UTV Interim Results 2014

UTV Media plc ("UTV" or "the Group") Interim Results for the six months ended 30 June 2014 Financial highlights * - Group revenue growth of 13% to £57.8m (2013: £51.2m) - Pre-tax profit growth of 62% to £10.0m (2013: 6.1m) - Group operating profit growth of 41% to £11.2m (2013: £7.9m) - Net debt reduction of 14% to £43.5m (2013: £50.7m) - Net Debt/EBITDA of 1.72 times (2013: 2.46 times) - Diluted adjusted earnings per share growth of 58% to 8.28p (2013:5.25p) - Proposed interim dividend of 1.82p (2013: 1.75p) Operational highlights - Improving macroeconomic environment in the UK and Irelandcompounded by World Cup sales has resulted in significant H1 growth - Strong audience shares across radio and television - Development of UTV Ireland well underway and on plan - Strategic focus on radio and television broadcasting progressing- sale of broadband and internet portal businesses completed by the start ofAugust Prospects highlights - Anticipated continuing growth in UK and ROI markets but atreduced rates - forecast group revenue increase of 3% in Q3 - UTV Ireland anticipated to incur a first year operating loss of£2.0m to £3.0m - expected to move into profitability in the second half of2015 * As appropriate, references to profit include income from jointventures and associates John McCann, Group Chief Executive, UTV Media plc, said: "The improving economic conditions in the UK and Ireland, whichunderpin these strong results, bode well for the launch of our new televisionchannel in January 2015." For further information contact: Investor Enquiries www.utvmedia.com/investors John McCann, Group CEO +44 (0) 28 9032 8122Norman McKeown, Group Finance +44 (0) 28 9032 8122Director Media Enquiries Orla McKibbin, Director of +44 (0) 28 9026 2188 / +44 (0) 7879 666 427Communications Maitland Martin Barrow +44 (0) 20 7379 5151 / +44 (0) 7843 068 912 Chairman's Statement Introduction The strong recovery in each of our advertising markets is evidentin these results. With the economic recovery in both GB and Ireland startingto gain momentum, our radio and television divisions in both territoriesbenefited from improving consumer sentiment. The 2014 FIFA World Cup added afurther boost to advertising spend, with talkSPORT in particular enjoyingstrong growth in the first half of the year. Excellent progress was made in developing our plans to launch a newtelevision channel in the Republic of Ireland from 1 January 2015. We alsomade good progress in exiting non-core new media activities to focus more onour broadcasting businesses. Results and Dividend * Group operating profit was up by 41% to £11.2m (2013: £7.m) ongroup revenue up by 13% to £57.8m (2013: £51.2m). With a lower net interestcharge of £1.3m (2013: £1.6m), group pre-tax profit was up by 62% to £10.0m(2013: £6.1m). Diluted adjusted earnings per share were 58% higher at 8.28p(2013: 5.25p). The Group continued to be strongly cash generative in the periodand consequently net debt was again lower at £43.5m (2013: £50.7m) with NetDebt/EBITDA reduced to 1.72 times (2013: 2.46 times). Enhanced cash inflowsfrom improving market conditions will be tempered by short term capitalexpenditure and operational outflows in respect of our new television channelin Ireland. Balancing these, the Board considers that an interim dividend of1.82p (2013: 1.75p), a 4% increase, is appropriate. This will be paid on 15 October 2014 to all shareholders on theRegister at the close of business on 5 September 2014. * As appropriate, references to profit include income from associates andjoint ventures. Television Our Operating profit in our core Northern Ireland televisionbusiness was up by 30% to £4.4m (2013: £3.4m) on revenues which were up by 8%to £16.6m (2013: £15.3m). Incorporating the results of Simply Zesty and Tibus,operating profit in the first half of the year was £4.9m (2013: £4.4m) withthe release of a one-off deferred consideration in respect of Simply Zestyflattering the comparator. After charging £0.5M of start-up costs in respectof UTV Ireland, our new television channel in the Republic of Ireland, the netoperating profit of the television division was £4.4m (2013: £4.4m) on revenueof £19.0m (2013: £17.7m). Television advertising revenue continued to improve, increasing by9% in the first six months of the year. Encouragingly, the recovery in theIrish advertising market, which recorded steep declines in recent years, seemsto be gaining traction with our Irish television advertising being up by 5 %. Good progress was made in developing plans to launch UTV Ireland on1 January 2015. A licence was agreed with the Broadcasting Authority ofIreland, key executives were recruited, additional programming was acquiredand commissioned, and work on building a broadcasting infrastructure wascommenced. Radio * Operating profit in our radio division almost doubled to £8.6m(2013: £4.4m) on revenues which were up by 16% to £38.8m (2013: £33.5m). Revenues in our GB radio business increased by 20% to £28.5m (2013:£23.7m). talkSPORT (including Sport Magazine and talkSPORT International)benefited from the FIFA World Cup with revenues up 33% while local radiorevenues were up 2%. talkSPORT International maintained profitabilitythroughout the 2013/14 season, extending its official coverage of PremierLeague football to broadcasters in 25 markets including China, USA, Vietnam,Egypt and Indonesia. Radio GB operating profit jumped by more than £3.7m to£6.1m (2013: £2.4m). As with television, our Irish radio advertising revenues continuedto respond positively to the improving macroeconomic conditions in Ireland. Ona local currency basis, our Irish radio revenues were up by 8% in the firstsix months, but exchange rate movements held this to a 5% increase in sterlingterms at £10.3m (2013: £9.8m). Despite the adverse currency translation,operating profit in our Irish radio division was up by 23% to £2.5m (2013:£2.1m) * As appropriate, references to profit include income from associates andjoint ventures. Prospects After the very strong growth recorded during the World Cup period,revenue increases in our GB radio division have moderated to a forecast 5%growth in the third quarter, with talkSPORT expected to be up by 7% and localradio expected to be marginally higher than in the same quarter last year. Existing long-term contracts for talkSPORT International provide uswith confidence for revenue growth during the remaining two seasons of ourexisting global audio rights agreement with the Premier League. The recentlyannounced extension of this agreement to 2019 presents us with a platform todevelop incremental revenues from additional overseas broadcast, digital andsponsorship opportunities. Irish radio revenues have also maintained growth in the thirdquarter with a forecast 6% improvement in local currency being offset by asimilar adverse movement in currency exchange. Television revenues have softened in quarter 3, underperformingagainst the network as a result of some advertising campaigns not beingapplicable to Northern Ireland. Excluding Tibus and Simply Zesty revenues,both of which are growing strongly in the current quarter, television revenuesare forecast to be flat for the third quarter. Against the backcloth ofimproving economic conditions in the UK and Ireland, our expectation is thattelevision advertising will resume growth in the final months of 2014. Overall, group revenue is forecast to be up by 3% in the thirdquarter of 2014. Our new Irish television channel will launch on 1 January 2015. Weare confident that our programme schedule will prove attractive to Irishaudiences and our ambition is that UTV Ireland will in time become the secondmost watched television channel in the Republic of Ireland, after the statebroadcaster RTE1. As with all start- up television channels, the challenges ofbuilding audiences and attracting advertisers will be greatest in the firstsix months. At this early stage we are forecasting a full year loss of£2.0M-£3.0M. However, we would expect to move into profitability in the secondhalf of 2015. Richard Huntingford Chairman 26 August 2014 Group Income Statement for the six months ended 30 June 2014 Results Results before before Exceptional Exceptional Exceptional Exceptional Items Items Total Items Items Total 30 June 30 June 30 June 30 June 30 June 30 June Notes 2014 2014 2014 2013 2013 2013 (restated) (restated) £000 £000 £000 £000 £000 £000 Continuing operationsRevenue 3 57,781 - 57,781 51,236 - 51,236Operating costs (46,731) - (46,731) (43,415) - (43,415) ------- ------- ------- ------- ------- -------Operating profit fromcontinuing operations beforetax and finance costs 11,050 - 11,050 7,821 - 7,821 Share of results of JVs andassociates accounted forusing the equity method 142 - 142 110 - 110 ------- ------- ------- ------- ------- -------Profit from continuingoperations before tax andfinance costs 3 11,192 - 11,192 7,931 - 7,931 Finance revenue 26 - 26 34 - 34Finance costs (1,283) - (1,283) (1,648) - (1,648)Foreign exchange gain/(loss) 27 - 27 (172) - (172) ------- ------- ------- ------- ------- -------Profit from continuingoperations before tax 3 9,962 - 9,962 6,145 - 6,145 Taxation 4 (1,970) - (1,970) (1,235) (1,425) (2,660) ------- ------- ------- ------- ------- -------Profit from continuingoperations after tax 7,992 - 7,992 4,910 (1,425) 3,485 Discontinued operationsLoss from discontinuedoperations (61) - (61) (67) - (67) ------- ------- ------- ------- ------- -------Profit/(loss) for the period 7,931 - 7,931 4,843 (1,425) 3,418 ------- ------- ------ ------- ------- ------ Attributable to:Equity holders of the parent 7,855 - 7,855 4,704 (1,425) 3,279Non-controlling interest 76 - 76 139 - 139 ------- ------- ------- ------- ------- ------- 7,931 - 7,931 4,843 (1,425) 3,418 ------- ------- ------ ------- ------- ------ Earnings per share 2014 2013 (restated)Continuing operationsBasic 6 8.26p 3.51pDiluted 6 8.19p 3.49pAdjusted 6 8.35p 5.28pDiluted adjusted 6 8.28p 5.25p Continuing and discontinuedoperationsBasic 6 8.20p 3.44pDiluted 6 8.13p 3.42pAdjusted 6 8.29p 5.21pDiluted adjusted 6 8.22p 5.18p Group Statement of Comprehensive Income for the six months ended 30 June 2014 30 June 30 June 2014 2013 £000 £000 Profit for the period 7,931 3,418 ------- ------- Other comprehensive (loss)/income Items that will not be reclassified subsequentlyto profit or loss:Actuarial (loss)/gain on defined benefit pensionschemes (2,081) 3,325Income tax relating to items that will not bereclassified subsequently 416 (765) ------- ------- (1,665) 2,560 ------- -------Items that may be reclassified subsequently toprofit or loss:Cash flow hedges:Loss arising during the period - (1)Less transfers to the income statement - 328 Exchange difference on translation of foreignoperations (1,881) 2,488Income tax relating to items that may bereclassified - (21) ------- ------- (1,881) 2,794 ------- ------- Other comprehensive (loss)/income for the period,net of tax (3,546) 5,354 ------- ------- Total comprehensive income for the period, net oftax 4,385 8,772 ------- ------- Attributable to:Equity holders of the parent 4,309 8,633Non-controlling interest 76 139 ------- ------- 4,385 8,772 ------- ------ Group Balance Sheet for the six months ended 30 June 2014 30 30 31 June June December Notes 2014 2013 2013 (restated) (restated) £000 £000 £000 ASSETSNon-current assetsProperty, plant and equipment 7 12,487 12,093 11,874Intangible assets 174,374 179,704 177,139Investments accounted for using theequity method 890 764 847Deferred tax asset 1,818 2,501 1,952 ------- ------- ------- 189,569 195,062 191,812 ------- ------- -------Current assetsInventories 785 317 1,758Trade and other receivables 22,673 22,051 22,784Cash and short term deposits 8 13,906 8,562 10,185 ------- ------- ------- 37,364 30,930 34,727 ------- ------- -------TOTAL ASSETS 226,933 225,992 226,539 ------- ------- ------- EQUITY AND LIABILITIESEquity attributable to equity holdersof the parentEquity share capital 55,557 55,557 55,557Capital redemption reserve 50 50 50Treasury shares - (123) (123)Foreign currency reserve 5,069 8,506 6,950Cash flow hedge reserve - - -Retained earnings 39,336 28,277 38,531 ------- ------- ------- 100,012 92,267 100,965Non-controlling interest 85 619 106 ------- ------- -------TOTAL EQUITY 100,097 92,886 101,071 ------- ------- -------Non-current liabilitiesFinancial liabilities 8 53,594 56,343 55,866Pension liability 10 4,241 6,041 4,598Provisions 413 387 411Deferred tax liabilities 34,518 37,964 35,066 ------- ------- ------- 92,766 100,735 95,941 ------- ------- -------Current liabilitiesTrade and other payables 27,291 25,182 23,161Financial liabilities 8 3,790 4,388 3,939Tax payable 2,313 2,016 1,727Provisions 676 785 700 ------- ------- ------- 34,070 32,371 29,527 ------- ------- -------TOTAL LIABILITIES 126,836 133,106 125,468 ------- ------- -------TOTAL EQUITY AND LIABILITIES 226,933 225,992 226,539 ------- ------- -------Group Cash Flow for the six months ended 30 June 2014 30 June 30 June 2014 2013 (restated) £000 £000Operating activitiesProfit before tax (i) 9,851 6,054Adjustments to reconcile profit before taxto net cash flows from operating activitiesForeign exchange loss/(gain) (27) 172Net finance costs 1,257 1,614Share of results of JVs and associates (142) (110)Depreciation of property, plant andequipment 971 938Amortisation of intangible assets - 188Non cash decrease in contingentconsideration - (1,369)Loss from sale of property, plant andequipment - 5Share based payments 175 225Difference between pension contributionspaid and amounts recognised in the income statement (2,530) (3,043)Decrease in inventories 973 1,325(Increase)/decrease in trade and otherreceivables 248 3,169Decrease in trade and other payables (1,114) (5,912)(Increase)/decrease in provisions (22) 1 ------- -------Cash generated from operations 9,640 3,257 Tax paid (729) (672) ------- -------Net cash inflow from operating activities 8,911 2,585 ------- -------Investing activitiesInterest received 26 36Proceeds on disposal of property, plant andequipment 1 6Purchase of property, plant and equipment (1,893) (1,059)Outflow on acquisition of subsidiaryundertaking - (200)Proceeds from the disposal of discontinuedoperations 300 - ------- -------Net cash flows from investing activities (1,566) (1,217) ------- -------Financing activitiesBorrowing costs (1,078) (884)Swap cost - (328)Acquisition of treasury shares (402) -Dividends paid to equity shareholders (3) (18)Dividends paid to non-controlling interests (97) -Repayment of borrowings (2,000) (2,139) ------- -------Net cash flows used in financing activities (3,580) (3,369) ------- -------Net increase/(decrease) in cash and cashequivalents 3,765 (2,001) Net foreign exchange differences (44) 124Cash and cash equivalents at 1 January 10,185 10,439 ------- -------Cash and cash equivalents at 30 June 13,906 8,562 ------- ------ (i) Includes both continuing anddiscontinued operationsGroup Statement of Changes in Equity for the six months ended 30 June 2014 Equity Capital Foreign Cashflow Share Non- share redemption Treasury currency hedge Retained holder controlling capital reserve shares reserve reserve earnings equity interest Total £000 £000 £000 £000 £000 £000 £000 £000 £000 At 1 January 2013 55,557 50 (1,523) 6,018 (251) 28,680 88,531 480 89,011 ------ ------- ------- ------- ------- ------- ------- ------- ------- Profit for the -period - - - - 3,279 3,279 139 3,418Othercomprehensiveincome in theperiod - - - 2,488 251 2,615 5,354 - 5,354 ------ ------ ------- ------- ------- ------- ------- ------- -------Total netcomprehensiveincome in theperiod - - 2,488 251 5,894 8,633 139 8,772 Treasury sharesissued - - 1,400 - - (1,521) (121) - (121)Share basedpayment - - - - - 225 225 - 225 Equity dividendspaid and payable - - - - - (5,001) (5,001) - (5,001) ------ ------- ------- ------- ------- ------- ------- ------- -------At 30 June 2013 55,557 50 (123) 8,506 - 28,277 92,267 619 92,886 ------ ------- ------- ------- ------- ------- ------- ------- ------- Profit for the -period - - - - 10,194 10,194 129 10,323Othercomprehensiveincome/(loss) inthe period - - - (1,556) - 1,315 (241) - (241) ------ ------ ------- ------- ------- ------- ------- ------- -------Total netcomprehensiveincome in theperiod - - - (1,556) - 11,509 9,953 129 10,082 Treasury sharesissued 194 194 - 194Share basedpayment - - - - -Acquisition ofnon-controllinginterests - - - - - 228 228 (228) -Equity dividends -paid - - - - (1,677) (1,677) (414) (2,091) ------ ------- ------- ------- ------- ------- ------- ------- -------At 31 December 50 - 100,9652013 55,557 (123) 6,950 38,531 106 101,071 ------ ------- ------- ------- ------- ------- ------- ------- ------- Profit for the -period - - - - 7,855 7,855 76 7,931Othercomprehensive lossin the period - - - (1,881) - (1,665) (3,546) - (3,546) ------ ------- ------- ------- ------- ------- ------- ------- -------Total netcomprehensive(loss)/income inthe period - - - (1,881) - 6,190 4,309 76 4,385 Acquisition oftreasury shares - - (402) - - - (402) - (402)Treasury sharesissued - - 525 - - (525) - - -Share basedpayment - - - - - 175 175 - 175 Equity dividendspaid and payable - - - - - (5,035) (5,035) (97) (5,132) ------ ------- ------- ------- ------- ------- ------- ------- -------At 30 June 2014 55,557 50 - 5,069 - 39,336 100,012 85 100,097 ------ ------- ------- ------- ------- ------- ------- ------- -------Notes to the accounts 1. Basis of preparation The condensed interim financial statements have been prepared in accordancewith IAS34 "Interim Financial Reporting" and the Disclosure and TransparencyRules of the Financial Conduct Authority. In addition, except for the adoption of new standards effective from 1 January2014 as noted below, the interim condensed financial statements have beenprepared on a basis consistent with the accounting policies set out in theGroup's annual Report and Accounts for the year ended 31 December 2013. A number of new standards were effective from 1 January 2014 and have beenapplied in preparing these interim financial statements, including IFRS 10"Consolidated Financial Statements", IFRS 11 "Joint Arrangements" ("IFRS 11"),IFRS 12 "Disclosure of Interests in Other Entities", IAS 27R "SeparateFinancial Statements" and IAS 28R "Investments in Associates and JointVentures". With the exception of new disclosures expected in the Group'sAnnual Report and Accounts and the adoption of IFRS 11, the application of newstandards effective from 1 January 2014 have not had an impact on the Group'sfinancial statements. IFRS 11 establishes a principle that applies to the accounting for all jointarrangements, whereby parties to the arrangement account for their underlyingcontractual rights and obligations relating to the joint arrangement. Onadoption of this standard the Group's existing joint ventures, which werepreviously accounted for by recognizing the Group's share of the assets,liabilities, revenue and expenses relating to the joint venture, are nowaccounted for using the equity method. Although a number of line items withinthe Group Income Statement, Group Balance Sheet and Group Cash Flow have beenrestated for the 6 months ended 30 June 2013 and the year ended 31 December2013, profit for the period and total equity of the Group are unaffected. Themore significant changes within the Group Income Statement relate toreductions in revenues plus operating profit before tax and finance costs of£573,000 and £63,000, respectively, with an increase of £48,000 in the shareof results of associates and joint ventures accounted for using the equitymethod. Within the Group Balance Sheet the more significant changes at 31December 2013 relate to reductions in intangibles of £437,000 (30 June 2013:£505,000), trade and other receivables of £781,000 (30 June 2013: £566,000),cash and short term deposits of £506,000 (30 June 2013: £504,000) plus tradeand other payables and £1,004,000 (30 June 2013: £993,000), respectively, withan increase in investments accounted for using the equity method of £733,000(30 June 2013: £599,000). There was no impact on the Group Statement ofComprehensive Income or the Group Statement of Changes in Equity. As noted in the Group's 2013 Annual Report and Accounts certain of the Group'sNew Media businesses have been identified as being non-core to the futurestrategy of the Group and significant steps have been taken to exit from theseactivities. Consequently and similar to the 2013 annual accounts the GroupIncome Statement for the 6 months ended 30 June 2013 has been restated toreflect the classification of these businesses as discontinued operations. The interim results are unaudited but have been formally reviewedby the auditors and their report to the Company is set out at the end of thisInterim Report. The information shown for the year ended 31 December 2012 doesnot constitute statutory accounts within the meaning of Section 434 of theCompanies Act 2006 and has been extracted from the Group's 2013 Annual Report,which has been filed with the Registrar of Companies. The report of theauditors on the accounts contained within the Group's 2013 Annual Report wasunqualified and did not contain a statement under either Section 498(2) orSection 498(3) of the Companies Act 2006 regarding inadequate accountingrecords or a failure to obtain necessary information and explanations 2. Seasonality and cyclicality There is no significant seasonality or cyclicality affecting theinterim results of the operations. 3. Segmental information The Group operates in three principal areas of activity - radio in GB, radioin Ireland and commercial television. These three principal areas of activityalso form the basis on which the Group is managed and reports are provided tothe Chief Executive and the Board. As outlined in the 2013 Report and Accounts, the Group's strategy was refinedto focus predominately on broadcasting and to exit from non-core activities,all of which resided within the New Media division, a fourth operating segmentpreviously reported on within the Group. These non-core activities have beenclassified as discontinued operations. Tibus and Simply Zesty, the continuedactivities which previously resided within the New Media operating segment,have been incorporated within the Television operating segment. The figures for the six months ended 30 June 2013 have been restated toreflect the reclassifications of operations as discontinued and the adoptionof IFRS11 as outlined in note 1, together with the change in segments notedabove. Revenue Six months ended 30 June 2014 Radio Radio GB Ireland Television Total £000 £000 £000 £000 Sales to third parties 28,485 10,287 19,009 57,781Intersegmental sales 289 586 1,493 2,368 ------- ------- ------- ------- 28,774 10,873 20,502 60,149 ------- ------- ------- -------Six months ended 30 June 2013 Radio Radio GB Ireland Television Total (restated) (restated) (restated) £000 £000 £000 £000 Sales to third parties 23,734 9,770 17,732 51,236Intersegmental sales 269 630 1,088 1,987 ------- ------- ------- ------- 24,003 10,400 18,820 53,223 ------- ------- ------- ------- Results Six months ended 30 June 2014 Radio Radio GB Ireland Television Total £000 £000 £000 £000 Segment operatingprofit 6,112 2,533 4,376 13,021 ------- ------- ------- Central costs (1,971)Income from JointVentures andAssociates 142 -------Profit before tax andfinance costs 11,192 Net finance cost (1,257)Foreign exchange gain 27 -------Profit before taxation 9,962 -------Results Six months ended 30 June 2013 Radio Radio GB Ireland Television Total (restated) (restated) (restated) (restated) £000 £000 £000 £000 Segment operatingprofit 2,359 2,066 4,397 8,822 ------- ------- ------- Central costs (1,001)Income from JointVentures andAssociates 110 -------Profit before tax andfinance costs 7,931 Net finance cost (1,614)Foreign exchange loss (172) -------Profit before taxation 6,145 ------- 3. Exceptional tax charge 30 June 30 June 2014 2013 £000 £000 Exceptional tax charge - (1,425) ------- ------- In the finance bill published on 13 February 2013, the rate ofcorporate capital gains tax in the Republic of Ireland was increased from 30%to 33%. The exceptional tax charge of £1,425,000 in 2013 arises from therestatement of the relevant deferred tax assets and liabilities to reflectthis. 5. Dividends 30 June 30 June 2014 2013 £000 £000Equity dividends on ordinary sharesDeclared at the AGM during the periodFinal for 2013: 5.25p (2012: 5.25p) 5,035 5,001 ------- ------- Proposed but not recognised as a liability at 30 JuneInterim for 2014: 1.82p (2013: 1.75p) 1,745 1,677 ------- -------The final dividend for 2013 was paid on 15 July 2014 (2013: 15 July 2013). 6. Earnings per share Basic earnings per share are calculated based on the profit for thefinancial period attributable to equity holders of the parent and on theweighted average number of shares in issue during the period. Adjusted earnings per share are calculated based on the profit forthe financial period attributable to equity holders of the parent adjusted forthe exceptional items and the impact of net finance costs under IAS 19"Employee Benefits (Revised)". This calculation uses the weighted averagenumber of shares in issue during the year. Diluted earnings per share are calculated based on profit for thefinancial period attributable to equity holders of the parent. Dilutedadjusted earnings per share are calculated based on profit for the financialperiod attributable to equity holders of the parent before exceptional itemsand the impact of net finance costs under IAS 19 "Employee Benefits(Revised)". In each case the weighted average number of shares is adjusted toreflect the dilutive potential of the awards expected to be vested on the LongTerm Incentive Schemes. The following reflects the income and share data used in the basic,adjusted, diluted and diluted adjusted earnings per share calculations: Net profit attributable to equity holders 30 June 2014 30 June 2013 Continuing Discontinued Continuing Discontinued Operations Operations Total Operations Operations Total £000 £000 £000 £000 £000 £000 Net profit/(loss)attributable toequity holders 7,916 (61) 7,855 3,346 (67) 3,279Adjustments to netfinancing costs 93 - 93 258 - 258Exceptional items - - - 1,425 - 1,425 ------ ------ ------ ------ ------ ------Total adjusted anddiluted profitattributable toequity holders 8,009 (61) 7,948 5,029 (67) 4,962 ------- ------- ------- ------- ------- -------Weighted average number of shares 2014 2013 thousands thousands Shares in issue 95,903 95,903Weighted average number of treasury shares (29) (593) ------- -------Weighted average number of shares for basic and adjusted earnings per share (excluding treasuryshares) 95,874 95,310Effect of dilution of the Long Term Incentive Plan 824 536 ------- ------- 96,698 95,846 ------- -------Earnings per share 2013 2012 (restated)From continuing operations Basic 8.26p 3.51p ------- ------- Diluted 8.19p 3.49p ------- ------- Adjusted 8.35p 5.28p ------- ------- Diluted adjusted 8.28p 5.25p ------- -------From continuing and discontinued operations Basic 8.20p 3.44p ------- ------- Diluted 8.13p 3.42p ------- ------- Adjusted 8.29p 5.21p ------- ------- Diluted adjusted 8.22p 5.18p ------- ------- From discontinued operations Basic (0.06)p (0.07)p ------- ------- Diluted (0.06)p (0.07)p ------- ------- Adjusted (0.06)p (0.07)p ------- ------- Diluted adjusted (0.06)p (0.07)p ------- ------- 6. Property, plant and equipment During the period the Group spent £1,627,000 (2013: £1,009,000) oncapital additions. 7. Financial instruments The Group's principal financial instruments comprise bank loans andcash and short-term deposits. The main purpose of these financial instrumentsis to raise finance for the Group's operations. The Group has various otherfinancial assets and liabilities, such as trade receivables and tradepayables, which arise directly from its operations. Contingent considerationarises in respect of the acquisition or disposal of businesses. Set out below is a comparison by category of carrying amounts andfair values of the Group's financial assets and liabilities, excluding tradereceivables and payables, that are carried in the financial statements. 30 June 2014 30 June 2013 31 December 2013 Carrying Fair Carrying Fair value Carrying amount Fair value amount value amount £000 £000 £000 £000 £000 £000Financial assetsCash and short termdeposits 13,906 13,906 8,562 8,562 10,185 10,185Contingentconsideration 375 375 - - - - ------ ------ ------ ------ ------ ------ 14,281 14,281 8,562 8,562 10,185 10,185 ------- ------- ------- ------- ------- ------- FinancialliabilitiesInterest-bearingloans andborrowings 57,384 57,384 59,271 59,271 59,805 59,805Contingentconsideration - - 1,460 1,460 - - ------ ------ ------ ------ ------ ------ 57,384 57,348 60,731 60,731 59,805 59,805 ------- ------- ------- ------- ------- ------- Contingent consideration receivable relates to amounts due inrespect of the disposal of certain of the Group's New Media businesses duringthe 6 months ended 30 June 2014. The fair value of these amounts is measuredusing the present value of the probability-weighted average of pay outassociated with each possible outcome of customer profitability or migrationmilestones achieved under the related disposal agreements. The range ofpossible outcomes in respect of these arrangements is considered by theDirectors to not be materially different from their fair values at 30 June2014. Changes in the fair value of these amounts during the 6 months ended 30June 2014 are not material to the Group Income Statement. The bank loans at 30 June 2014 are stated net of deferred financingcosts amounting to £618,000 (30 June 2013: £842,000; 31 December 2013:£730,000). The Group's bank facilities comprise a £65m Revolving CreditFacility and a €25m Term Loan Facility which mature in May 2017. The Term LoanFacility has bi-annual repayments of €2.5m in June and December of each year. The fair value of contingent consideration payable, which arose onthe acquisition of Simply Zesty Limited in March 2012, was measured using thepresent value of the probability-weighted average of pay out associated witheach possible outcome of EBITDA achieved under the related earn out agreement.The Group's obligations in respect of this arrangement were fully settledduring 2013, with the movement in the accrued contingent consideration during2013 as follows: £000 At start of period 1,460 2,888(Gains)/losses recognised in the Income Statement:- Re-measurement of fair value - (268)- Gains arising on settlements (1,460) (1,131)- Finance cost - 22- Foreign exchange gain - 149Settlement payment - (200) ------ ------At end of period - 1,460 ------ ------ The Group uses the following hierarchy as set out in IFRS 7"Financial Instruments: Disclosures" and IFRS 13 "Fair Value measurement" fordetermining and disclosing the fair value of financial instruments byvaluation technique: - Level 1: quoted (unadjusted) prices in active markets foridentical assets or liabilities; - Level 2: other techniques for which all inputs which have asignificant effect on the recorded fair value are observable, either directlyor indirectly; and, - Level 3: techniques which use inputs which have a significanteffect on the recorded fair value that are not based on observable marketdata. The fair value of contingent consideration arising on acquisitionsand disposals of businesses is considered by the Directors to fall within thelevel 3 fair value hierarchy. There have been no transfers between level 1, 2or 3 of the hierarchy during the current and previous years. 9. Pension schemes The IAS 19 deficit at 30 June 2014 is £4,241,000 (30 June 2013:£6,041,000) compared with a deficit of £4,598,000 at 31 December 2013. Thesmall decrease is predominately due the increased funding offsetting theactuarial increases in the schemes liabilities. During the period, the optionwas exercised to transfer properties back to Group from the scheme for anagreed contribution of £1,450,000. In addition, there was a discretionaryemployer contribution of £1,209,000. 10. Related party transactions The nature of related parties disclosed in the consolidatedfinancial statements for the Group as at and for the year ended 31 December2013 has not changed. There has been no significant related party transactionsin the six month period ended 30 June 2014. Risks and uncertainties The 2013 Annual Report sets out the most significant risk factorsrelating to UTV Media plc's operations in the Company's judgement at the timeof that report. The Company does not consider that these principal risks anduncertainties have changed. However additional risks and uncertainties notcurrently known to the Company or that the Company does not currently deemmaterial may also have an adverse effect on its business. With respect to the risks and uncertainties identified within theAnnual Report, the Chairman's statement highlights those risks anduncertainties that will have significant impact throughout 2014. Statement of directors' responsibilities The interim report is the responsibility of, and has been approvedby, the directors of UTV Media plc. Accordingly, the directors confirm that tothe best of their knowledge: - the condensed set of financial statements has been prepared inaccordance with IAS 34 "Interim Financial Reporting" as adopted by theEuropean Union; - the interim report includes a fair review of the informationrequired by the Disclosure and Transparency Rules: - DTR 4.2.7R, being an indication of important events that have occurredduring the first six months of the financial year and their impact on thecondensed set of financial statements, and a description of the principalrisks and uncertainties for the remaining six months of the year; and - DTR 4.2.8R, being related party transactions that have takenplace in the first six months of the current financial year and that havematerially affected the financial position or performance of the entity duringthat period, and any changes in the related party transactions described inthe last annual report that could do so. By order of the Board: John McCann Group Chief Executive 26 August 2014 Independent review report to UTV Media plc Introduction We have been engaged by the Company to review the condensed set offinancial statements in the half-yearly financial report for the 6 monthsended 30 June 2014 which comprises the Group Income Statement, Group Statementof Comprehensive Income, Group Balance Sheet, Group Statement of Changes inEquity, Group Cash Flow Statement and the related notes 1 to 11. We have readthe other information contained in the half yearly financial report andconsidered whether it contains any apparent misstatements or materialinconsistencies with the information in the condensed set of financialstatements. This report is made solely to the company in accordance withguidance contained in ISRE 2410 (UK and Ireland) "Review of Interim FinancialInformation Performed by the Independent Auditor of the Entity" issued by theAuditing Practices Board. To the fullest extent permitted by law, we do notaccept or assume responsibility to anyone other than the company, for ourwork, for this report, or for the conclusions we have formed. Directors' Responsibilities The half-yearly financial report is the responsibility of, and hasbeen approved by, the directors. The directors are responsible for preparingthe half-yearly financial report in accordance with the Disclosure andTransparency Rules of the United Kingdom's Financial Conduct Authority. As disclosed in note 1, the annual financial statements of thegroup are prepared in accordance with IFRSs as adopted by the European Union.The condensed set of financial statements included in this half-yearlyfinancial report has been prepared in accordance with International AccountingStandard 34, "Interim Financial Reporting", as adopted by the European Union. Our Responsibility Our responsibility is to express to the Company a conclusion on thecondensed set of financial statements in the half-yearly financial reportbased on our review. Scope of Review We conducted our review in accordance with International Standardon Review Engagements (UK and Ireland) 2410, "Review of Interim FinancialInformation Performed by the Independent Auditor of the Entity" issued by theAuditing Practices Board for use in the United Kingdom. A review of interimfinancial information consists of making enquiries, primarily of personsresponsible for financial and accounting matters, and applying analytical andother review procedures. A review is substantially less in scope than an auditconducted in accordance with International Standards on Auditing (UK andIreland) and consequently does not enable us to obtain assurance that we wouldbecome 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 causesus to believe that the condensed set of financial statements in thehalf-yearly financial report for the 6 months ended 30 June 2014 is notprepared, in all material respects, in accordance with InternationalAccounting Standard 34 as adopted by the European Union and the Disclosure andTransparency Rules of the United Kingdom's Financial Conduct Authority. Ernst & Young LLP Belfast

26 August 2014