understanding of the trading performance of the Group. Profits are adjusted for items not perceived by management to be part of the underlying trends in the business and the related tax effect of those items.
Adjusted numbers exclude amortisation of intangible assets, exceptional gains and costs (non-trading and of a non-recurring nature), the tax impact of the adjusting items, tax credits from recognition and the use of tax losses, and notional accounting charges. The amount for notional accounting charges encompasses both the unwinding of discounts on preference shares and provisions and the share based payment costs.
The adjustments add back items which have no cash impact or that are both not trade related and of a non-recurring type. All of the items have no cash impact, except for the non-recurring gain and restructuring costs which are excluded as they are not in the normal course of trading and are not recurring.
|
Notes |
6 months ended 31 May 2010 £'000 |
6 months ended 31 May 2009 £'000 |
Year ended 30 November 2009 £'000 |
|
|
|
|
|
Operating profit for the period |
|
532 |
636 |
1,444 |
|
|
|
|
|
Amortisation of intangible assets |
|
277 |
237 |
527 |
Notional accounting charges - share based payment charges |
|
146 |
36 |
96 |
Adjusting items to operating profit |
|
423 |
273 |
623 |
|
|
|
|
|
Adjusted operating profit for the period |
|
955 |
909 |
2,067 |
Depreciation |
|
80 |
78 |
182 |
Adjusted earnings before interest, tax, depreciation and amortisation for the period |
|
1,035 |
987 |
2,249 |
|
|
|
|
|
Profit before tax for the period |
|
457 |
531 |
355 |
|
|
|
|
|
Adjusting items to operating profit |
|
423 |
273 |
623 |
Impairment expense |
i |
45 |
1 |
610 |
Restructuring costs |
ii |
- |
- |
295 |
Notional accounting charges - unwinding of discounts |
|
- |
27 |
55 |
Adjusting items to profit before tax |
|
468 |
301 |
1,583 |
|
|
|
|
|
Adjusted profit before tax for the period |
|
925 |
832 |
1,938 |
|
|
|
|
|
Profit for the period attributable to equity holders of the parent |
232 |
276 |
76 |
|
|
|
|
|
|
Adjusting items to profit before tax |
|
468 |
301 |
1,583 |
Attributable tax expense on adjusting items |
iii |
- |
- |
(83) |
Exclude movements on deferred tax assets and liabilities taken to income statement |
|
(22) |
(12) |
(118) |
Adjusting items to profit for the year |
|
446 |
289 |
1,382 |
|
|
|
|
|
Adjusted profit for the period |
|
678 |
565 |
1,458 |
Notes to the tables:
(i) An impairment charge to goodwill of £45,000 (31 May 2009: £1,000 and 30 November 2009 £6,000) was booked under IFRS in relation to the acquisition of DMWSL 370 Limited. The acquired entity contained substantial unrecognised tax losses which on subsequent recognition cause an impairment of the goodwill recognised at the acquisition date. Special Education Publishing Limited was impaired in 2009 by £604,000 reflecting the restructure of the business in the period.
(ii) Restructuring costs in 2010 of £50,000 relate to legal cases on My Child but net with prior year accruals, whilst in 2009 the £295,000 cost relates to three activities. This includes £140,000 in relation to the strategic review of debt, financing options and transaction costs which were not fundamentally part of the share placing and so are not included in share premium. The Group's continued product evolution resulted in product closure and redundancy costs of £80,000 and a legal case with a competitor resulted in settlement and legal costs of £75,000 being provided.
(iii) The restructuring costs were all considered to be taxable items for corporation tax and thus attributable tax has been included in the relevant periods at 28% of their value. All other adjusting items do not have a tax affect on the Group.
4 TAXATION
|
Notes |
6 months ended 31 May 2010 £'000 |
6 months ended 31 May 2009 £'000 |
Year ended 30 November 2009 £'000 |
|
|
|
|
|
Current tax: |
|
|
|
|
UK corporation tax on profits of the period |
|
144 |
190 |
359 |
Adjustment to prior year |
|
(38) |
- |
(45) |
Overseas tax suffered |
|
32 |
5 |
10 |
Total current tax |
|
138 |
195 |
324 |
|
|
|
|
|
Deferred taxation: |
|
|
|
|
Origination and reversal of timing differences |
|
(22) |
(12) |
(118) |
|
|
|
|
|
Tax on profit on ordinary activities |
|
116 |
183 |
206 |
UK corporation tax is calculated at 28% (2009: 28%) of the estimated assessable profit for the year. Taxation for other jurisdictions is calculated at the rates prevailing in the relevant jurisdictions.
The total tax charge can be reconciled to the accounting profit as follows:
|
6 months ended 31 May 2010 |
6 months ended 31 May 2009 |
Year ended 30 November 2009 |
|
|||
|
£'000 |
% |
£'000 |
% |
£'000 |
% |
|
|
|
|
|
|
|
|
|
Profit before tax |
457 |
|
531 |
|
355 |
|
|
|
|
|
|
|
|
|
|
Profit on ordinary activities multiplied by the standard rate of corporation tax in the UK of 28% (2009: 28%) |
128 |
28 |
148 |
28 |
99 |
28 |
|
Effect of: |
|
|
|
|
|
|
|
Expenses (deductible) / not deductible for tax purposes - principally (gains on option exercises) / amortisation and impairment |
(65) |
(14) |
20 |
4 |
149 |
42 |
|
Recognition of tax losses for prior years |
(19) |
(4) |
- |
- |
(34) |
(10) |
|
Over provision in prior year |
(1) |
- |
- |
- |
(45) |
(12) |
|
Share based payments |
41 |
9 |
10 |
2 |
27 |
7 |
|
Overseas taxation |
32 |
7 |
5 |
1 |
10 |
3 |
|
|
|
|
|
|
|
|
|
Tax expense / effective tax rate for the period |
116 |
25 |
183 |
35 |
206 |
58 |
|
5 DIVIDENDS
The directors do not recommend the payment of a dividend.
6 EARNINGS PER SHARE
The calculation of earnings per ordinary share is based on the following:
|
|
6 months ended 31 May 2010 |
6 months ended 31 May 2009 |
Year ended 30 November 2009 |
|
|
Number |
Number |
Number |
|
|
|
|
|
Weighted average number of shares |
|
232,461,184 |
146,899,051 |
167,932,279 |
Adjustment in respect of SIP shares |
|
(1,733,767) |
(1,096,794) |
(859,007) |
Weighted average number of shares used in basic earnings per share calculations |
|
230,727,417 |
145,802,257 |
167,073,272 |
Dilutive effect of share options |
|
2,000,827 |
3,216,705 |
1,114,970 |
Dilutive effect of warrants |
|
3,781,249 |
6,149,167 |
6,313,324 |
Weighted average number of shares used in diluted earnings per share calculations |
|
236,509,493 |
155,168,129 |
174,501,566 |
|
Note |
6 months ended 31 May 2010 £'000 |
6 months ended 31 May 2009 £'000 |
Year ended 30 November 2009 £'000 |
|
|
|
|
|
Basic and diluted earnings |
|
232 |
276 |
76 |
Adjustment to earnings |
3 |
446 |
289 |
1,382 |
Adjusted basic and diluted earnings figure |
|
678 |
565 |
1,458 |
|
|
|
|
|
Earnings per share |
|
|
|
|
|
|
|
|
|
- Basic earnings / (loss) per share |
|
0.10p |
0.19p |
0.05p |
- Diluted earnings / (loss) per share |
|
0.10p |
0.18p |
0.04p |
|
|
|
|
|
Adjusted earnings per share |
|
|
|
|
|
|
|
|
|
- Adjusted basic earnings per share |
|
0.29p |
0.39p |
0.87p |
- Adjusted diluted earnings per share |
|
0.29p |
0.36p |
0.84p |
7 ANALYSIS OF NET DEBT
|
At 1 December 2009 £'000 |
Cash flow £'000 |
Other non cash changes £'000 |
At 31 May 2010 £'000 |
|
|
|
|
|
Cash at bank and in hand |
704 |
288 |
- |
992 |
Overdraft |
- |
- |
- |
- |
|
704 |
288 |
- |
992 |
|
|
|
|
|
Bank loans due within one year |
- |
|
(1,500) |
(1,500) |
Other loans due within one year |
(600) |
600 |
- |
- |
Finance leases due within one year |
(7) |
5 |
- |
(2) |
Debt due within one year |
(607) |
605 |
(1,500) |
(1,502) |
|
|
|
|
|
Bank loans due after one year |
(1,500) |
- |
1,500 |
- |
Other loans due after one year |
- |
- |
- |
- |
Finance leases due after one year |
- |
- |
- |
- |
Debt due after one year |
(1,500) |
- |
1,500 |
- |
|
|
|
|
|
Gross debt |
(2,107) |
605 |
- |
(1,502) |
|
|
|
|
|
Net debt |
(1,403) |
893 |
- |
(510) |
The Group has two types of lending facility from its bankers, with both an overdraft facility of £750,000, paying interest of 2.25% above base rate and subject to annual renewal, and a revolving credit facility. The revolving credit facility of £1,500,000 is fully drawn down, paying interest of 2.25% above base rate, and which is due to be repaid in May 2011. The Group has remained comfortably within the covenants set by the bank on this debt.
Other debt related to borrowings from Sussex Research Limited, a related party courtesy of it being beneficially owned by the same party as Sussex Trading Company Limited, a company which has a substantial share holding in the Group. The loan was repaid in full on 16 April 2010.
With no acquisition impact (high creditor positions and low cash inherited in acquisitions now diluted through), the Group has improved its cash generation from operating profits reflecting the underlying conversion in its trading entities:
|
Note |
6 months ended 31 May 2010 £'000 |
6 months ended 31 May 2009 £'000 |
Year ended 30 November 2009 £'000 |
|
|
|
|
|
Cash flow from operating activities before interest and tax |
|
953 |
269 |
574 |
Remove adjusting items (non-operational, not recurring): |
|
|
|
|
Loan by Employee Benefit Trust to employee |
|
171 |
- |
- |
Adjusted cash generated by operations |
|
1,124 |
269 |
574 |
|
|
|
|
|
Adjusted operating profit for the period |
3 |
955 |
909 |
2,067 |
|
|
|
|
|
Percentage of adjusted operating profit converted to adjusted cash generate by operations |
|
118% |
30% |
28% |
8 CAPITAL AND RESERVES
In August 2009 the Group announced a placing of 74,482,759 ordinary shares at a price of 3.625 pence to raise £2.75m gross of costs. In September 2009 the class 'A' preference shares converted into 6,603,773 ordinary shares. No share options have been exercised in this period (31 May 2009: 2,700,000 and 30 November 2009 2,700,000).
Other reserves include a merger reserve of £105,000 and a reserve relating to the adjustment of the preference share capital issued (note 7).
The reserve for own shares relates to the Share Incentive Plan under which the Group owns 1,790,328 shares (2009: 1,218,575 shares).
9 ACQUISITIONS
There have been no acquisitions in the period.
10 RELATED PARTIES
The Board received financial advice from Trillium Partners Limited ("Trillium Partners") in the period. Trillium Partners is a specialist media advisory firm, which is 45% owned by Stephen Routledge, a non-executive director of Electric Word, and as such is a related party for the purposes of the AIM Rules. Accordingly, the Directors (other than Stephen Routledge) consider, having consulted with Panmure Gordon (UK) Limited, its nominated adviser, that the terms of the fees payable to Trillium Partners are fair and reasonable insofar as the Company's shareholders are concerned. The total fee to date for the advice and work is under £0.1 million (2009: under £0.1 million).
There were no other related party transactions other than those relating to Directors' remuneration in the six months ended 31 May 2010.
11 POST BALANCE SHEET EVENTS
There are no post balance sheet events to be reported.
Related Shares:
ELE.L