Interim Results
Trinity Mirror PLC
03 August 2006
Trinity Mirror plc
2006 Interim Results
for the 26 weeks ended 2 July 2006
Trinity Mirror plc announces the Group's Interim Results for the 26 weeks ended
2 July 2006.
Financial highlights
Adjusted results* Statutory results
Continuing Continuing
operations operations
2006 2005 % 2006 2005 %
26 weeks 26 weeks Change 26 weeks 26 weeks Change
£m £m £m £m
Revenue 566.6 579.3 (2.2)% 546.5 559.0 (2.2)%
Operating
profit/(loss) 110.0 128.3 (14.3)% (152.8) 122.9 (224.3)%
Profit/(loss)
before tax 98.1 112.5 (12.8)% (179.6) 107.8 (266.6)%
Total Total
Earnings/(loss)
per share 23.5p 26.6p (11.7)% (41.9) 26.7p (256.9)%
Dividend per
share 6.4p 6.4p - 6.4p 6.4p -
Operational highlights
• Revenue* fell by 2.2% to £566.6 million, as a result of a challenging
advertising environment. Excluding acquisitions, revenue* fell by £38.3
million or 6.6%
• Operating profit* and profit before tax* fell by 14.3% and 12.8%
respectively
• Net cost savings of £9.0 million. On target to achieve at least £15
million in full year
• Non-cash impairment of the carrying value of Regional newspaper titles
of £250.0 million in accordance with IAS 36
• Completed acquisition of Email4Property which complements the
acquisition of Smartnewhomes in 2005 and extends our property advertising
reach
• Completed divestment of our Magazines and Exhibitions division
• Despite net capital expenditure of £38.4 million and dividend payments
of £45.1 million, strong cash flows resulted in net debt** increasing by
only £22.5 million
• Proposed Interim dividend stable at 6.4p per share, reflecting continued
confidence in strong cash flows
• The Board commences a review of the business to position the Group for
future growth
• The Board expects performance for the year to be in line with current
expectations despite continuing challenges in the advertising environment
------------------------------
* Including discontinued operations and excluding non-recurring items,
amortisation and IAS 39.
** Excluding impact of IAS 39.
See reconciliation between statutory and adjusted results in note i on page 24.
Within the following Chief Executive's Statement and Review of Operations, all
figures are presented on an adjusted basis (which is including discontinued
operations and excluding non-recurring items, the amortisation of intangible
assets and the impact of IAS 39) unless otherwise stated. A reconciliation
between the adjusted and the statutory numbers is provided in note i on page 24.
Chief Executive's Statement
Financial
The first half of 2006 proved to be a challenging trading period for the Group
as conditions in the advertising environment remained poor. In this climate the
benefits of the embedded culture of continuous improvement driven by our
'Stabilise Revitalise Grow' strategy have partially mitigated the impact on
profits through further reductions in the cost base.
Revenue* declines of 2.2% to £566.6 million contributed to operating profits*
falling by 14.3% to £110.0 million. Revenues* excluding acquisitions completed
in 2005 and 2006 fell by £38.3 million with operating profit* excluding
acquisitions falling by £20.7 million to £107.6 million. Profit before tax* fell
by £14.4 million to £98.1 million which was marginally better than the fall in
operating profit*, reflecting the benefit of a £4.6 million (2005: £0.2 million)
IAS 19 finance credit. On a statutory basis revenue declined by 2.2% to £546.5
million, operating profit declined by £275.7 million to a loss of £152.8 million
and profit before tax declined by £287.4 million to a loss of £179.6 million.
Statutory loss before tax reflects the adverse impact of the non-cash charges of
£250.0 million for the impairment of the carrying value of intangibles, £7.0
million amortisation and £14.9 million for IAS 39.
Our results should be viewed in the context of a weak advertising environment
with falling GDP growth, sluggish consumer spending and rising unemployment.
These market conditions are impacting all advertising categories with the
exception of property advertising, where we continue to achieve marginal growth
despite very tough comparables for 2005.
The Group delivered net cost savings of £9.0 million and is on target to deliver
at least £15 million in 2006, as announced in December 2005. In addition to
these net cost savings, the Group took further mitigating actions which enabled
operating costs* excluding acquisitions to fall by £16.7 million in the period
despite significant inflationary pressures.
The Group continues to generate strong cash flows with net debt** increasing
marginally during the period from £485.0 million to £507.5 million after paying
£45.1 million for the 2005 final dividend and £38.4 million net capital
expenditure. The Board's confidence in the strong cash flow characteristics of
our business has enabled us to maintain the interim dividend for 2006 at 6.4
pence per share.
Publishing activities
Our Regionals division has faced an increasingly difficult advertising
environment in all advertising categories, with the exception of property,
recording year-on-year declines. Despite these challenges we have continued to
drive operating efficiencies to partially mitigate the impact on profits. While
circulation volumes for our Regional newspapers remain challenging, revenues
continue to increase. The exceptions are our titles in the Midlands. The new
management team appointed to the Midlands in 2005 is starting to make inroads
into improving performance.
The National newspaper environment has remained extremely competitive throughout
the period with substantial increases in promotional activity and price-cutting
by all daily tabloid newspapers with the exception of the Daily Mirror. While
this has adversely impacted the circulation volumes of our titles, management
continues to run the business with a focus on ensuring that sustainable returns
are achieved on all investment decisions, and believes that excessive marketing
expenditure does not drive longer-term value.
Our National titles have also been adversely affected by the advertising
environment. The impact of these trading conditions has been partially mitigated
by continued tight management of costs, alongside appropriate levels of
investment in our titles.
Significant investment has been made in the Daily Record in Scotland. Its
marketplace continues to be characterised by price-cutting by national tabloids
- the Sun in Scotland has been selling at just 10 pence across Scotland since
March. Although the Daily Record has not cut its cover price, it has undertaken
vouchering activity designed to reward reader loyalty. While this and other
activity in Scotland has adversely impacted profit for our Scottish Nationals,
this investment provides a firmer platform for the business from which to grow
profitability.
Scotcareers, launched in 2004, has now established a strong number two position
in the Scottish online recruitment marketplace and moved into profit. In line
with 2005, no editions of The One Directory have been published in the period.
We anticipate publishing four editions in the second half of the year and
building on this with further new editions in 2007.
Within our Sports division the Racing Post continues to be the leading racing
and sports betting newspaper and website, despite the launch of a competitive
new title into the marketplace. While profits have been adversely impacted by
reduced revenues and increased investment in product and marketing, the division
still achieved operating profits of £6.9 million with operating margins of
27.8%, a strong performance in the face of a competitive launch.
New initiatives
In line with our stated strategy, we continued to focus on driving real growth
from new initiatives, deepening our presence in our core markets and
geographies, both in print and online. In the Regionals division we have
continued our innovation activity with the launch of 227 websites covering
property and motors, five newspaper titles including Metros in Cardiff and
Liverpool. The newspaper titles are expected to achieve positive profit
contributions in the first full year while the websites have minimal impact in
terms of costs and we are confident of their ability to drive revenues over
time. All launch activity has been fully funded through cost savings.
Prior to committing to acquire businesses we carefully consider a range of
factors including options of launching products or services organically, the
competitive nature of the market, the time needed to build a strong position,
the scarcity of assets and our return on investment. Our expectations for
acquired businesses are very clear. We would expect all acquisitions to be
earnings-enhancing in the first full year of ownership and to achieve a return
at least in line with WACC within a three-year period.
To strengthen our online presence in property we acquired Email4Property in May
2006. Unlike generalist property sites, Email4Property provides a unique
offering to estate agents by driving traffic to their websites, thereby
promoting their business. This business is being fully integrated within the
operations of Smartnewhomes. It achieved revenues of £0.2 million for the period
and is expected to deliver full year revenues of £0.6 million in 2006.
We have appointed a Group Director of Digital Businesses with responsibility for
accelerating the development of our recently acquired online recruitment
businesses. A number of significant changes to management structures across the
acquired online recruitment businesses, and in particular hotgroup, have already
been made. Due to the slight disruptive nature of these management changes the
performance of the online business within hotgroup has been below expectations.
However, we would expect improvements in performance in the second half of the
year.
Disposals
During June and July 2006 the Group disposed of its Magazines and Exhibitions
division through a number of transactions generating gross disposal proceeds of
£42.7 million. The most significant of these transactions, which occurred after
the period end, was the disposal of Inside Communications Limited for a
consideration of £41.5 million. The Magazines and Exhibitions division was
considered non-core due to the differing challenges it faces relative to our
core portfolio of newspaper and online assets. Having improved the performance
of the division over the past few years it was appropriate to realise value at
this stage.
Capital expenditure
The Group's programme of investment in colour presses is progressing to plan
with the Nationals Oldham site repressing programme completed on schedule in
July and the repressing of our other Nationals print sites in Scotland and
Watford scheduled to complete in early 2007 and 2008 respectively.
Board changes
On 4 May 2006, at the Group's Annual General Meeting, Sir Victor Blank retired
from the Board. On the same date, Sir Ian Gibson was appointed as Chairman to
the Board.
On 1 August 2006 the Board announced that Laura Wade-Gery would join the Board
as a non-executive Director on 4 August 2006.
Review of the Business
Over the last three and a half years, the Group has made great strides in
implementing its 'Stabilise Revitalise Grow' strategy, enhancing profitability
and performance. Underlying Group operating profit increased by over 30% between
2002 and 2005; our broad portfolio of strong brands has been further
strengthened through new launches, investment, acquisitions and a focus on
operating efficiency; and the Group has proven more resilient to difficult
trading conditions.
Looking forward it is clear that continued change in the media market will
create increasing challenges for the Group in continuing to build on this
progress. The Board has therefore initiated a review of our businesses,
operating models and structure in order to determine the best way of taking the
Group forward and capturing the opportunities available to us.
The outcome of the review and our plans will be reported to the market by the
end of the year.
Outlook
The difficult advertising market is expected to continue into the second half of
2006. Despite these challenges, the Board expects performance to be in line with
current expectations.
Enquiries:
Trinity Mirror plc 020 7293 3000
Vijay Vaghela, Group Finance Director
Nick Fullagar, Director of Corporate Communications
Maitland 020 7379 5151
Neil Bennett
Wendy Timmons
Review of Operations
Group revenues* fell by 2.2% to £566.6 million (2005: £579.3 million) and
excluding acquisitions fell by £38.3 million (6.6%) from £579.3 million to
£541.0 million. On a statutory basis Group revenues fell by £12.5 million (2.2%)
from £559.0 million to £546.5 million.
Group operating profit* fell by 14.3% from £128.3 million to £110.0 million and
excluding acquisitions fell by 16.1% to £107.6 million. On a statutory basis
Group operating profit fell by £275.7 million (224.3%) from £122.9 million to a
loss of £152.8 million. The statutory operating loss reflects the non-cash
charges of £250.0 million for the impairment of the carrying value of
intangibles and £7.0 million amortisation.
An impairment review of the carrying value of intangible assets in accordance
with IAS 36 indicated that an impairment charge of £250.0 million (£175.0
million after tax) was required. The impairment charge reduces the carrying
value of the Group's Regional newspaper titles.
Total operating costs* excluding acquisitions have fallen by £16.7 million from
£451.3 million to £434.6 million. This reflects the benefit of £9.0 million of
targeted net cost savings and continued tight management of costs, partially
offset by an increase in the IAS 19 operating profit current service pension
charge of £0.7 million, a 7% increase in the price of newsprint and general
labour and cost inflation. The Group is well on target to deliver at least the
targeted £15 million net cost savings for the year.
The Group's share of profits from associates and joint ventures was £1.2 million
(2005: £0.3 million) and reflects the Group's share of profits in The Press
Association (PA) and The Betting Site joint venture, net of taxation payable
thereon. The share of profits is higher than expected as it includes the one-off
benefit of £0.7 million reflecting the profit on disposal of Two Ten
Communications by PA. During the period dividends of £0.5 million (2005: £0.6
million) were received from PA.
Finance costs, excluding the impact of IAS 19 'Employee Benefits' and IAS 39
'Financial Instruments: Recognition and Measurement', increased by £0.5 million
from £16.0 million to £16.5 million. Excluding the IAS 19 finance credit and the
impact of IAS 39, interest is covered 6.7 times by operating profit* before
amortisation, a fall from 8.0 times in 2005 reflecting the impact of reduced
operating profits. The IAS 39 impact during the period, in relation to the US$
private placement and related cross currency interest rate swaps, was £14.9
million charge (2005: £0.7 million credit). The IAS 39 finance adjustment cannot
be forecast for the full year at this stage and will depend on prevailing
interest and US$/£Sterling exchange rates at the year end. The IAS 39 impact
reflects the fair value, exchange rate and amortisation adjustments on
borrowings and associated financial instruments accounted for under IAS 39. The
IAS 19 finance credit for the period was £4.6 million (2006: £0.2 million). For
2006 the net IAS 19 finance credit is expected to be £9.9 million.
Profit before tax* fell by £14.4 million (12.8%) to £98.1 million. On a
statutory basis profit before tax fell by £287.4 million (266.6%) to a loss of
£179.6 million.
The tax credit for the period of £53.6 million represents 29.8% (2005: 30.7%) of
statutory loss before tax. Excluding the impact on operating profit and tax of a
£250.0 million impairment charge and the related £75.0 million tax credit, the
tax charge for the period was £21.4 million representing 30.4% of the profit
before tax.
Earnings per share* were 23.5 pence per share (2005: 26.6 pence per share), a
decrease of 11.7%. On a statutory basis earnings per share fell by 256.9% from
26.7 pence per share to a loss of 41.9 pence per share.
An interim dividend of 6.4p per share (2005: 6.4p per share) will be paid on 31
October 2006 to shareholders on the register at 6 October 2006.
Acquisitions
During the 26 weeks ended 2 July 2006, the Group completed the acquisition of
Email4Property Limited for a total consideration of £4.5 million. Further
details are provided in note 14 on page 22. During the period, the businesses
acquired in 2005 and in 2006 achieved revenues of £25.6 million and operating
profit of £2.4 million before amortisation of intangibles.
Cash flow and net debt
Net cash from operating activities decreased by £21.9 million to £78.9 million,
reflecting the reduced operating profit and additional pension contributions
during the period. Excluding the impact of IAS 39, net debt** only increased by
£22.5 million from £485.0 million on 1 January 2006 to £507.5 million. This was
despite the payment of the 2005 final dividend of £45.1 million and net capital
expenditure of £38.4 million.
Capital expenditure in the period was £38.4 million net of disposal proceeds
(2005: £12.3 million) against a depreciation charge of £19.7 million (2005:
£19.8 million). Capital expenditure for the full year is expected to be £80.0
million. The Group is still on target for capital expenditure of £180.0 million
over the three years to 2007. All capital expenditure is forecast to be financed
from operating cash flows.
At 2 July 2006 committed facilities of £728.6 million (1 January 2006: £730.7
million) were available to the Group, of which £219.5 million (1 January 2006:
£219.5 million) were undrawn. The committed facilities include a £269.0 million
syndicated bank facility, US$602.0 million and £26.0 million unsecured fixed
rate loan notes and £6.0 million floating rate loan notes (representing the
total obligations under a series of private placement US dollar and sterling
loan notes respectively), obligations under finance leases of £16.3 million and
£0.8 million of acquisition loan notes. No new financing facilities were
procured during the period and no debt facilities were repaid other than in
accordance with their normal maturity date.
Regionals division
The Regionals division publishes some 240 local and regional newspapers across
the UK.
The performance of the Regionals division has been adversely impacted by
difficult advertising market conditions throughout the period.
The revenue and operating profit of the Group's Regionals division, excluding
non-recurring items and amortisation, are as follows:
2006 2005 %
£m £m Change
Revenue
- Regional core 261.3 266.5 (2.0)%
- Metros 8.3 6.7 23.9%
- Digital media activities 11.8 4.1 187.8%
Total revenue 281.4 277.3 1.5%
Operating Profit
- Regional core 62.1 76.9 (19.2)%
- Metros 1.3 1.0 30.0%
- Digital media activities 3.2 0.9 255.6%
Total operating profit 66.6 78.8 (15.5)%
Operating Margin 23.7% 28.4% (4.7)%
Operating profit fell by £12.2 million (15.5%) despite revenue increasing by
£4.1 million (1.5%). The increase in revenue is driven by acquisitions which
contributed £25.6 million during the period. Excluding acquisitions, revenue for
the Regionals division fell by £21.5 million (7.8%) from £277.3 million to
£255.8 million and operating profit decreased by £14.6 million (18.5%) from
£78.8 million to £64.2 million.
Whilst operating profit excluding acquisitions decreased for the core Regional
newspaper titles this has been partially offset by the continuing improvements
for Metros and digital media activities. The division's five Metros achieved a
£0.3 million (30.0%) improvement in operating profit to £1.3 million including
the Cardiff and Liverpool Metros launched in March this year, which both broke
even for the period. The division's digital media activities, excluding
acquisitions completed in 2005 and 2006, continued to deliver further
improvements with revenues increasing by 9.8% and operating profits increasing
by 88.9%.
The acquisitions of hotgroup, GAAPweb, Smartnewhomes and Secsinthecity completed
in 2005 and Email4Property completed in May 2006 achieved revenues and operating
profits before amortisation of intangible assets of £25.6 million and £2.4
million respectively. Online revenues of £7.3 million and traditional
recruitment consultancy revenues of £18.3 million were achieved in the period.
The operating margin achieved for the online and traditional recruitment
consultancy businesses were 20.5% and 4.9% respectively.
Advertising revenue for the Regionals division fell by 6.3% from £214.1 million
to £200.6 million reflecting the impact of the difficult advertising trading
environment. Excluding acquisitions, advertising revenue for the Regionals
division fell by 9.7% from £214.1 million to £193.3 million. Before
acquisitions, by category Display was down by 6.8%, Recruitment was down by
21.0%, Motors was down by 13.1% and other classified categories were down by
3.1%, while Property increased by 1.9%.
Metros achieved strong advertising growth of £1.7 million (25.8%), driven by an
increase in core advertising revenues and the benefit of an additional two Metro
titles launched in March 2006. Excluding the two new launches, advertising
revenues for Metros increased by 10.6%.
Digital media activities excluding acquisitions continued their growth
trajectory with advertising revenue increasing by 14.7%. The four acquisitions
completed in 2005 and the acquisition of Email4Property completed in 2006
achieved advertising revenues of £7.3 million.
Circulation revenue increased by £0.6 million (1.4%). The division continued to
drive circulation revenue through the ongoing policy to sell full-price,
value-for-money newspapers and to increase cover prices on a 'little and often'
basis.
During the period, the division experienced circulation volume declines of 7.8%
for Evening titles, 6.4% for Morning titles, 4.8% for Weekly titles and 11.1%
for Sunday titles.
Other revenue excluding acquisitions fell by £1.3 million (6.0%) from £21.6
million to £20.3 million as a result of a fall in leaflet revenues of £0.7
million.
The implications of the adverse revenue environment have been partially
mitigated by the targeted cost savings and continued tight cost management in
the face of significant inflationary cost pressures. Excluding acquisitions,
costs have fallen by £6.9 million to £191.6 million, contributing to operating
profits falling by £14.6 million, despite revenue declines of £21.5 million. The
declining revenues have, however, impacted operating margins, excluding
acquisitions, which fell by 3.3% to 25.1%.
Nationals division
The Nationals division publishes three UK National titles (the Daily Mirror, the
Sunday Mirror and The People), two Scottish Nationals (the Daily Record and the
Sunday Mail) and The One Directory in Scotland, and also includes the
Scotcareers website.
The revenue and operating profit of the Group's Nationals division are as
follows:
2006 2005
Actual Actual %
£m £m Change
Revenue 240.3 255.5 (5.9)%
Operating profit 37.4 42.9 (12.8)%
Margin 15.6% 16.8% (1.2)%
Operating profits for the Nationals division fell by £5.5 million (12.8%) from
£42.9 million to £37.4 million despite revenue declines of £15.2 million from
£255.5 million to £240.3 million.
Revenue declined by 9.0% for the Scottish Nationals and by 5.1% for the UK
Nationals. Despite the significant revenue declines, operating margin for the
division only fell by 1.2% from 16.8% to 15.6%, due to continued cost control
and savings.
Circulation revenues for the Nationals division fell by 1.4% reflecting a
decline of 7.5% for the Scottish Nationals partially mitigated by an increase of
0.3% for the UK Nationals. The circulation revenue performance for the Scottish
Nationals reflects the impact of vouchering activity for the Monday to Friday
Daily Record in response to a 10p Sun across Scotland. The cover price increases
implemented during the period were a 3p increase for the Daily Mirror from 35p
to 38p in February and a 10p increase from 90p to £1.00 for the Sunday Mail in
Scotland in January.
The year-on-year change in circulation volumes and the market share for our
Nationals titles were as follows:
yoy circulation Market share
volume change
% %
Daily Mirror (4.9)% 19.0%
Sunday Mirror (5.0)% 15.6%
People (10.9)% 9.1%
Daily Record (Scotland only) (5.5)% 36.5%
Sunday Mail (Scotland only) (5.4)% 35.4%
The circulation volume performance reflects, unlike many competitor titles, our
policy of not chasing short-term circulation increases through price-cutting and
unsustainable levels of marketing spend.
In a challenging marketplace advertising revenues for the Nationals division
fell by 12.2% with declines of 12.8% for the UK Nationals and 10.4% for the
Scottish Nationals.
The performance reflects the impact of the difficult advertising environment
experienced throughout the period, which has been adversely impacted by a
sluggish retail environment and low growth in the economy.
Areas of improvement have been Scotcareers and other National digital
activities, where combined revenues have increased four-fold to £0.8 million.
The Scotcareers brand has achieved a strong position in the recruitment market
in Scotland and will continue to improve share in this marketplace. The growth
in other digital activities, whilst from a low base, reflects the benefit of
focused investment to drive incremental revenues in addition to the core
circulation and print advertising revenues.
Other revenue decreased by £1.9 million (8.8%) from £21.7 million to £19.8
million with declines of 8.3% for the UK Nationals and 12.5% for the Scottish
Nationals. This has been driven by a fall in external contract print revenues
due to repressing.
The tight management of costs contributed to operating costs falling by £9.7
million, partially mitigating the impact of revenues falling by £15.2 million
and therefore limiting the operating profit declines to 12.8%, with operating
margins falling by 1.2%.
Sports division
The Sports division delivered a satisfactory performance despite the difficult
advertising markets and the impact of a new title launched into the marketplace.
Revenues during the period fell by 5.3% from £26.2 million to £24.8 million and
operating profits fell by 26.6% from £9.4 million to £6.9 million.
Advertising revenues fell by 16.9% from £7.7 million to £6.4 million reflecting
the impact of a general slowdown in advertising markets and the impact of
consolidation within the bookmaking and gaming industries.
Circulation revenues during the period fell by £0.6 million reflecting the
impact of a fall in circulation volumes of the Racing Post of 3.6% compared to
the same period in 2005, partially offset by cover price increases for the
Monday to Friday editions.
Other revenues increased by £0.5 million (33.3%) from £1.5 million to £2.0
million.
The impact of additional investment in marketing and product enhancement
resulted in operating costs for the division increasing by £1.1 million,
contributing to operating profits falling by £2.5 million to £6.9 million.
Operating margins for the division fell by 8.1% to 27.8%.
Magazines and Exhibitions division
During June and July 2006 the Group disposed of its Magazines and Exhibitions
division through a number of transactions generating gross disposal proceeds of
£42.7 million. The most significant of these transactions was the disposal of
Inside Communications Limited for a consideration of £41.5 million. The
Magazines and Exhibitions division published a number of specialist titles and
operated consumer and trade shows. However it was considered non-core due to the
differing challenges it faced relative to our core portfolio of newspaper and
online assets. Having improved the performance of the division over the past few
years it was appropriate to realise value at this stage.
During the period, revenue for the division fell by 1.0% from £20.3 million to
£20.1 million with operating profits increasing by 7.4% from £5.4 million to
£5.8 million.
Central costs
During the period central costs decreased by £0.6 million from £8.5 million to
£7.9 million.
Consolidated income statement (unaudited)
for the 26 week period to 2 July 2006
52 weeks to
26 weeks to 26 weeks to 1 January
2 July 3 July 2006
2006 2005 (audited)
notes £m £m £m
Continuing operations
Revenue 3 546.5 559.0 1,089.3
Cost of sales (272.7) (265.6) (518.8)
------ ---------- ----------- ----------
Gross profit 273.8 293.4 570.5
Distribution costs (60.4) (68.4) (125.4)
Administrative expenses:
Non-recurring 4
Impairment of intangible assets (250.0) - -
Other - - (2.6)
Amortisation of intangibles (7.0) - (3.3)
Other (110.4) (102.4) (201.7)
Share of results of associates
and joint ventures 1.2 0.3 0.8
------ ---------- ----------- ----------
Operating (loss)/profit 3 (152.8) 122.9 238.3
IAS 19 finance credit 5 4.6 0.2 1.7
IAS 39 impact* 5 (14.9) 0.7 (6.6)
Other finance costs 5 (16.5) (16.0) (31.0)
------ ---------- ----------- ----------
(Loss)/profit before tax (179.6) 107.8 202.4
Tax 6 53.6 (33.1) (60.3)
------ ---------- ----------- ----------
(Loss)/profit for the period from
continuing operations (126.0) 74.7 142.1
Discontinued operations
Profit for the period from
discontinued operations 15 4.0 3.8 4.8
------ ---------- ----------- ----------
(Loss)/profit for the period
attributable to Equity holders of
the parent (122.0) 78.5 146.9
------ ---------- ----------- ----------
Earnings per share (pence) 8 Pence Pence Pence
Excluding amortisation of
intangibles and IAS 39 impact*:
Underlying earnings per share 23.5 26.6 52.9
Non-recurring items (60.1) - (0.2)
------ ---------- ----------- ----------
Adjusted (loss)/earnings per
share (36.6) 26.6 52.7
- basic ------ ---------- ----------- ----------
Adjusted (loss)/earnings per
share (36.5) 26.3 52.5
- diluted ------ ---------- ----------- ----------
Including amortisation of
intangibles and IAS 39 impact*:
Underlying earnings per share 18.2 26.7 50.5
Non recurring items (60.1) - (0.2)
------ ---------- ----------- ----------
(Loss)/earnings per share - basic (41.9) 26.7 50.3
------ ---------- ----------- ----------
(Loss)/earnings per share - (41.7) 26.4 50.1
diluted ------ ---------- ----------- ----------
*Impact of fair value, exchange rate, and amortisation adjustments on borrowings
and associated financial instruments accounted for under IAS 39. References to
IAS 39 throughout this document shall have the same meaning.
Consolidated statement of recognised income and expense (unaudited)
for the 26 week period to 2 July 2006
52 weeks to
26 weeks to 26 weeks to 1 January
2 July 3 July 2006
2006 2005 (audited)
£m £m £m
Actuarial gains/ (losses) on defined
benefit pension schemes (net of tax) 39.1 (13.9) (1.7)
Associates gains recognised directly
in equity related to pension scheme
actuarial gains and currency gains 1.3 - -
Gain/(losses) on revaluation of
available-for-sale investments taken
to equity - (2.8) 0.3
Tax on revaluation of
available-for-sale investments taken
to equity - 0.8 (0.1)
-------- ----------- ---------
Net income recognised directly in
equity 40.4 (15.9) (1.5)
-------- ----------- ---------
Transferred to profit or loss on sale
of available-for-sale investments - - (2.7)
Tax on items transferred from equity - - 0.8
-------- ----------- ---------
Transfers from equity to the income
statement - - (1.9)
-------- ----------- ---------
(Loss)/profit for the period (122.0) 78.5 146.9
-------- ----------- ---------
Total recognised income and expense
for the period attributable to Equity
holders of the parent (81.6) 62.6 143.5
-------- ----------- ---------
Consolidated balance sheet (unaudited)
at 2 July 2006
1 January
2 July 3 July 2006
2006 2005 (audited)
notes £m £m £m
Non-current assets
Goodwill 69.6 6.0 72.8
Other intangible assets 1,367.9 1,579.9 1,616.1
Property, plant and equipment 405.9 380.4 387.3
Investments in associates 10.1 7.2 8.6
Deferred tax asset 76.5 109.1 97.9
---------- ----------- ----------
1,930.0 2,082.6 2,182.7
---------- ----------- ----------
Current assets
Inventories 7.3 6.5 7.2
Available-for-sale financial assets 0.5 4.1 0.5
Trade and other receivables 160.7 159.3 150.9
Cash and cash equivalents 27.2 29.2 33.2
---------- ----------- ----------
195.7 199.1 191.8
---------- ----------- ----------
Held for sale assets 11.6 - -
---------- ----------- ----------
Total assets 2,137.3 2,281.7 2,374.5
---------- ----------- ----------
Non-current liabilities
Borrowings 10 (365.7) (382.2) (392.0)
Obligations under finance leases 10 (13.6) (16.1) (15.6)
Retirement benefit obligation 12 (232.8) (330.8) (305.6)
Deferred tax liabilities (470.5) (538.0) (547.2)
Long term provisions (13.2) (9.9) (12.2)
Derivative financial instruments 10 (97.9) (59.0) (56.6)
---------- ----------- ----------
(1,193.7) (1,336.0) (1,329.2)
---------- ----------- ----------
Current liabilities
Borrowings (79.5) (27.2) (58.7)
Trade and other payables (189.0) (173.9) (183.0)
Current tax liabilities (33.1) (39.3) (37.5)
Obligations under finance leases 10 (2.7) (2.3) (2.8)
Short term provisions (1.1) (4.5) (9.6)
---------- ----------- ----------
(305.4) (247.2) (291.6)
---------- ----------- ----------
Held for sale liabilities (8.7) - -
---------- ----------- ----------
Total liabilities (1,507.8) (1,583.2) (1,620.8)
---------- ----------- ----------
Net assets 629.5 698.5 753.7
---------- ----------- ----------
Equity
Share capital (29.3) (29.8) (29.3)
Share premium account (1,120.0) (1,105.9) (1,118.9)
Revaluation reserve (4.9) (4.9) (4.9)
Capital redemption reserve (0.8) 0.5 (0.8)
Retained losses and other reserves 525.5 441.6 400.2
---------- ----------- ----------
Total equity (629.5) (698.5) (753.7)
---------- ----------- ----------
Consolidated cash flow statement (unaudited)
for the 26 week period to 2 July 2006
52 weeks to
26 weeks to 26 weeks to 1 January
2 July 3 July 2006
2006 2005 (audited)
note £m £m £m
Cash flows from operating activities
Cash generated from operations 9 105.2 129.9 276.8
Income tax paid (26.3) (29.1) (55.5)
----- ---------- ----------- ---------
Net cash from operating activities 78.9 100.8 221.3
----- ---------- ----------- ---------
Investing activities
Interest received 0.1 0.8 1.2
Dividends received from associated
undertakings 0.5 0.6 0.6
Proceeds on disposal of
available-for-sale financial
assets - - 2.9
Proceeds on disposal of land - - 2.9
Proceeds on disposal of property,
plant and equipment 0.3 0.9 4.0
Proceeds on disposal of magazine
titles 0.5 - -
Purchases of property, plant and
equipment (38.7) (13.2) (41.0)
Acquisition of subsidiaries 14 (4.2) - (86.5)
----- ---------- ----------- ---------
Net cash (used in)/from investing
activities (41.5) (10.9) (115.9)
----- ---------- ----------- ---------
Financing activities
Dividends paid (45.1) (41.7) (60.2)
Interest paid (15.7) (16.9) (33.9)
Interest paid on finance leases (0.1) (0.6) (1.2)
Increase in borrowings - - 45.0
Repayment of borrowings - (13.7) (18.1)
Principal payments under finance
leases (2.1) (1.8) (1.8)
Purchase of shares under share
buy-back programmes - (32.5) (52.7)
Issue of ordinary share capital 1.1 4.3 17.6
Purchase of own shares under Long
Term Incentive Plan - (5.7) (5.7)
(Decrease)/increase in bank
overdrafts 20.8 4.5 (4.6)
----- ---------- ----------- ---------
Net cash used in financing
activities (41.1) (104.1) (115.6)
----- ---------- ----------- ---------
Net (decrease)/increase in cash
and cash equivalents (3.7) (14.2) (10.2)
Cash and cash equivalents at the
beginning of period 33.2 43.4 43.4
----- ---------- ----------- ---------
Cash and cash equivalents at the
end of period-Group 29.5 29.2 33.2
----------- ---------
Cash and cash equivalents held for
sale (2.3)
----- ----------
Cash and cash equivalents-
continuing operations 27.2
----- ----------
Notes to the interim financial report (unaudited)
1. General information
The condensed financial statements for the 26 weeks to 2 July 2006 do not
constitute statutory accounts for the purposes of Section 240 of the Companies
Act 1985 and have not been audited. No statutory accounts for the period have
been delivered to the Registrar of Companies.
The financial information in respect of the 52 weeks ended 1 January 2006 has
been produced using extracts from the statutory accounts for this period. The
statutory accounts for this period have been filed with the Registrar of
Companies. The auditors' report on these accounts was unqualified and did not
contain a statement under Sections 237 (2) or (3) of the Companies Act 1985
which deal respectively with the maintaining of proper accounting books and
records and the availability of information to the auditors.
The next annual financial statements of the Group will be prepared in accordance
with International Financial Reporting Standards as adopted for use in the EU.
Accordingly, the interim report has been prepared in accordance with the
recognition and measurement criteria of IFRS and the disclosure requirements of
the Listing Rules.
The auditors have carried out a review of the interim report and their report is
set out on page 26.
The interim report was approved by the directors on 3 August 2006. This
announcement is being sent to shareholders and will be made available at the
company's registered office at One Canada Square, Canary Wharf, London, E14 5AP.
2. Basis of preparation
The accounting policies used in the preparation of the interim financial
statements for the 26 weeks to 2 July 2006 have been consistently applied to all
the periods presented and are as set out in the Group's financial statements for
the 52 weeks to 1 January 2006.
3. Business and geographical segments
For management purposes, the Group is currently organised into the following
divisions: Regionals, Nationals, Sports and Central costs. The Magazines &
Exhibitions division is held for sale. These divisions are the basis on which
the Group reports its primary segment information. The secondary reporting
segment is a geographical destination analysis of revenue.
Principal Activities are as follows:
The Regionals division publishes a large portfolio of newspaper and online
brands across the UK. The Nationals division publishes five daily and Sunday
newspapers together with related online activity. The Sports division is a
supplier of racing and sports betting information, with four sports newspapers
and related online activities. The Magazines & Exhibitions division , which is
held for sale, operated a range of magazines, consumer and trade shows. Central
costs include costs not attributed to specific divisions.
3. Business segments (continued)
Segment information for these activities is presented below.
Primary segments - business segment analysis
26 weeks to 2 July 2006
Central Continuing Discontinued
Regionals Nationals Sports costs Operations operations
2006 2006 2006 2006 2006 2006
£m £m £m £m £m £m
Revenue
Segment sales 283.6 247.5 24.8 - 555.9 20.1
Inter-segment
sales (2.2) (7.2) - - (9.4) -
Total revenue 281.4 240.3 24.8 - 546.5 20.1
-------- -------- -------- -------- -------- --------
Result
Segment 59.6 37.4 6.9 (7.9) 96.0 5.8
result -------- -------- -------- --------
Non-recurring
items (a) (250.0) -
Share of
results of
associates 1.2 -
-------- -------
Operating
(Loss)/profit (152.8) 5.8
-------- -------
a) These relate entirely to the Regionals segment as detailed in note 4(a).
26 weeks to 3 July 2005
Central Continuing Discontinued
Regionals Nationals Sports costs Operations operations
2005 2005 2005 2005 2005 2005
£m £m £m £m £m £m
Revenue
Segment sales 277.7 262.8 26.2 - 566.7 20.3
Inter-segment
sales (0.4) (7.3) - - (7.7) -
Total revenue 277.3 255.5 26.2 - 559.0 20.3
-------- -------- -------- -------- -------- --------
Result
Segment 78.8 42.9 9.4 (8.5) 122.6 5.4
result -------- -------- -------- -------- -------- --------
Share of
results of
associates 0.3 -
-------- --------
Operating
Profit 122.9 5.4
-------- --------
52 weeks to 1 January 2005
(unaudited) Central Continuing Discontinued
Regionals Nationals Sports costs Operations operations
2005 2005 2005 2005 2005 2005
£m £m £m £m £m £m
-------- -------- -------- -------- -------- --------
Revenue
Segment sales 542.3 510.7 50.6 - 1,103.6 32.7
Inter-segment
sales (2.7) (11.6) - - (14.3) -
Total revenue 539.6 499.1 50.6 - 1,089.3 32.7
-------- -------- -------- -------- -------- --------
Result
Segment result 147.4 91.2 17.4 (15.9) 240.1 7.2
-------- -------- -------- -------- -------- --------
Non-recurring
items (2.6) (0.1)
Share of
results of
associates 0.8 -
-------- --------
Operating
Profit 238.3 7.1
-------- --------
Secondary segments - geographical destination and source segment analysis
The Group's operations are located in the United Kingdom. The following tables
provide an analysis of the Group's revenue by geographical market and source.
52 weeks to
26 weeks to 26 weeks to 1 January
2 July 3 July 2006
2006 2005 (audited)
Revenue analysis £m £m £m
United Kingdom and Republic of Ireland 543.8 556.7 1,083.7
Continental Europe 2.7 2.3 5.5
Rest of World - - 0.1
-------- -------- --------
Total 546.5 559.0 1,089.3
-------- -------- --------
Circulation 196.8 198.7 392.0
Advertising 289.3 315.5 597.7
Other 60.4 44.8 99.6
-------- -------- --------
Total 546.5 559.0 1,089.3
-------- -------- --------
4. Non-recurring items
52 weeks to
26 weeks to 26 weeks to 1 January
2 July 3 July 2006
2006 2005 (audited)
£m £m £m
Non recurring items
Impairment of carrying value of
intangibles (a) (250.0) - -
Restructuring costs (b) - - 7.8
Severance costs following the
acquisition of the hotgroup plc (c) - - 1.0
Profit on disposal of land and
buildings (d) - - (3.5)
Profit on disposal of
available-for-sale investments (e) - - (2.7)
-------- -------- --------
Non recurring items (250.0) - 2.6
-------- -------- --------
a) An impairment review of the carrying value of the Group's intangible
assets undertaken in accordance with IAS 36 'Impairment of Assets' indicated
that an impairment charge was required. The impairment charge reduces the
carrying value of the Regional newspaper titles on a value in use basis by
£250.0 million (26 weeks to 3 July 2005 £nil and 52 weeks to 1 January 2006
£nil) before tax, to the net present value of future cash flows to be derived
from those assets discounted at 7.63% (2005: 6.95%). Net of tax, the impairment
reduces the carrying value of the Regional newspaper titles by £175.0 million
(26 weeks to 3 July 2005 £nil and 52 weeks to 1 January 2006 £nil).
b) In 2005 restructuring severance costs of £7.8 million (excluding
discontinued operations) were incurred in delivery of cost reduction measures.
c) In 2005 severance costs of £1.0 million were incurred following the
acquisition of the hotgroup plc.
d) In 2005 the Group disposed of surplus land and buildings realising a
profit on disposal of £3.5 million.
e) In 2005 the Group disposed of its shareholding in Scottish Radio
Holdings plc realising a profit on disposal of £2.7 million.
5. Finance costs
IAS 19(1) IAS 39(2) Other(3) Total
£m £m £m £m
26 weeks to 2 July 2006
Income 40.5 0.6 0.1 41.2
Expense (35.9) (15.5) (16.6) (68.0)
-------- -------- -------- --------
Total finance costs 4.6 (14.9) (16.5) (26.8)
-------- -------- -------- --------
26 weeks to 3 July 2005
Income 36.0 0.7 0.6 37.3
Expense (35.8) - (16.6) (52.4)
-------- -------- -------- --------
Total finance costs 0.2 0.7 (16.0) (15.1)
-------- -------- -------- --------
52 weeks to 1 January 2006 (audited)
Income 72.9 1.2 1.2 75.3
Expense (71.2) (7.8) (32.2) (111.2)
-------- -------- -------- --------
Total finance costs 1.7 (6.6) (31.0) (35.9)
-------- -------- -------- --------
(1) IAS 19 finance income represents expected return on scheme assets net of
expected expenses, and IAS 19 finance expense represents the interest cost on
scheme liabilities.
(2) Impact of fair value, exchange rate, and amortisation adjustments on
borrowings and associated financial instruments accounted for under IAS 39.
(3) Other finance costs represents interest costs for Group borrowings and
include interest on obligations under finance leases of £0.5 million (26 weeks
to 3 July 2005 £0.5 million and 52 weeks to 1 January 2006 £1.2 million.)
6. Tax
Tax on profit from continuing operations, as shown in the income statement is as
follows:
52 weeks to
26 weeks to 26 weeks to 1 January
2 July 3 July 2006
2006 2005 (audited)
£m £m £m
Current Tax
Corporation tax charge for the period (21.2) (33.3) (54.5)
Prior year adjustment - (3.7) (2.0)
-------- -------- --------
Current tax charge (21.2) (37.0) (56.5)
-------- -------- --------
Deferred Tax
Tax credit/(charge) for the period 74.8 0.2 (5.3)
Prior year adjustment - 3.7 1.5
-------- -------- --------
Deferred tax credit/(charge) 74.8 3.9 (3.8)
-------- -------- --------
Total tax credit/(charge) -
continuing operations 53.6 (33.1) (60.3)
Tax charge - discontinued operations (1.8) (1.6) (2.3)
-------- -------- --------
Reconciliation of tax charge - continuing % % %
operations
Standard rate of corporation tax 30.0 30.0 30.0
Tax effect of items that are not
deductible or not taxable in
determining taxable profit (0.4) 0.9 0.1
Tax effect of share of results of
associate 0.1 (0.1) (0.3)
Tax effect of rolled over and
revaluation gains 0.1 (0.1) (0.2)
Prior year adjustment - - 0.2
-------- -------- --------
Tax charge rate - continuing
operations 29.8 30.7 29.8
-------- -------- --------
The standard rate of corporation tax is the UK prevailing rate of 30% (2005:
30%)
Corporation tax for the interim period is charged at 29.8% (2005: 30.7%),
representing the best estimate of the weighted average annual corporation tax
rate expected for the full financial year.
The deferred tax credit includes an amount of £75.0 million in relation to the
impairment charge as detailed in note 4.
In addition to the amount charged to the income statement, deferred tax relating
to the actuarial gains on defined benefit pension schemes of £16.8 million has
been debited directly to equity.
7. Dividends
52 weeks to
26 weeks to 26 weeks to 1 January
2 July 3 July 2006
2006 2005 (audited)
£m £m £m
Amounts recognised as distributions to
equity holders in the period:
Dividend paid (a) 45.1 41.7 60.2
-------- -------- --------
Pence Pence Pence
-------- -------- --------
Dividend paid per share (a) 15.5 14.3 20.7
-------- -------- --------
£m £m £m
-------- -------- --------
Dividend proposed but not paid nor
included in the accounting records (b) 18.8 18.7 45.4
-------- -------- --------
Pence Pence Pence
-------- -------- --------
Dividend proposed per share (b) 6.4 6.4 15.5
-------- -------- --------
(a) The amount of £45.1 million is in respect of the final dividend for the
52 weeks ended 1 January 2006 of 15.5 pence per share; the amount of £41.7
million is in respect of the final dividend for the 53 weeks ended 2 January
2005 of 14.3 pence per share; the amount of £60.2 million is in respect of the
final dividend for the 53 weeks ended 2 January 2005 of 14.3 pence per share and
the interim dividend for the 52 weeks ended 1 January 2006 of 6.4 pence per
share.
(b) The amount of £18.8 million represents the proposed interim dividend for
the 26 weeks to 2 July 2006 of 6.4 p per share, which had not been approved by
the Board and as such is not reflected as a liability in this interim financial
report; the amount of £18.7 million represents the proposed interim dividend for
the 26 weeks to 3 July 2005 of 6.4p per share; the amount of £45.4 million
represents the proposed final dividend for the 52 weeks to 1 January 2006 of
15.5p per share.
8. Earnings per share
52 weeks to
26 weeks to 26 weeks to 1 January
2 July 3 July 2006
2006 2005 (audited)
Earnings £m £m £m
Profit after tax before non-recurring
items, amortisation of intangibles
and IAS 39 impact: Underlying 68.4 78.0 154.4
Non-recurring items (after tax) (175.0) - (0.6)
-------- -------- --------
Profit after tax before amortisation
of intangibles and IAS39 impact (106.6) 78.0 153.8
Amortisation of intangibles (after
tax) (4.9) - (2.3)
IAS 39 impact (after tax) (10.5) 0.5 (4.6)
-------- -------- --------
Basic EPS earnings (profit
attributable to equity holders) (122.0) 78.5 146.9
-------- -------- --------
Number of shares ('000) ('000) ('000)
-------- -------- --------
Weighted average number of ordinary
shares for the purpose of basic EPS 291,143 293,793 291,900
Effect of dilutive potential ordinary
shares - share options 1,201 3,325 1,274
-------- -------- --------
Weighted average number of ordinary
shares for the purpose of diluted EPS 292,344 297,118 293,174
-------- -------- --------
Earnings per share - pence Pence Pence Pence
Excluding amortisation of intangibles and IAS 39
impact:
Underlying earnings per share 23.5 26.6 52.9
Non-recurring items (60.1) - (0.2)
-------- -------- --------
Adjusted (loss)/earnings per share - basic (36.6) 26.6 52.7
-------- -------- --------
Adjusted (loss)/earnings per share - diluted (36.5) 26.3 52.5
-------- -------- --------
Including amortisation of intangibles and IAS 39
impact:
Underlying earnings per share 18.2 26.7 50.5
Non-recurring items (60.1) - (0.2)
-------- -------- --------
(Loss)/earnings per share - basic (41.9) 26.7 50.3
-------- -------- --------
(Loss)/earnings per share - diluted (41.7) 26.4 50.1
-------- -------- --------
Underlying earnings per share is stated inclusive
of the following item:
Pence Pence Pence
-------- -------- --------
Amortisation of intangibles (1.7) - (0.8)
-------- -------- --------
The earnings per share for each category of non-recurring items and profit on
sale of discontinued operations disclosed in note 4 is as follows:
Pence Pence Pence
Impairment of carrying value of intangibles (60.1) - -
Restructuring costs - - (1.8)
Severance costs following acquisition of the
hotgroup - - (0.3)
plc
Profit on disposal of land and buildings - - 1.2
Profit on disposal of available-for-sale - - 0.7
investments -------- -------- --------
Earnings per share - non-recurring items (60.1) - (0.2)
-------- -------- --------
9. Notes to the cash flow statement
52 weeks to
26 weeks to 26 weeks to 1 January
2 July 3 July 2006
2006 2005 (audited)
£m £m £m
Operating (loss)/ profit from
continuing operations (152.8) 122.9 238.3
Operating profit from discontinued
operations 5.8 5.4 7.1
Adjustments for:
Depreciation of property, plant and
equipment 19.7 19.8 40.1
Impairment of carrying value of
intangibles 250.0 - -
Amortisation of intangible assets 7.0 - 3.3
Share of result of associate (1.2) (0.3) (0.8)
Cost of Long Term Incentive Plan
(LTIP benefits) 1.4 2.2 4.4
Profit on disposal of property, plant
and equipment - - (3.5)
Profit on disposal of
available-for-sale investments - - (2.7)
Adjustment for IAS 19 pension funding (12.3) (10.8) (17.7)
-------- -------- --------
Operating cash flows before movements
in working capital 117.6 139.2 268.5
(Increase)/decrease in inventories (0.1) 0.2 (0.5)
(Increase)/decrease in receivables (17.2) (14.2) 16.6
Increase/(decrease) in payables 4.9 4.7 (7.8)
-------- -------- --------
Cash generated by operations 105.2 129.9 276.8
-------- -------- --------
10. Net Debt
Other
1 January Cash IAS 39* non-cash 2 July
2006 Flow Impact charges 2006
£m £m £m £m £m
Non-current
Loan notes (392.0) - 26.4 (0.1) (365.7)
Derivative financial
instruments (56.6) - (41.3) - (97.9)
Obligations under finance
leases (15.6) 2.0 - - (13.6)
-------- -------- -------- -------- --------
(464.2) 2.0 (14.9) (0.1) (477.2)
-------- -------- -------- -------- --------
Current
Bank overdrafts (17.9) (20.8) - - (38.7)
Short term loans (40.0) - - - (40.0)
Loan notes (0.8) - - - (0.8)
Obligations under finance
leases (2.8) 0.1 - - (2.7)
-------- -------- -------- -------- --------
(61.5) (20.7) - - (82.2)
-------- -------- -------- -------- --------
Cash and cash equivalents 33.2 (3.7) - - 29.5
-------- -------- -------- -------- --------
Net Debt (492.5) (22.4) (14.9) (0.1) (529.9)
-------- -------- -------- -------- --------
Cash and cash equivalents at 2 July 2006 include £2.3 million of held for sale
cash.
* The US and UK private placement loan notes totalling US$602 million and £32
million were issued in 2001 and 2002. The fixed rate interest and capital
repayments on the US$ denominated loan notes have been swapped into floating
rate sterling through the use of cross-currency interest rate swaps. As hedge
accounting under IAS 39 has not been applied, the loan notes and cross-currency
swaps are shown separately under IAS 39. The loan notes are disclosed at
amortised cost and translated into sterling at the prevailing period-end
exchange rate and the cross-currency swaps are disclosed at fair value at the
period-end date. These values do not represent the amounts required to repay the
loan notes or cancel the related cross-currency interest rate swaps.
11. Share-based payments
During the 26 weeks to 2 July 2006, performance share awards and deferred share
awards were made to senior managers on a discretionary basis under the 2004 Long
Term Incentive Plan and 2006 Deferred Share Plan. Both sets of awards are in the
form of 'nil-cost options' with an exercise price of £1 for each block of
options granted. The performance share awards vest after three years, subject to
the continued employment of the participant and satisfaction of total
shareholder return performance conditions. The deferred shares vest after three
years subject to continuing employment.
12. Retirement benefit obligation
Defined benefit schemes
The Group operates a number of pension schemes. Two of the schemes, namely the
Mirror Group Pension Scheme (the 'Old Scheme') and the MGN Past Service Pension
Scheme ('Past Service Scheme') cover the liabilities in respect of service up to
13 February 1992, the date when the Old Scheme was closed. The Past Service
Scheme was established to meet the liabilities for service up to 13 February
1992 for employees and former employees, who worked regularly on the production
and distribution of Mirror Group's newspapers, which are not satisfied by
payments from the Old Scheme and the Maxwell Communications Pension Plan or by
the State. These Schemes have formal actuarial valuations carried out regularly.
The actuarial methods and assumptions used to calculate their assets and
liabilities vary according to actuarial and funding policies adjusted by the
Trustees. The last formal valuation was carried out as at 31 December 2004 and
showed that the Schemes have insufficient assets to meet their liabilities for
members' benefits. For 2006, agreement has therefore been reached with the
Trustees to pay £12.5 million (2005: £9.0 million). The next full actuarial
valuation is due to be carried out as at 31 December 2007.
In addition to the above schemes, the Group operates a further eight final
salary schemes. Formal valuations of schemes are carried out regularly, the
actuarial methods and assumptions used to calculate each scheme's assets and
liabilities varying according to the actuarial and funding policies adopted by
their respective trustees.
12. Retirement benefit obligation (continued)
The most significant of the schemes are the Trinity Retirement Scheme (the
'Trinity Scheme'), the MGN Pension Scheme (the 'MGN Scheme') and the Midland
Independent Newspapers Pension Scheme (the 'MIN Scheme'), which together with
the Old Scheme and the Past Service Scheme represent over 97% of the aggregate
market value. The last formal valuation of these schemes was undertaken on 30
June 2003 for the Trinity Scheme, 31 March 2004 for the MIN Scheme and 31
December 2004 for the MGN Scheme. These valuations showed deficits of £25.1
million, £30.8 million and £55.9 million respectively. All of the schemes are
being funded in accordance with the recommendations of the respective actuaries.
In 2006, the employer's contribution rate to the MGN Scheme has increased from
11.1% to 12%. The employer's contribution rate to the Trinity Scheme is 14%. The
employer's contribution rate to the MIN Scheme is 15%.
During 2002, the decision was taken to close entry to these three defined
benefit (final salary pension) schemes to new employees with effect from 1
January 2003. All new employees are entitled to participate in a defined
contribution plan, the Trinity Mirror Pension Plan.
Valuations have been performed in accordance with the requirements of IAS 19
with scheme liabilities calculated using a consistent projected unit valuation
method and compared to the market value of the schemes' assets at 30 June 2006,
the last day prior to the period end for which such values were available.
Based on actuarial advice, the financial assumptions used in calculating the
schemes' liabilities and the total value of those liabilities under IAS 19 are:
2 July 3 July 1 January
2006 2005 2006
Principal annual actuarial assumptions % % %
used:
Discount rate 5.25 5.00 4.75
Inflation rate 3.00 2.65 2.80
Expected return on scheme assets 4.00 to 7.30 5.10 to 7.80 4.00 to 7.30
Expected rate of salary increases 4.30 3.90 4.10
Pension increases:
Pre 6 April 1997 pensions 3.00 to 5.00 2.65 to 5.00 2.80 to 5.00
Post 6 April 1997 pensions 3.00 to 3.50 2.65 to 3.15 2.80 to 3.30
Actual return on scheme assets £14.2m £69.7m £179.7m
1 January
2 July 3 July 2006
2006 2005 (audited)
Defined benefit schemes £m £m £m
Net scheme liabilities:
Present value of funded obligations (1,478.9) (1,450.6) (1,535.5)
Fair value of schemes' assets 1,250.2 1,122.5 1,233.0
Effect of asset ceiling (4.1) (2.7) (3.1)
-------- -------- --------
Schemes' deficits (232.8) (330.8) (305.6)
-------- -------- --------
This amount is presented as follows:
Current liabilities - - -
Non-current liabilities (232.8) (330.8) (305.6)
-------- -------- --------
(232.8) (330.8) (305.6)
-------- -------- --------
Pension scheme assets include direct £nil £nil £nil
investments in the Company's ordinary shares
with a fair value of: -------- -------- --------
12. Retirement benefit obligation (continued)
52 weeks to
26 weeks to 26 weeks to 1 January
2 July 3 July 2006
2006 2005 (audited)
Amounts recognised in the income £m £m £m
statement
Current service cost (14.8) (14.1) (28.6)
Past service cost - (0.8) (1.3)
-------- -------- --------
Total included in staff costs (14.8) (14.9) (29.9)
-------- -------- --------
Expected return on scheme assets 40.5 36.0 72.9
Interest cost on pension schemes'
liabilities (35.9) (35.8) (71.2)
-------- -------- --------
Net finance credit 4.6 0.2 1.7
-------- -------- --------
Total included in the income statement (10.2) (14.7) (28.2)
-------- -------- --------
Movement in deficits during the period:
Opening deficits (305.6) (321.9) (321.9)
Contributions 27.1 25.7 46.9
Total charge to income statement (10.2) (14.7) (28.2)
Actuarial (losses)/gains 56.9 (17.2) 0.7
Effect of asset ceiling (1.0) (2.7) (3.1)
-------- -------- --------
Closing deficits (232.8) (330.8) (305.6)
-------- -------- --------
Movement not recognised in income
statement:
Actuarial (losses)/gains 55.9 (17.2) 0.7
Effect of asset ceiling (1.0) (2.7) (3.1)
-------- -------- --------
Total included in statement of
recognised income and expense (before
tax) 54.9 (19.9) (2.4)
-------- -------- --------
52 weeks to
26 weeks to 26 weeks to 1 January
2 July 3 July 2006
2006 2005 (audited)
Defined contribution schemes £m £m £m
Amounts recognised in the income
statement:
Current service cost (0.4) (0.4) (0.8)
-------- -------- --------
13. Share capital and reserves
Retained
Capital losses and
Share redemption Share Revaluation other
Capital Reserve premium Reserve Reserves Total
£m £m £m £m £m £m
At 1 January (29.3) (0.8) (1118.9) (4.9) 400.2 (753.7)
2006
Total
recognised
income and - - - - 81.6 81.6
expense
for the
period
Dividends - - - - 45.1 45.1
New share
capital - - (1.1) - - (1.1)
subscribed
Investment
in - - - - (1.4) (1.4)
shares of -------- -------- -------- -------- -------- --------
LTIP
At 2 July (29.3) (0.8) (1120.0) (4.9) 525.5 (629.5)
2006 -------- -------- -------- -------- -------- --------
Shares held for LTIP are included in retained earnings and other reserves at
£11.9 million (3 July 2005 and 1 January 2006: £11.9 million) and under IFRS are
now classified as Treasury Shares, and are included in other reserves on the
balance sheet.
Cumulative goodwill written off to reserves in respect of continuing businesses
acquired prior to 1998 is £25.9 million (2005: £25.9 million).
The capital redemption reserve was created when the Company embarked on the
share buy-back programme in 2005 and represents the nominal value of the shares
purchased and subsequently cancelled. The revaluation reserve relates to the
revaluation surplus on property, plant and equipment that has been revalued to
fair value from its historical cost.
14. Acquisition of subsidiary
On the 9 May 2006, the Group acquired Email4Property Limited. The results of the
acquisition have been included in continuing operations.
The net assets acquired and the goodwill arising, are as follows:
Acquiree's
carrying
amount Fair
before value Fair
combination adjustments value
£m £m £m
Net assets acquired:
Cash and cash equivalents 0.3 - 0.3
Current liabilities (0.1) (0.3) (0.4)
Non-current liabilities - (0.4) (0.4)
-------- -------- --------
0.2 (0.7) (0.5)
-------- -------- --------
Intangible assets 1.5
Goodwill 3.5
-------- -------- --------
Total consideration 4.5
-------- -------- --------
Fair value adjustments reflect the alignment of the acquiree's accounting
policies with those of the Group.
The goodwill arising on the acquisition is attributed to the anticipated
profitability and market share of the acquiree in its new markets and the
anticipated synergies with other acquisitions.
The initial accounting for the acquisition has not been finalised, due to
uncertainties regarding the valuation of acquired liabilities and provisions at
the acquisition date. These uncertainties are expected to be resolved within six
months of the date of the acquisition.
Net cash outflow arising on acquisition:
Cash consideration paid 4.5
Cash and cash equivalents acquired (0.3)
--------
4.2
--------
The revenue and operating profit post acquisition of the subsidiary is not
material to the Group's results.
Total consideration for the acquisition was satisfied in cash.
15. Discontinued operations
On 2 July 2006 the Group discontinued its Magazines and Exhibitions operations.
On 14 July 2006 the Group disposed of its Magazines and Exhibitions division,
having commenced a disposal process earlier in the year. These operations have
been classified as a disposal group held for sale and presented separately in
the balance sheet. The operations are included in discontinued operations in the
segmental analysis in note 3. The proceeds of disposal substantially exceeded
the book value of the related net assets and accordingly no impairment losses
have been recognised on the classification of these operations as held for sale.
The results of the discontinued operations which have been included in the
consolidated income statement, were as follows:
52 weeks to
26 weeks to 26 weeks to 1 January
2 July 3 July 2006
2006 2005 (audited)
£m £m £m
Revenue 20.1 20.3 32.7
Cost of sales (11.5) (11.8) (20.0)
-------- -------- --------
Gross Profit 8.6 8.5 12.7
Distribution costs (0.5) (0.6) (1.1)
Administrative expenses:
Non-recurring - - (0.1)
Other (2.3) (2.5) (4.4)
-------- -------- --------
Operating profit 5.8 5.4 7.1
Tax (1.8) (1.6) (2.3)
-------- -------- --------
Profit for the period from
discontinued operations 4.0 3.8 4.8
-------- -------- --------
The effect of discontinued operations on segment results is disclosed in note 3.
16. Events after the balance sheet date
After having sold Micro Mart in June 2006 for £0.5 million, on 14 July 2006 the
Group disposed of its Magazines and Exhibitions division through a number of
transactions generating gross disposal proceeds of £42.7 million. The most
significant of these transactions was the disposal of Inside Communications
Limited for a consideration of £41.5 million, realising an estimated profit of
£35.0 million.
Other information
i. Reconciliation of Group statutory results to adjusted results
Acquisitions Adjusted
Non-recurring Discontinued IAS 39 Excluding result
Statutory Items Amortisation Operations Impact Adjusted Amortisation excluding
Result (a) (b) (c) (d) Result (b) acquisitions
26 weeks to £m £m £m £m £m £m £m £m
2 July 2006
Revenue 546.5 - - 20.1 - 566.6 (25.6) 541.0
Operating
profit (152.8) 250.0 7.0 5.8 - 110.0 (2.4) 107.6
Profit
before (179.6) 250.0 7.0 5.8 14.9 98.1 (2.4) 95.7
tax
Pence Pence Pence Pence Pence Pence Pence Pence
------- -------- -------- -------- ------ ------- -------- -------
Earnings per share:
Underlying 18.2 - 1.7 n/a 3.6 23.5 (0.6) 22.9
(e)
Non-
recurring (60.1) 60.1 - - - - - -
items
Basic (41.9) 60.1 1.7 n/a 3.6 23.5 (0.6) 22.9
Acquisitions Adjusted
Non-recurring Discontinued IAS 39 Excluding result
Statutory Items Amortisation Operations Impact Adjusted Amortisation excluding
Result (a) (b) (c) (d) Result (b) acquisitions
26 weeks £m £m £m £m £m £m £m £m
to 3 July 2005
Revenue 559.0 - - 20.3 - 579.3 - 579.3
Operating
profit 122.9 - - 5.4 - 128.3 - 128.3
Profit
before 107.8 - - 5.4 (0.7) 112.5 - 112.5
tax
Pence Pence Pence Pence Pence Pence Pence Pence
------- -------- -------- -------- ------ ------- -------- -------
Earnings per share:
Underlying 26.7 - - n/a (0.1) 26.6 - 26.6
(e)
Basic 26.7 - - n/a (0.1) 26.6 - 26.6
(a) Details of non-recurring items are set out in note 4 and relate to the
impairment of the carrying value of intangible assets.
(b) All acquisitions and amortisation relate to the Regionals business
segment.
(c) Details of discontinued operations are set out in note 15. All
discontinued operations relate to the Magazines and Exhibitions business
segment.
(d) Impact of fair value, exchange rate, and amortisation adjustments on
borrowings and associated financial instruments, accounted for under IAS 39. The
IAS 39 impact is included in central costs and is not allocated to a business
segment.
(e) The earnings per share of the discontinued operations is included in the
statutory result.
Other information
(continued)
ii. Analysis of net debt (excluding IAS 39)
2 July 3 July 1 January
2006 2005 2006
£m £m £m
Non-current
Loan notes (441.2) (441.0) (441.1)
Obligations under finance leases (13.6) (16.1) (15.6)
-------- -------- --------
(454.8) (457.1) (456.7)
-------- -------- --------
Current
Bank overdrafts (38.7) (27.0) (17.9)
Short term loans (40.0) - (40.0)
Loan notes (0.8) (0.2) (0.8)
Obligations under finance leases (2.7) (2.3) (2.8)
-------- -------- --------
(82.2) (29.5) (61.5)
Cash and cash equivalents 29.5 29.2 33.2
-------- -------- --------
Net Debt (507.5) (457.4) (485.0)
-------- -------- --------
This note summarises net debt on an IFRS comparable basis excluding the impact
of IAS 39 fair value, exchange rate and amortisation adjustments, illustrated in
note 10. Cash at bank in hand at 2 July 2006 includes £2.3 million of held for
sale cash.
INDEPENDENT REVIEW REPORT TO TRINITY MIRROR PLC
Introduction
We have been instructed by the company to review the financial information for
the 26 weeks ended 2 July 2006 which comprises the consolidated income
statement, the consolidated balance sheet, the consolidated statement of
recognised income and expense, the consolidated cash flow statement and related
notes 1 to 16. We have read the other information contained in the interim
report and considered whether it contains any apparent misstatements or material
inconsistencies with the financial information.
This report is made solely to the company in accordance with Bulletin 1999/4
issued by the Auditing Practices Board. Our work has been undertaken so that we
might state to the company those matters we are required to state to them in an
independent review report and for no other purpose. To the fullest extent
permitted by Law, we do not accept or assume responsibility to anyone other than
the company, for our review work, for this report, or for the conclusions we
have formed.
Directors' responsibilities
The interim report, including the financial information contained therein, is
the responsibility of, and has been approved by, the directors. The directors
are responsible for preparing the interim report in accordance with the Listing
Rules of the Financial Services Authority which require that the accounting
policies and presentation applied to the interim figures are consistent with
those applied in preparing the preceding annual accounts except where any
changes, and the reasons for them, are disclosed.
Review work performed
We conducted our review in accordance with the guidance contained in Bulletin
1999/4 issued by the Auditing Practices Board for use in the United Kingdom. A
review consists principally of making enquiries of Group management and applying
analytical procedures to the financial information and underlying financial
data, and, based thereon, assessing whether the accounting policies and
presentation have been consistently applied unless otherwise disclosed. A review
excludes audit procedures such as tests of controls and verification of assets,
liabilities and transactions. It is substantially less in scope than an audit
performed in accordance with International Standards on Auditing (UK and Ireland
) and therefore provides a lower level of assurance than an audit. Accordingly,
we do not express an audit opinion on the financial information.
Review conclusion
On the basis of our review we are not aware of any material modifications that
should be made to the financial information as presented for the 26 weeks ended
2 July 2006.
Deloitte & Touche LLP
Chartered Accountants
3 August 2006
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