REED ELSEVIER 2008 INTERIM RE
Issued on behalf of Reed Elsevier PLC and Reed Elsevier NV
31 July 2008
REED ELSEVIER 2008 INTERIM RESULTS
HIGHLIGHTS
Reed Elsevier's Chief Executive Officer, Sir Crispin Davis, commented:
'We have seen a strong performance across our businesses in the first half despite a more challenging economic backdrop and we remain on track to deliver on our goals this year of good revenue growth, meaningful margin improvement and accelerated earnings growth.
We have made good progress in implementing our plans announced in February to accelerate growth: the planned divestment of Reed Business Information is progressing and we are seeing strong buyer interest in the business; the agreed £2.1bn/€2.7bn acquisition of ChoicePoint, Inc. in the fast growing risk information and analytics markets is moving through US regulatory review and is expected to complete in the second half; our major restructuring programme to deliver £245m/€310m of cost savings over the next four years is on track with the initial targeted £15m/€19m of savings to be delivered this year.
Whilst the professional markets we serve are not immune to economic cycle effects, they are more resilient than most. This, together with the changes we are making in the business and the growing demand for our online information and workflow solutions with the customer productivity they provide, gives us confidence in the outlook.'
GOOD BUSINESS MOMENTUM AND FINANCIAL PERFORMANCE
Adjusted Figures
Continuing Operations (Elsevier, LexisNexis, Reed Exhibitions)
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Underlying revenue growth +6%, driven by strong growth in online information and workflow solutions; total revenues of £1,970m/€2,541m, up 10%/down 4% respectively in sterling and euros, and up 5% at constant currencies.
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Adjusted operating margin +180 basis points (underlying +140 basis points), from good revenue growth and ongoing cost initiatives.
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Underlying adjusted operating profit growth +11%, before amortisation of acquired intangible assets, exceptional restructuring and acquisition integration costs; total adjusted operating profits of £557m/€718m, up 17% and 2% respectively in sterling and euros, and up 12% at constant currencies.
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Strong cash flow with 94% of adjusted operating profits converted into cash.
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Movements in average first half exchange rates against the prior first half favourably affect growth rates on translation of results expressed in sterling and adversely affect growth rates expressed in euros.
Total Operations (including Harcourt Education, Reed Business Information)
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Adjusted earnings per share +35% at constant currencies; at reported rates up 42% to 20.3p for Reed Elsevier PLC and up 25% to €0.40 for Reed Elsevier NV.
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First half adjusted earnings per share benefit from the effects of Harcourt Education sale: no seasonal first half losses in 2008 and impact of 13.4% share consolidation on return of net proceeds to shareholders. Positive effect largely reverses in second half when the full year profits of Harcourt Education would have been reported.
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Reed Elsevier PLC interim dividend up 18% to 5.3p; equalised Reed Elsevier NV interim dividend unchanged at €0.114 (difference in growth rates reflects movement in euro:sterling exchange rate since last interim declaration date).
Reported Figures
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Reported operating profits for the continuing businesses, after amortisation of acquired intangibles and exceptional restructuring and acquisition integration costs, increased by 8% to £401m/down 6% to €517m.
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Reported earnings per share, including discontinued operations and disposal gains, up 13% to 14.1p/down 7% to €0.28.
Reed Elsevier combined businesses£€%Six months ended 30 JuneSix months ended 30 JuneContinuing operations2008
£m2007
£mChange
%2008
€m2007
€mChange%Change at
constant
currenciesRevenue1,9701,790+10%2,5412,649-4%+5%Reported operating profit401371+8%517549-6%+3%Adjusted operating profit557475+17%718703+2%+12%Adjusted operating margin28.3%26.5%+1.8pts28.3%26.5%+1.8ptsAdjusted operating cash flow523426+23%675630+7%+16%Parent companiesReed Elsevier PLCReed Elsevier NVChange atconstantcurrencies%Six months ended 30 JuneSix months ended 30 JuneContinuing and discontinued operations20082007Change%20082007Change
%Reported earnings per share14.1p12.5p+13%€0.28€0.30-7%Adjusted earnings per share20.3p14.3p+42%€0.40€0.32+25%+35%Dividend per share5.3p4.5p+18%€0.114€0.114–
The results of the Reed Business Information and Harcourt Education divisions are presented as discontinued operations and are excluded from revenue, reported and adjusted operating profit, adjusted operating margin and adjusted operating cash flow.
Adjusted figures are presented as additional performance measures and are stated before amortisation of acquired intangible assets, exceptional restructuring and acquisition integration costs, and, in respect of earnings, reflect a tax rate that excludes the effect of movements in deferred taxation assets and liabilities that are not expected to crystallise in the near term. Profit and loss on disposals and other non operating items are also excluded from the adjusted figures. Adjustments made to reported operating profit from continuing operations are amortisation of acquired intangible assets (£105m/€135m; 2007 £95m/€141m), exceptional restructuring and acquisition integration costs (£45m/€58m; 2007 £5m/€7m) and reclassification of tax in joint ventures (£6m/€8m; 2007 £4m/€6m). Reconciliations between the reported and adjusted figures are provided in note 6 to the combined financial information and note 1 to the summary financial information of the respective parent companies.
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Sybella Stanley (Investors) +44 20 7166 5630 |
Patrick Kerr (Media) +44 20 7166 5646 |
GOOD PROGRESS AGAINST PLAN TO ACCELERATE GROWTH
Sale of Harcourt Education completed and return of net proceeds to shareholders
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Sale of Harcourt Assessment business closed in January 2008, completing divestment of Harcourt Education division.
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£2.0bn/€2.7bn net proceeds distributed to shareholders on 18 January 2008, accompanied by consolidation of share capital.
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Significant step for Reed Elsevier towards more consistent, cohesive and synergistic business; return to shareholders of net proceeds maintains capital efficiency.
Divestment of Reed Business Information in progress
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Preparatory phase completed: vendor due diligence reports prepared; staple financing package to be made available to buyers arranged; Information Memorandum sent to potential bidders.
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Strong interest from potential buyers; targeted completion of divestment in the second half.
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Divestment of RBI is a further major step in Reed Elsevier's portfolio development reducing exposure to advertising revenues which fit less well with the subscription-based information and workflow solutions focus of Reed Elsevier's strategy.
Agreed £2.1bn/€2.7bn acquisition of ChoicePoint, Inc. expected to close in H2
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Announced agreement in February 2008; transaction approved by ChoicePoint shareholders in April; regulatory review in process; expected to complete in second half.
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First half results announced by ChoicePoint on 24 July - on expectations: Insurance business (85% of H1 continuing operating income) performing strongly (H1 underlying revenue growth of 11%); Screening & Authentication business (14% of continuing operating income) stabilising.
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Integration planning well advanced; cost synergy expectations on track.
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Combination of ChoicePoint and very successful LexisNexis Risk Information and Analytics Group ('RIAG') creates for Reed Elsevier a position as a world leading provider of risk information and analytics by adding a major presence in the insurance segment and complementary products and new capabilities in the screening, authentication and public records areas.
Restructuring programme on track to deliver the targeted margin improvement
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Significant progress made: data centres being consolidated; global procurement organisation established; real estate consolidation and global facilities management in place; further outsourcing and offshoring of production, development engineering, content management and data fabrication, and information systems engineering and support; consolidation in management organisation, operations, customer service and product development.
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Targeted £15m/€19m incremental savings in 2008 on track; targeted cumulative savings of £245m/€310m by 2011 on track, delivering accelerated margin improvement.
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Total exceptional restructuring costs expected to be £140m/€180m as planned, most of which will be incurred in 2008; £39m/€50m charged in first half.
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Major restructuring programme capitalises on opportunities from the reshaping of the portfolio and good progress on earlier cost initiatives. Targeted annual savings are over and above normal expected annual margin improvement and additional investment.
Operating and financial review
£€%Six months ended 30 JuneSix months ended 30 June2008
£m2007
£mChange%2008
€m2007
€mChange%Change at
constant
currenciesCONTINUING OPERATIONSRevenueElsevier771711+8%9951,052-5%+3%LexisNexis822764+8%1,0601,131-6%+6%Reed Exhibitions377315+20%486466+4%+9%Total1,9701,790+10%2,5412,649-4%+5%Adjusted operating profitElsevier236201+17%304298+2%+12%LexisNexis194176+10%%250260-4%+9%Reed Exhibitions128100+28%165148+11%+16%Unallocated items(1)(2)(1)(3)Total557475+17%718703+2%+12%DISCONTINUED OPERATIONSRevenueReed Business Information484445+9%624659-5%+3%Harcourt Education1232216477Total4967676401,136Adjusted operating profitReed Business Information6255+13%8081-1%+7%Harcourt Education–(12)–(18)Total62438063
Adjusted figures and constant currency growth rates are used by Reed Elsevier as additional performance measures. Adjusted operating profit is stated before the amortisation of acquired intangible assets, and exceptional restructuring and acquisition integration costs, and is grossed up to exclude the equity share of taxes in joint ventures. Exceptional restructuring costs relate to the major restructuring programme announced in February 2008. Constant currency growth rates are based on 2007 full year average and hedge exchange rates
.
Unless otherwise indicated, all percentage movements in the following commentary refer to performance at constant exchange rates. Underlying growth rates are calculated at constant currencies, excluding acquisitions and disposals.The reported operating profit figures are set out in note 2 to the combined financial information and reconciled to the adjusted figures in note 6.
The sale of Harcourt Assessment closed in January 2008, completing the divestment of the Harcourt Education division most of which took place in 2007. No contribution to adjusted operating profit was made by Harcourt Education in 2008.
FORWARD LOOKING STATEMENTS
This Interim Statement contains forward looking statements within the meaning of Section 27A of the US Securities Act 1933, as amended, and Section 21E of the US Securities Exchange Act 1934, as amended. These statements are subject to a number of risks and uncertainties and actual results and events could differ materially from those currently being anticipated as reflected in such forward looking statements. The terms 'expect', 'should be', 'will be' and similar expressions identify forward looking statements. Factors which may cause future outcomes to differ from those foreseen in forward looking statements include, but are not limited to: general economic conditions in Reed Elsevier's markets; exchange rate fluctuations; customers' acceptance of our products and services; the actions of competitors; legislative, fiscal and regulatory developments; changes in law and legal interpretations affecting Reed Elsevier's intellectual property rights and internet communications; the impact of technological change; and the failure to obtain regulatory approval for the acquisition of ChoicePoint, Inc.
Elsevier
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€ |
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% |
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Six months ended 30 June |
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Six months ended 30 June |
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2008 |
2007 |
Change % |
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2008 |
2007 |
Change % |
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Change |
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Revenue |
|
|
|
|
|
|
|
|
|
|
Science & Technology |
413 |
390 |
+6% |
|
533 |
577 |
-8% |
|
+1% |
|
Health Sciences |
358 |
321 |
+12% |
|
462 |
475 |
-3% |
|
+7% |
|
|
771 |
711 |
+8% |
|
995 |
1,052 |
-5% |
|
+3% |
|
Adjusted operating profit |
236 |
201 |
+17% |
|
304 |
298 |
+2% |
|
+12% |
|
Adjusted operating margin |
30.6% |
28.3% |
+ 2.3pts |
|
30.6% |
28.3% |
+2.3pts |
|
+2.5pts |
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Elsevier has had a successful first half, with good underlying revenue growth and margin improvement.
Revenues and adjusted operating profits were up 5% and 10% respectively at constant currencies before acquisitions and disposals. After portfolio effects, most notably last year's sale of the MDL software business, revenues were up 3% and adjusted operating profits up 12% at constant currencies. The overall adjusted operating margin improved by 2.3 percentage points, or 1.5 percentage points underlying, driven by revenue growth and cost efficiency most particularly in production.
The Science & Technology business saw revenue growth of 1% at constant currencies after disposals. Underlying revenue growth was 6% reflecting the increasing revenue momentum from investment in new content, the widening of distribution through greater marketing and sales focus on targeted market segments, and new product development. ScienceDirect and journal subscription renewals are on track for another record year (the 2007 renewal rate was 97%) and online usage continues to grow at over 20%. The Scopus abstract and indexing database is showing strong growth and the first half saw significant expansion of the e-book programme. Significant work continues in developing the solutions product pipeline focusing on content integration and inter-operability to deliver contextualised answers instead of documents.
In Health Sciences, revenue growth was 7% at constant currencies, including acquisitions, or 4% underlying held back by weakness in the pharma advertising market. As in previous years, the second half is expected to be stronger reflecting the seasonal weighting of the publishing programme. The Clinical Solutions business performed well with new publishing and strong demand for workflow solutions that integrate content and predictive analytical algorithms to meet the needs of practitioners. The Nursing and Health Professionals segment also saw good growth in online product revenue and usage. During the first half Health Sciences continued to invest in its e-Health growth strategy, focusing on migration of print to online information and on solution product development in clinical decision support, education and pharma business intelligence. The acquisition in March of Windhover Information Inc added business intelligence content and capabilities in pharma drug pipeline management.
The second half should see good underlying revenue growth with growing online sales and a strong publishing programme, and good margin development with ongoing cost efficiency.
LexisNexis
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Six months ended 30 June |
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2008 |
2007 |
Change % |
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2008 |
2007 |
Change % |
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Change |
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Revenue |
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United States |
571 |
544 |
+5% |
|
736 |
805 |
-9% |
|
+5% |
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International |
251 |
220 |
+14% |
|
324 |
326 |
-1% |
|
+7% |
|
|
822 |
764 |
+8% |
|
1,060 |
1,131 |
-6% |
|
+6% |
|
Adjusted operating profit |
194 |
176 |
+10% |
|
250 |
260 |
-4% |
|
+9% |
|
Adjusted operating margin |
23.6% |
23.0% |
+0.6pts |
|
23.6% |
23.0% |
+0.6pts |
|
+0.7pts |
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LexisNexis has had a solid start to the year with good growth in online information solutions in the US and internationally and a particularly strong performance in risk information and analytics markets.
Revenues and adjusted operating profits increased by 6% and 9% respectively at constant currencies, or 5% and 9% before acquisitions. The underlying revenue growth is a little behind the prior year growth rate reflecting the economic environment although the second half should see faster growth through new solutions product sales. The overall adjusted operating margin improved by 0.6 percentage point, or 0.9 percentage point underlying before lower margin acquisitions which are in development phase. Further margin improvement is expected in the second half reflecting the timing of investment and benefit from cost actions taken, including consolidation of the US organisation and outsourcing of production and development engineering activities.
LexisNexis US revenues were 5% ahead at constant currencies, or 4% underlying before acquisitions. In US legal markets, strong growth in large law firms, litigation services and practice management was tempered by year on year publication phasing and continued low growth in corporate and government markets other than risk. The risk information and analytics group saw double digit revenue growth driven by a strong performance in the collections sector and in government. LexisNexis US made good progress in the realignment of its organisation to support the Total Solutions strategy. Management responsibilities have been consolidated across US Legal and Corporate and Public Markets other than Risk. The transformation of the sales organisation through the integration of sales forces, an upgrade in capabilities and the deployment of solution selling methodologies, tools and processes is now implemented in the large law firm segment and is in progress in small law, corporate and government. Repositioning of the brand to support the Solutions strategy is underway together with further upgrading and consolidation of the marketing organisation. Significant product enhancements have been launched to improve usability and functionality, and new content and workflow solutions have been introduced. Work is also underway to significantly enhance the productivity of US legal research with modernised technology and advanced functionality to provide much more powerful contextual solutions for customers and at greater speed.
The LexisNexis International business outside the US saw revenue growth of 7% at constant currencies, or 6% underlying, driven by the growing penetration of its online information services across its markets and new publishing. Good growth was seen in the UK, France, Southern Africa and Asia. The business has continued to expand its workflow solutions offerings and its geographical presence, particularly in Asia, through organic development and selective acquisition, including a leading legal publisher in India. In April the Latin American business was sold as it did not offer sufficiently attractive strategic and financial returns.
The second half should see good revenue growth for LexisNexis, building on the growing demand for online solutions and phasing of new product initiatives. Whilst legal markets are not immune to the slowdown in the US and internationally, there is good momentum in online information and solutions that enhance customer productivity. Further margin development in the second half is expected from the revenue growth and ongoing cost initiatives.
Reed Exhibitions
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2008 |
2007 |
Change % |
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2008 |
2007 |
Change % |
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Change |
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Revenue |
377 |
315 |
+20% |
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486 |
466 |
+4% |
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+9% |
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Adjusted operating profit |
128 |
100 |
+28% |
|
165 |
148 |
+11% |
|
+16% |
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Adjusted operating margin |
34.0% |
31.7% |
+2.3pts |
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34.0% |
31.7% |
+2.3pts |
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+1.8pts |
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Reed Exhibitions has performed well in the first half, with successful major shows and the net cycling in of biennial exhibitions.
Revenues and adjusted operating profits were up 9% and 16% respectively at constant currencies, or 11% and 19% excluding acquisitions and disposals. The strong growth was driven by good performances in annual shows and new launches together with the cycling in of non-annual shows. Excluding cycling and other first half/second half timing effects, underlying revenue growth was 5%. The overall adjusted operating margin improved 2.3 percentage points, largely due to the effect of the significant net cycling in at the show contribution level. The adjusted operating margin in the first half is higher than for the year as a whole due to the seasonality of revenues (2007 full year adjusted operating margin was 24%).
Strong growth was seen across most of the show portfolio with particular success at the PGA Merchandise golf equipment show, the ISC West security show, the National Hardware show and the JCK jewellery show in the US; the SITL transport and logistics show and the Interclima Interconfort heating/cooling systems show in Paris; the Mipim international property show in Cannes; and the London Book Fair. The severe downturn in the Spanish residential property market did however significantly reduce the size of the SIMA residential property show in Madrid. The most significant non-annual show cycling in was the Mostra Convegno Expocomfort show in Milan. In Japan, M-Tech and other technology shows performed particularly strongly. The Brazilian joint venture established last year is developing strongly and the growth experienced in the Salao de Automovel exhibition was amongst the highest in the portfolio.
During the first half Reed Exhibitions launched fourteen new shows including the very successful Photovoltaic Power Generation event in Tokyo and acquired six others, expanding its footprint in the Middle East, Russia, India and China. The sale of the defence sector shows was completed in May 2008. This will exaggerate the year on year impact of show cycling in 2009 and beyond with no 'odd' year DSEi show to balance the 'even' year benefit of Mostra Convegno and other biennial shows.
The exhibitions business has performed well given the uncertain economic environment. Whilst the exhibition business is affected by economic cycles, the importance of the individual shows to the industries they serve, the late-cycle nature of the business and the broad sector and geographic spread have historically provided some resilience. With the majority of exhibition revenue in the first half, and good visibility on exhibitor demand for the second half, the outlook for the year remains good.
Discontinued operations - Reed Business Information
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2008 |
2007 |
Change % |
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Change |
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Revenue |
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UK |
153 |
144 |
+6% |
|
197 |
213 |
-8% |
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+6% |
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US |
139 |
140 |
-1% |
|
179 |
208 |
-14% |
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-1% |
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NL |
100 |
88 |
+14% |
|
129 |
130 |
-1% |
|
-2% |
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International |
92 |
73 |
+26% |
|
119 |
108 |
+10% |
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+10% |
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|
484 |
445 |
+9% |
|
624 |
659 |
-5% |
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+3% |
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Adjusted operating profit |
62 |
55 |
+13% |
|
80 |
81 |
-1% |
|
+7% |
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Adjusted operating margin |
12.8% |
12.3% |
+0.5pts |
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12.8% |
12.3% |
+0.5pts |
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+0.5pts |
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Following announcement in February 2008 of the planned divestment of Reed Business Information, the division is presented as a discontinued operation.
Reed Business Information has performed well in the first half, with rapid growth in online information services more than compensating for print declines. Tight cost management has allowed the business to invest further in online opportunities whilst delivering margin improvement.
Revenue and adjusted operating profits increased by 3% and 7% respectively at constant currencies, or 2% and 6% before acquisitions and disposals. Continued strong growth in online services of 20% more than compensated for a 4% decline in print as the business migrates online. Online revenues now contribute 34% of RBI's revenues.
In the UK, underlying revenues were up 5% reflecting strong growth in online sales, up 16% and which now represent over 50% of total RBI UK revenue. Totaljobs, the leading UK recruitment site, continued its rapid growth with revenues up 31%. Whilst some weakness has been seen in sectors such as property and technology, overall momentum is encouraging driven by the growing demand for online services which provide quicker and easier access to more comprehensive and searchable data for users and increased marketing effectiveness for advertisers. In addition to organic development, RBI UK has made a number of small acquisitions in the first half to further develop its online services to the energy, aerospace and personnel verticals as well as in horizontal RFQ matching of vendors and buyers.
In the US, RBI underlying revenue was 1% lower, with online revenue growing strongly, up 15%, offset by a 7% decline in print which was exacerbated by the effect on the media group of the film and TV screenwriters' strike. The BuyerZone RFQ business, matching vendors and buyers in procurement tendering, continued to grow rapidly and the construction data business had a solid first half with growing traction of its online lead generation services. Advertising revenues grew strongly across community sites, up 19%, with their mix of professional content, community interaction and online tools proving attractive for both users and advertisers.
In the Netherlands, underlying revenue growth was 2%, with online revenues up 19% against a 1% decline in the print business which benefits from a higher proportion of subscription and circulation revenues than in other RBI geographies. Online advertising growth was 33% driven by recruitment and lead generation services. In the International business (rest of Europe and Asia Pacific), underlying revenue growth was 3% with online revenues up 30%, with particularly strong growth from the online directory search business, more than offsetting a 3% decline in print. The first half saw launch activity in Japan and India as well as two small acquisitions to build scale in Spain and France and expand online tendering services.
The outlook for Reed Business Information is positive. Whilst seeing some general uncertainty in markets such as property, retail and construction, RBI is seeing no significant overall shift in market trends with continued strong growth in online services. Given the uncertain economic outlook, RBI remains vigilant to market developments. Continued cost actions are expected to deliver overall margin improvement after additional investment in expanding online services.
Financial review
REED ELSEVIER COMBINED BUSINESSES
Currency
The average exchange rates in the first half saw the euro strengthen 15% against both the US dollar and sterling, with a favourable effect on translation of reported growth rates expressed in sterling and an adverse effect on growth rates expressed in euros.
Income statement
Revenue from continuing operations (ie excluding Reed Business Information (RBI) and Harcourt Education) at £1,970m/€2,541m increased by 10% expressed in sterling and was 4% lower when expressed in euros. At constant exchange rates, revenue was 5% higher, or 6% higher before acquisitions and disposals.
Reported figures
Continuing operations
Reported operating profit from continuing operations, after amortisation of acquired intangible assets, exceptional restructuring and acquisition integration costs, at £401m/€517m, was up 8% in sterling and 6% lower in euros. The movements reflect the strong underlying operating performance less the costs of the restructuring programme, and currency translation effects.
The amortisation charge in respect of acquired intangible assets, including the share of amortisation in joint ventures, amounted to £105m/€135m, up £10m in sterling as a result of recent acquisitions, and down €6m in euros reflecting currency translation effects.
Exceptional costs incurred to date in respect of the restructuring programme announced in February 2008 amounted to £39m/€50m, principally in respect of severance, outsourcing migration costs and associated property costs.
Acquisition integration costs amounted to £6m/€8m (2007: £5m/€7m). Disposals and other non operating items comprise gains on disposals of businesses and investments of £11m/€14m and fair value increases in the portfolio of venture capital investments of £5m/€6m.
The reported profit before tax, including amortisation of acquired intangible assets, exceptional restructuring and acquisition integration costs, and non operating items, at £350m/€451m, was up 14% expressed in sterling and down 1% expressed in euros compared to the 2007 first half.
The reported tax charge of £76m/€98m compares with a charge of £76m/€112m in the prior first half.
Discontinued operations
The reported operating profit of RBI of £47m/€61m was up £6m/€nil on the prior year, principally reflecting the underlying operating performance and the cessation of amortisation of intangible assets following the divestment announcement.
The gain on the disposal of discontinued operations was £56m/€57m, principally on the disposal of Harcourt Assessment (2007: £74m/€113m, on sale of Harcourt Education International businesses), after £27m/€54m of recycled cumulative currency translation losses since the adoption of IFRS previously taken to reserves. Taxes on the disposals were £48m/€62m (2007: £2m/€3m).
Total operations
The reported attributable profit of £309m/€383m compares with a reported attributable profit of £311m/€464m in the first half of 2007, reflecting the strong operating performance, the respective first half disposals of Harcourt Education businesses and currency translation effects.
Adjusted figures
Adjusted figures are used by Reed Elsevier as additional performance measures and are stated before amortisation of acquired intangible assets, exceptional restructuring and acquisition integration costs, and, in respect of earnings, reflect a tax rate that excludes the effect of movements in deferred taxation assets and liabilities that are not expected to crystallise in the near term. Exceptional restructuring costs relate to the major restructuring programme announced in February 2008. Profit and loss on disposals and other non operating items are also excluded from the adjusted figures. Comparison at constant exchange rates uses 2007 full year average and hedge exchange rates.
Continuing operations
Adjusted operating profit for the continuing operations, at £557m/€718m, was up 17% expressed in sterling and up 2% in euros. At constant exchange rates, adjusted operating profits were up 12%, or 11% before acquisitions and disposals.
The net pension expense (excluding the unallocated net pension financing credit) was £21m/€27m (2007: £24m/€36m) reflecting higher discount rates and lower pension curtailment credits. The net pension financing credit was £20m/€26m (2007: £19m/€28m). The charge for share based payments was £18m/€23m (2007: £15m/€22m). Restructuring costs, other than in respect of the exceptional restructuring programme announced in February and acquisition integration, were £4m/€5m (2007: £5m/€7m).
Overall adjusted operating margin for the continuing businesses was up 1.8 percentage points (1.4 percentage points underlying) at 28.3% reflecting the benefits of good revenue growth and cost efficiency.
Net finance costs, at £67m/€86m, were £3m/€18m lower than in the prior first half reflecting free cash flow less acquisition financing and, when expressed in euros, currency translation effects. The financing costs of share repurchases were offset by the benefit of the Harcourt Education proceeds prior to the return of net proceeds to shareholders.
Adjusted profit before tax from continuing operations was £490m/€632m, up 21% compared to the prior first half expressed in sterling and 6% in euros. At constant exchange rates, adjusted profit before tax grew by 15%.
The effective tax rate on adjusted profit before tax for the continuing businesses, at 23%, was similar to the rate in 2007. The effective tax rate on adjusted profit before tax excludes movements in deferred taxation assets and liabilities that are not expected to crystallise in the near term, and more closely aligns with cash tax costs. Adjusted operating profits and taxation are also grossed up for the equity share of taxes in joint ventures.
The adjusted profit from continuing operations attributable to shareholders of £378m/€487m was up 21% compared to the prior first half expressed in sterling and 5% in euros. At constant exchange rates, adjusted profit attributable to shareholders was up 15% for continuing operations.
Discontinued operations
Adjusted operating profit from discontinued operations was £62m/€80m, up £19m/€17m from the prior first half, reflecting the underlying performance of RBI and the absence of the first half seasonal losses of Harcourt Education.
Total operations
The adjusted profit attributable to shareholders, including discontinued operations, was £421m/€543m, up 24% expressed in sterling and 8% expressed in euros. At constant exchange rates, adjusted profit attributable to shareholders from total operations was up 17%. The effective tax rate on the profit from total operations, at 24%, was similar to the effective rate for 2007.
The adjusted profit before tax for total operations if stated including the adjusted operating profits of discontinued operations would have been £552m/ €712m in the first half, compared to £448m/€662m in the prior first half.
Cash flows and debt
Adjusted operating cash flow from continuing operations was £523m/€675m, up 23% on the prior first half expressed in sterling and up 7% in euros, or up 16% at constant currencies. The rate of conversion of adjusted operating profits into cash flow for continuing businesses in the first half was 94% (2007: 90%). The first half cash flow conversion is somewhat variable reflecting the seasonality of operating cash flows particularly in relation to advance subscription receipts and exhibition deposits, and the timing of capital spend.
Capital expenditure included within adjusted operating cash flow from continuing operations was £56m/€72m (2007: £56m/€83m), including £43m/€55m in respect of capitalised development costs included within intangible assets.
Free cash flow from continuing operations - after interest and taxation - was £376m/€485m, up £125m/€114m on the prior first half, largely due to the stronger operating cash flow performance and the higher taxes paid in the prior first half (reversal of earlier favourable timing).
Dividends paid to shareholders in the first half, relating to the 2007 final dividend, amounted to £298m/€385m (2007: £299m/€443m). The special distribution paid to shareholders in January 2008 from the proceeds of the Harcourt disposal amounted to £2,013m/€2,690m (including £27m/€35m paid to the employee benefit trust). Share repurchases by the parent companies amounted to £39m/€50m. Shares of the parent companies purchased by the employee benefit trust to meet future obligations in respect of share based remuneration amounted to £55m/€71m. Net proceeds from the exercise of share options were £45m/€58m.
Spend on acquisitions in the continuing operations was £125m/€161m, including £22m/€28m in respect of prior year acquisitions. Including deferred consideration payable, an amount of £83m/€105m was capitalised as acquired intangible assets and £34m/€43m as goodwill. Acquisition integration spend in respect of these and other recent acquisitions amounted to £7m/€9m. Exceptional restructuring spend in relation to the restructuring programme announced in February 2008 was £14m/€18m.
Free cash flow from discontinued operations was £34m/€43m. Proceeds from the sale of discontinued operations in the first half were £319m/€430m and taxes paid on completed disposal, were £249m/€321m. Other non-operating cash out flows of discontinued operations were £100m/€129m relating to acquisition spend, transaction costs and transition costs, including reorganisation and separation.
Net borrowings at 30 June 2008 were £2,579m/ €3,250m, an increase of £2,087m/€2,581m since 31 December 2007, principally reflecting the payment of the special distribution, the 2007 final dividend, share repurchases and acquisition spend, partly offset by the free cash flow from continuing operations, proceeds from the exercise of share options and disposals, and cash flows from discontinued operations. Expressed in sterling, currency translation differences increased net borrowings by £11m, reflecting the impact of the strengthening of the euro over the period on euro denominated net debt. Expressed in euros, currency translation differences decreased net borrowings by €171m, reflecting the strengthening of the euro against predominantly US dollar denominated debt.
Gross borrowings after fair value adjustments at 30 June 2008 amounted to £3,293m/€4,149m, denominated mostly in US dollars. The fair value of related derivative assets was £211m/€265m. Cash balances totalled £503m/€634m. The net pension deficit, i.e. pension obligations less pension assets, at 30 June 2008 was £20m/€25m which compares with a net surplus as at 31 December 2007 of £50m/€68m. The movement principally reflects a decline in asset values since the beginning of the year.
PARENT COMPANIES
For the parent companies, Reed Elsevier PLC and Reed Elsevier NV, adjusted earnings per share for total operations were respectively up 42% at 20.3p (2007: 14.3p) and up 25% at €0.40 (2007: €0.32). At constant rates of exchange, the adjusted earnings per share of both companies increased by 35% over the prior first half.
The first half adjusted earnings per share growth is boosted by the effect of the Harcourt Education sale in that £12m/€18m of seasonal first half losses are not repeated and earnings per share benefits from the 13.4% share consolidation on the return of net proceeds to shareholders in January 2008. This effect will largely reverse in the second half when all the annual operating profits of the Harcourt Education business would have arisen.
The reported earnings per share for Reed Elsevier PLC shareholders was 14.1p (2007: 12.5p) and for Reed Elsevier NV shareholders was €0.28 (2007: €0.30).
From continuing operations, the reported earnings per share for Reed Elsevier PLC was 12.4p (2007: 9.1p) and for Reed Elsevier NV was €0.26 (2007: €0.22).
The equalised interim dividends are 5.3p per share for Reed Elsevier PLC and €0.114 per share for Reed Elsevier NV, 18% higher and unchanged respectively compared with the prior first half. (The difference in growth rates in the equalised dividends reflects the significant strengthening of the euro against sterling since the prior interim dividend declaration date.) Currency considerations aside, the dividend increase reflects the strong first half performance and positive outlook.
On 18 January 2008, the special distribution was paid to shareholders in the equalisation ratio from the estimated net proceeds of the sale of the Harcourt Education division. The distribution was 82.0p per share for Reed Elsevier PLC and €1.767 per share for Reed Elsevier NV and amounted to £2,013m/€2,690m in aggregate.
The special distribution was accompanied by a consolidation of the ordinary share capital of Reed Elsevier PLC and Reed Elsevier NV on the basis of 58 new ordinary shares for every 67 existing ordinary shares. This represented a 13.4% consolidation of ordinary share capital, being the aggregate special distribution expressed as a percentage of the combined market capitalisation of Reed Elsevier PLC and Reed Elsevier NV (excluding the 5.8% indirect equity interest in Reed Elsevier NV held by Reed Elsevier PLC), as at the date of the announcement of the special distribution.
For the purposes of calculating earnings per share, the effective date of the share consolidation is deemed to be 18 January 2008, being the date on which the special distribution was paid.
PRINCIPAL RISKS AND UNCERTAINTIES
The principal risks and uncertainties which could affect the combined businesses for the remainder of the financial year remain unchanged from those set out on pages 88 and 89 of the Reed Elsevier Annual Reports and Financial Statements 2007. Risks include: changes in the acceptability of our products services and prices by our customers; the effect of weaker economic conditions; the adverse impact of new technologies and regulations on our products and services; the failure, interruption or breach of our electronic delivery platforms; the circumvention of our proprietary rights over intellectual property; and the failure of third parties to whom we have outsourced.
Combined income statement
For the six months ended 30 June 2008
|
|
|
|
|
|
£ |
|
|
€ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
Six months ended 30 June |
|||
|
2007 |
2007 |
|
|
2008 |
2007 |
|
2008 |
2007 |
|
3,678 |
5,370 |
|
Revenue - continuing operations |
1,970 |
1,790 |
|
2,541 |
2,649 |
|
(1,339) |
(1,955) |
|
Cost of sales |
(752) |
(686) |
|
(970) |
(1,015) |
|
2,339 |
3,415 |
|
Gross profit |
1,218 |
1,104 |
|
1,571 |
1,634 |
|
(683) |
(998) |
|
Selling and distribution costs |
(364) |
(336) |
|
(469) |
(497) |
|
(875) |
(1,277) |
|
Administration and other expenses |
(465) |
(408) |
|
(600) |
(605) |
|
781 |
1,140 |
|
Operating profit before joint ventures |
389 |
360 |
|
502 |
532 |
|
16 |
23 |
|
Share of results of joint ventures |
12 |
11 |
|
15 |
17 |
|
797 |
1,163 |
|
Operating profit - continuing operations |
401 |
371 |
|
517 |
549 |
|
43 |
63 |
|
Finance income |
25 |
18 |
|
32 |
26 |
|
(182) |
(266) |
|
Finance costs |
(92) |
(88) |
|
(118) |
(130) |
|
(139) |
(203) |
|
Net finance costs |
(67) |
(70) |
|
(86) |
(104) |
|
62 |
91 |
|
Disposals and other non operating items |
16 |
7 |
|
20 |
10 |
|
720 |
1,051 |
|
Profit before tax - continuing operations |
350 |
308 |
|
451 |
455 |
|
109 |
159 |
|
Taxation |
(76) |
(76) |
|
(98) |
(112) |
|
829 |
1,210 |
|
Net profit from continuing operations |
274 |
232 |
|
353 |
343 |
|
374 |
503 |
|
Net profit from discontinued operations |
36 |
80 |
|
31 |
122 |
|
1,203 |
1,713 |
|
Net profit for the period |
310 |
312 |
|
384 |
465 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
1,200 |
1,709 |
|
Parent companies' shareholders |
309 |
311 |
|
383 |
464 |
|
3 |
4 |
|
Minority interests |
1 |
1 |
|
1 |
1 |
|
1,203 |
1,713 |
|
Net profit for the period |
310 |
312 |
|
384 |
465 |
|
|
|
|
|
|
|
|
|
|
Net profit from discontinued operations is analysed in note 3.
Adjusted profit figures are presented in note 6 as additional performance measures.
Combined cash flow statement
For the six months ended 30 June 2008
|
|
|
|
|
|
£ |
|
|
€ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
Six months ended 30 June |
|||
|
2007 £m |
2007 €m |
|
|
2008 £m |
2007 £m |
|
2008 €m |
2007 €m |
|
|
|
|
||||||
|
|
|
|
Cash flows from operating activities - |
|
|
|
|
|
|
1,066 |
1,556 |
|
Cash generated from operations |
544 |
466 |
|
702 |
689 |
|
26 |
38 |
|
Interest received |
29 |
13 |
|
37 |
19 |
|
(174) |
(254) |
|
Interest paid |
(86) |
(68) |
|
(111) |
(101) |
|
(212) |
(310) |
|
Tax paid |
(84) |
(120) |
|
(108) |
(177) |
|
706 |
1,030 |
|
Net cash from operating activities |
403 |
291 |
|
520 |
430 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities - |
|
|
|
|
|
|
(272) |
(397) |
|
Acquisitions |
(125) |
(206) |
|
(161) |
(305) |
|
(52) |
(76) |
|
Purchases of property, plant and equipment |
(13) |
(19) |
|
(17) |
(28) |
|
(71) |
(104) |
|
Expenditure on internally developed |
(43) |
(37) |
|
(55) |
(55) |
|
(4) |
(6) |
|
Purchase of investments |
- |
(3) |
|
- |
(4) |
|
3 |
5 |
|
Proceeds from disposals of property, |
1 |
- |
|
1 |
- |
|
79 |
115 |
|
Proceeds from other disposals |
20 |
3 |
|
26 |
4 |
|
12 |
18 |
|
Dividends received from joint ventures |
13 |
10 |
|
17 |
15 |
|
(305) |
(445) |
|
Net cash used in investing activities |
(147) |
(252) |
|
(189) |
(373) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities - |
|
|
|
|
|
|
(416) |
(607) |
|
Dividends paid to shareholders of the |
(2,284) |
(299) |
|
(3,040) |
(443) |
|
111 |
163 |
|
(Decrease)/increase in bank loans, overdrafts and |
(11) |
293 |
|
(14) |
433 |
|
276 |
403 |
|
Issuance of other loans |
73 |
148 |
|
94 |
219 |
|
(311) |
(454) |
|
Repayment of other loans |
- |
(152) |
|
- |
(225) |
|
(12) |
(18) |
|
Repayment of finance leases |
(3) |
(5) |
|
(4) |
(7) |
|
- |
- |
|
Redemption of debt related derivative financial instrument |
10 |
- |
|
13 |
- |
|
177 |
258 |
|
Proceeds on issue of ordinary shares |
45 |
156 |
|
58 |
231 |
|
(273) |
(399) |
|
Purchase of treasury shares |
(94) |
(61) |
|
(121) |
(90) |
|
(448) |
(654) |
|
Net cash (used in)/from financing activities |
(2,264) |
80 |
|
(3,014) |
118 |
|
|
|
|
|
|
|
|
|
|
|
1,964 |
2,750 |
|
Net cash from/(used in) discontinued operations |
4 |
(66) |
|
23 |
(97) |
|
|
|
|
|
|
|
|
|
|
|
1,917 |
2,681 |
|
(Decrease)/increase in cash and cash equivalents |
(2,004) |
53 |
|
(2,660) |
78 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Movement in cash and cash equivalents |
|
|
|
|
|
|
519 |
774 |
|
At start of period |
2,467 |
519 |
|
3,355 |
774 |
|
1,917 |
2,681 |
|
(Decrease)/increase in cash and cash equivalents |
(2,004) |
53 |
|
(2,660) |
78 |
|
31 |
(100) |
|
Exchange translation differences |
40 |
(2) |
|
(61) |
(3) |
|
2,467 |
3,355 |
|
At end of period |
503 |
570 |
|
634 |
849 |
|
|
|
|
|
|
|
|
|
|
Net cash from discontinued operations is analysed in note 3.
Adjusted operating cash flow figures are presented in note 6 as additional performance measures.
Combined balance sheet
As at 30 June 2008
|
|
|
|
|
|
£ |
|
|
€ |
|
As at 31 December |
|
|
As at 30 June |
|
As at 30 June |
|||
|
2007 £m |
2007 €m |
|
|
2008 £m |
2007 £m |
|
2008 €m |
2007 €m |
|
|
|
|
||||||
|
|
|
|
Non-current assets |
|
|
|
|
|
|
2,462 |
3,348 |
|
Goodwill |
2,307 |
2,414 |
|
2,907 |
3,597 |
|
2,089 |
2,841 |
|
Intangible assets |
1,910 |
2,106 |
|
2,407 |
3,138 |
|
116 |
158 |
|
Investments in joint ventures |
126 |
103 |
|
159 |
154 |
|
111 |
151 |
|
Other investments |
106 |
54 |
|
133 |
80 |
|
239 |
325 |
|
Property, plant and equipment |
168 |
235 |
|
212 |
350 |
|
183 |
249 |
|
Net pension assets |
103 |
317 |
|
130 |
472 |
|
141 |
192 |
|
Deferred tax assets |
87 |
82 |
|
109 |
122 |
|
5,341 |
7,264 |
|
|
4,807 |
5,311 |
|
6,057 |
7,913 |
|
|
|
|
Current assets |
|
|
|
|
|
|
271 |
368 |
|
Inventories and pre-publication costs |
277 |
256 |
|
349 |
382 |
|
1,148 |
1,561 |
|
Trade and other receivables |
761 |
833 |
|
959 |
1,241 |
|
210 |
286 |
|
Derivative financial instruments |
255 |
165 |
|
321 |
246 |
|
2,467 |
3,355 |
|
Cash and cash equivalents |
503 |
570 |
|
634 |
849 |
|
4,096 |
5,570 |
|
|
1,796 |
1,824 |
|
2,263 |
2,718 |
|
341 |
464 |
|
Assets held for sale |
817 |
1,585 |
|
1,029 |
2,362 |
|
9,778 |
13,298 |
|
Total assets |
7,420 |
8,720 |
|
9,349 |
12,993 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
1,966 |
2,674 |
|
Trade and other payables |
1,417 |
1,508 |
|
1,785 |
2,246 |
|
22 |
30 |
|
Derivative financial instruments |
33 |
39 |
|
42 |
58 |
|
1,127 |
1,533 |
|
Borrowings |
1,185 |
1,034 |
|
1,493 |
1,541 |
|
752 |
1,023 |
|
Taxation |
564 |
395 |
|
710 |
589 |
|
3,867 |
5,260 |
|
|
3,199 |
2,976 |
|
4,030 |
4,434 |
|
|
|
|
Non-current liabilities |
|
|
|
|
|
|
2,002 |
2,723 |
|
Borrowings |
2,108 |
2,141 |
|
2,656 |
3,190 |
|
695 |
945 |
|
Deferred tax liabilities |
611 |
780 |
|
770 |
1,162 |
|
133 |
181 |
|
Net pension obligations |
123 |
121 |
|
155 |
180 |
|
21 |
28 |
|
Provisions |
42 |
23 |
|
53 |
36 |
|
2,851 |
3,877 |
|
|
2,884 |
3,065 |
|
3,634 |
4,568 |
|
84 |
114 |
|
Liabilities associated with assets held for sale |
411 |
319 |
|
518 |
475 |
|
6,802 |
9,251 |
|
Total liabilities |
6,494 |
6,360 |
|
8,182 |
9,477 |
|
2,976 |
4,047 |
|
Net assets |
926 |
2,360 |
|
1,167 |
3,516 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital and reserves |
|
|
|
|
|
|
197 |
268 |
|
Combined share capitals |
200 |
194 |
|
252 |
289 |
|
2,143 |
2,914 |
|
Combined share premiums |
2,267 |
2,033 |
|
2,856 |
3,029 |
|
(619) |
(842) |
|
Combined shares held in treasury |
(723) |
(392) |
|
(911) |
(584) |
|
(145) |
(170) |
|
Translation reserve |
(177) |
(176) |
|
(140) |
(260) |
|
1,389 |
1,862 |
|
Other combined reserves |
(651) |
688 |
|
(903) |
1,023 |
|
2,965 |
4,032 |
|
Combined shareholders' equity |
916 |
2,347 |
|
1,154 |
3,497 |
|
11 |
15 |
|
Minority interests |
10 |
13 |
|
13 |
19 |
|
2,976 |
4,047 |
|
Total equity |
926 |
2,360 |
|
1,167 |
3,516 |
|
|
|
|
|
|
|
|
|
|
Approved by the boards of Reed Elsevier PLC and Reed Elsevier NV, 30 July 2008.
Combined statement of recognised income and expense
For the six months ended 30 June 2008
|
|
|
|
|
|
£ |
|
|
€ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
Six months ended 30 June |
|||
|
2007 £m |
2007 €m |
|
|
2008 £m |
2007 £m |
|
2008 €m |
2007 €m |
|
|
|
|
||||||
|
1,203 |
1,713 |
|
Net profit for the period |
310 |
312 |
|
384 |
465 |
|
|
|
|
|
|
|
|
|
|
|
(33) |
(350) |
|
Exchange differences on translation of |
29 |
(41) |
|
(106) |
(57) |
|
224 |
327 |
|
Actuarial (losses)/gains on defined benefit pension schemes |
(119) |
388 |
|
(154) |
574 |
|
- |
- |
|
Fair value movements on available for sale investments |
(1) |
- |
|
(1) |
- |
|
3 |
4 |
|
Fair value movements on cash flow hedges |
1 |
12 |
|
1 |
18 |
|
(50) |
(73) |
|
Tax recognised directly in equity |
25 |
(96) |
|
32 |
(142) |
|
144 |
(92) |
|
Net (expense)/income recognised directly |
(65) |
263 |
|
(228) |
393 |
|
|
|
|
|
|
|
|
|
|
|
148 |
206 |
|
Cumulative exchange differences on disposal of foreign operations |
27 |
1 |
|
54 |
(2) |
|
(7) |
(10) |
|
Cumulative fair value movements on disposal of available for sale investments |
- |
(1) |
|
- |
(1) |
|
(20) |
(29) |
|
Transfer to net profit from hedge reserve (net of tax) |
(9) |
(10) |
|
(12) |
(15) |
|
1,468 |
1,788 |
|
Total recognised income and expense |
263 |
565 |
|
198 |
840 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
1,465 |
1,784 |
|
Parent companies' shareholders |
262 |
564 |
|
197 |
839 |
|
3 |
4 |
|
Minority interests |
1 |
1 |
|
1 |
1 |
|
1,468 |
1,788 |
|
Total recognised income and expense |
263 |
565 |
|
198 |
840 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Combined reconciliation of shareholders' equity
For the six months ended 30 June 2008
|
|
|
|
|
|
£ |
|
|
€ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
Six months ended 30 June |
|||
|
2007 £m |
2007 €m |
|
|
2008 £m |
2007 £m |
|
2008 €m |
2007 €m |
|
|
|
|
||||||
|
1,465 |
1,784 |
|
Total recognised net income attributable to the parent companies' shareholders |
262 |
564 |
|
197 |
839 |
|
(416) |
(607) |
|
Dividends declared |
(2,284) |
(299) |
|
(3,040) |
(443) |
|
177 |
258 |
|
Issue of ordinary shares, net of expenses |
45 |
156 |
|
58 |
231 |
|
(273) |
(399) |
|
Increase in shares held in treasury |
(94) |
(61) |
|
(121) |
(90) |
|
46 |
67 |
|
Increase in share based remuneration reserve |
22 |
21 |
|
28 |
31 |
|
999 |
1,103 |
|
Net (decrease)/increase in combined shareholders' equity |
(2,049) |
381 |
|
(2,878) |
568 |
|
1,966 |
2,929 |
|
Combined shareholders' equity at start of period |
2,965 |
1,966 |
|
4,032 |
2,929 |
|
2,965 |
4,032 |
|
Combined shareholders' equity at end of period |
916 |
2,347 |
|
1,154 |
3,497 |
|
|
|
|
|
|
|
|
|
|
Notes to the combined financial information
1 Basis of preparation
The Reed Elsevier combined financial information ('the combined financial information') represents the combined interests of the Reed Elsevier PLC and Reed Elsevier NV shareholders and encompasses the businesses of Reed Elsevier Group plc and Elsevier Reed Finance BV and their respective subsidiaries, associates and joint ventures, together with the two parent companies, Reed Elsevier PLC and Reed Elsevier NV ('the combined businesses').
The combined financial information, presented in condensed form, has been prepared in accordance with IAS34 - Interim Financial Reporting and the Reed Elsevier accounting policies. The Reed Elsevier accounting policies are in accordance with International Financial Reporting Standards ('IFRS') as adopted by the European Union and as issued by the International Accounting Standards Board, and are set out in the Reed Elsevier Annual Reports and Financial Statements 2007 on pages 96 to 100. Financial information is presented in both sterling and euros.
The combined financial information for the six months ended 30 June 2008 and the comparative amounts to 30 June 2007 are unaudited but have been reviewed by the auditors. The combined financial information for the year ended 31 December 2007
has been abridged from the Reed Elsevier Annual Reports and Financial Statements 2007, which received an unqualified audit report.
2 Segment analysis
Reed Business Information, previously presented within the Reed Business segment, has been classified as a discontinued operation and its results for the period are presented in note 3. Reed Exhibitions, previously presented within the Reed Business segment, is presented as a separate business segment.
Revenue - continuing operations
|
|
|
|
|
|
£ |
|
|
€ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
Six months ended 30 June |
|||
|
2007 £m |
2007 €m |
|
|
2008 £m |
2007 £m |
|
2008 €m |
2007 €m |
|
|
|
|
||||||
|
|
|
|
Business segment |
|
|
|
|
|
|
1,507 |
2,200 |
|
Elsevier |
771 |
711 |
|
995 |
1,052 |
|
1,594 |
2,328 |
|
LexisNexis |
822 |
764 |
|
1,060 |
1,131 |
|
577 |
842 |
|
Reed Exhibitions |
377 |
315 |
|
486 |
466 |
|
3,678 |
5,370 |
|
Total |
1,970 |
1,790 |
|
2,541 |
2,649 |
|
|
|
|
Geographical origin |
|
|
|
|
|
|
1,856 |
2,710 |
|
North America |
961 |
905 |
|
1,240 |
1,339 |
|
617 |
901 |
|
United Kingdom |
289 |
278 |
|
373 |
411 |
|
324 |
473 |
|
The Netherlands |
195 |
175 |
|
251 |
259 |
|
598 |
873 |
|
Rest of Europe |
366 |
287 |
|
472 |
425 |
|
283 |
413 |
|
Rest of world |
159 |
145 |
|
205 |
215 |
|
3,678 |
5,370 |
|
Total |
1,970 |
1,790 |
|
2,541 |
2,649 |
|
|
|
|
Geographical market |
|
|
|
|
|
|
1,932 |
2,821 |
|
North America |
1,000 |
950 |
|
1,290 |
1,406 |
|
377 |
550 |
|
United Kingdom |
162 |
175 |
|
209 |
259 |
|
36 |
53 |
|
The Netherlands |
20 |
17 |
|
26 |
25 |
|
749 |
1,093 |
|
Rest of Europe |
457 |
358 |
|
589 |
530 |
|
584 |
853 |
|
Rest of world |
331 |
290 |
|
427 |
429 |
|
3,678 |
5,370 |
|
Total |
1,970 |
1,790 |
|
2,541 |
2,649 |
|
|
|
|
|
|
|
|
|
|
Adjusted operating profit - continuing operations
|
|
|
|
|
|
£ |
|
|
€ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
Six months ended 30 June |
|||
|
2007 £m |
2007 €m |
|
|
2008 £m |
2007 £m |
|
2008 €m |
2007 €m |
|
|
|
|
||||||
|
|
|
|
Business segment |
|
|
|
|
|
|
477 |
696 |
|
Elsevier |
236 |
201 |
|
304 |
298 |
|
406 |
593 |
|
LexisNexis |
194 |
176 |
|
250 |
260 |
|
139 |
203 |
|
Reed Exhibitions |
128 |
100 |
|
165 |
148 |
|
1,022 |
1,492 |
|
Subtotal |
558 |
477 |
|
719 |
706 |
|
(45) |
(66) |
|
Corporate costs |
(21) |
(21) |
|
(27) |
(31) |
|
39 |
57 |
|
Unallocated net pension credit |
20 |
19 |
|
26 |
28 |
|
1,016 |
1,483 |
|
Total |
557 |
475 |
|
718 |
703 |
|
|
|
|
Geographical origin |
|
|
|
|
|
|
473 |
690 |
|
North America |
232 |
201 |
|
299 |
297 |
|
171 |
250 |
|
United Kingdom |
87 |
64 |
|
112 |
95 |
|
155 |
226 |
|
The Netherlands |
90 |
92 |
|
116 |
136 |
|
157 |
229 |
|
Rest of Europe |
112 |
79 |
|
145 |
117 |
|
60 |
88 |
|
Rest of world |
36 |
39 |
|
46 |
58 |
|
1,016 |
1,483 |
|
Total |
557 |
475 |
|
718 |
703 |
|
|
|
|
|
|
|
|
|
|
Adjusted operating profit figures are presented as additional performance measures. They are stated before the amortisation of acquired intangible assets, exceptional restructuring and acquisition integration costs, and are grossed up to exclude the equity share of taxes in joint ventures. Adjusted figures are reconciled to the reported figures in note 6. The unallocated net pension credit of £20m/€26m (2007: £19m/€28m) comprises the expected return on pension scheme assets of £108m/€139m (2007: £98m/€145m) less interest on pension scheme liabilities of £88m/€113m (2007: £79m/€117m).
Operating profit - continuing operations
|
|
|
|
|
|
£ |
|
|
€ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
Six months ended 30 June |
|||
|
2007 £m |
2007 €m |
|
|
2008 £m |
2007 £m |
|
2008 €m |
2007 €m |
|
|
|
|
||||||
|
|
|
|
Business segment |
|
|
|
|
|
|
410 |
598 |
|
Elsevier |
183 |
168 |
|
236 |
249 |
|
287 |
419 |
|
LexisNexis |
116 |
120 |
|
150 |
178 |
|
106 |
155 |
|
Reed Exhibitions |
108 |
85 |
|
139 |
125 |
|
803 |
1,172 |
|
Subtotal |
407 |
373 |
|
525 |
552 |
|
(45) |
(66) |
|
Corporate costs |
(26) |
(21) |
|
(34) |
(31) |
|
39 |
57 |
|
Unallocated net pension credit |
20 |
19 |
|
26 |
28 |
|
797 |
1,163 |
|
Total |
401 |
371 |
|
517 |
549 |
|
|
|
|
Geographical origin |
|
|
|
|
|
|
334 |
488 |
|
North America |
135 |
133 |
|
174 |
197 |
|
146 |
213 |
|
United Kingdom |
71 |
52 |
|
92 |
77 |
|
155 |
226 |
|
The Netherlands |
82 |
92 |
|
106 |
136 |
|
109 |
159 |
|
Rest of Europe |
81 |
57 |
|
104 |
84 |
|
53 |
77 |
|
Rest of world |
32 |
37 |
|
41 |
55 |
|
797 |
1,163 |
|
Total |
401 |
371 |
|
517 |
549 |
|
|
|
|
|
|
|
|
|
|
Share of post-tax results of joint ventures of £12m/€15m (2007: £11m/€17m) included in operating profit comprises £2m/€2m (2007: £2m/€3m) relating to LexisNexis and £10m/€13m (2007: £9m/€14m) relating to Reed Exhibitions.
3 Discontinued operations
Discontinued operations comprise the results of Reed Business Information ('RBI'), the planned divestment of which was announced in February 2008, and the Harcourt Education division. The disposal of the Harcourt Education International business completed in May and August 2007; the disposal of the Harcourt US K-12 Education business completed in December 2007; and the disposal of the Harcourt Assessment business completed in January 2008.
Net profit from discontinued operations
|
|
|
|
|
|
£ |
|
|
€ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
Six months ended 30 June |
|||
|
2007 £m |
2007 €m |
|
|
2008 £m |
2007 £m |
|
2008 €m |
2007 €m |
|
|
|
|
||||||
|
1,658 |
2,421 |
|
Revenue |
496 |
767 |
|
640 |
1,136 |
|
(1,455) |
(2,124) |
|
Operating costs |
(449) |
(748) |
|
(579) |
(1,108) |
|
203 |
297 |
|
Operating profit and profit before tax |
47 |
19 |
|
61 |
28 |
|
(61) |
(89) |
|
Taxation |
(19) |
(11) |
|
(25) |
(16) |
|
142 |
208 |
|
Profit after taxation |
28 |
8 |
|
36 |
12 |
|
612 |
850 |
|
Gain on disposals |
56 |
74 |
|
57 |
113 |
|
(380) |
(555) |
|
Tax on disposals |
(48) |
(2) |
|
(62) |
(3) |
|
374 |
503 |
|
Net profit from discontinued operations |
36 |
80 |
|
31 |
122 |
|
|
|
|
|
|
|
|
|
|
Revenue, adjusted operating profit and operating profit from discontinued operations
|
|
|
|
|
|
£ |
|
|
€ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
Six months ended 30 June |
|||
|
2007 £m |
2007 €m |
|
|
2008 £m |
2007 £m |
|
2008 €m |
2007 €m |
|
|
|
|
||||||
|
|
|
|
Revenue |
|
|
|
|
|
|
906 |
1,323 |
|
Reed Business Information |
484 |
445 |
|
624 |
659 |
|
752 |
1,098 |
|
Harcourt Education |
12 |
322 |
|
16 |
477 |
|
1,658 |
2,421 |
|
Total |
496 |
767 |
|
640 |
1,136 |
|
|
|
|
Adjusted operating profit/(loss) |
|
|
|
|
|
|
121 |
177 |
|
Reed Business Information |
62 |
55 |
|
80 |
81 |
|
121 |
177 |
|
Harcourt Education |
- |
(12) |
|
- |
(18) |
|
242 |
354 |
|
Total |
62 |
43 |
|
80 |
63 |
|
|
|
|
Operating profit/(loss) |
|
|
|
|
|
|
91 |
133 |
|
Reed Business Information |
47 |
41 |
|
61 |
61 |
|
112 |
164 |
|
Harcourt Education |
- |
(22) |
|
- |
(33) |
|
203 |
297 |
|
Total |
47 |
19 |
|
61 |
28 |
|
|
|
|
|
|
|
|
|
|
Operating profit is stated after amortisation of acquired intangible assets of £4m/€5m (2007: £23m/€34m); exceptional restructuring costs of £7m/€9m (2007: nil); and acquisition integration costs of £4m/€5m (2007: £1m/€1m).
The gain on disposals of discontinued operations in 2008 relates principally to the sale of Harcourt Assessment, which completed in January 2008.
Cash flows from discontinued operations
|
|
|
|
|
|
£ |
|
|
€ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
Six months ended 30 June |
|||
|
2007 £m |
2007 €m |
|
|
2008 £m |
2007 £m |
|
2008 €m |
2007 €m |
|
|
|
|
||||||
|
158 |
231 |
|
Net cash flow from operating activities |
37 |
(122) |
|
48 |
(180) |
|
1,806 |
2,519 |
|
Net cash flow from investing activities |
(33) |
56 |
|
(25) |
83 |
|
- |
- |
|
Net cash flow from financing activities |
- |
- |
|
- |
- |
|
1,964 |
2,750 |
|
Net movement in cash and cash equivalents |
4 |
(66) |
|
23 |
(97) |
|
|
|
|
|
|
|
|
|
|
Net cash flow from investing activities includes proceeds on the completed disposals of £319m/€430m (2007: £141m/€209m) and taxes paid on completed disposals of £249m/€321m. Cash and cash equivalents disposed was nil (2007: £6m/€9m).
4 Assets and liabilities held for sale
The major classes of assets and liabilities of operations classified as held for sale, principally as at 30 June 2008 Reed Business Information, and as at 30 June and 31 December 2007 Harcourt Education, are as follows:
|
|
|
|
|
|
£ |
|
|
€ |
|
As at 31 December |
|
|
As at 30 June |
|
As at 30 June |
|||
|
2007 £m |
2007 €m |
|
|
2008 £m |
2007 £m |
|
2008 €m |
2007 €m |
|
|
|
|
||||||
|
117 |
160 |
|
Goodwill |
279 |
395 |
|
352 |
588 |
|
89 |
121 |
|
Intangible assets |
223 |
483 |
|
281 |
720 |
|
16 |
22 |
|
Property, plant and equipment |
67 |
37 |
|
84 |
55 |
|
54 |
73 |
|
Inventories and pre-publication costs |
7 |
418 |
|
9 |
623 |
|
65 |
88 |
|
Trade and other receivables |
214 |
220 |
|
270 |
328 |
|
- |
- |
|
Deferred tax assets |
27 |
32 |
|
33 |
48 |
|
341 |
464 |
|
Total assets held for sale |
817 |
1,585 |
|
1,029 |
2,362 |
|
|
|
|
|
|
|
|
|
|
|
44 |
60 |
|
Trade and other payables |
334 |
165 |
|
421 |
246 |
|
40 |
54 |
|
Deferred tax liabilities |
77 |
154 |
|
97 |
229 |
|
84 |
114 |
|
Total liabilities associated with assets held for sale |
411 |
319 |
|
518 |
475 |
5 Combined cash flow statement
Reconciliation of operating profit before joint ventures to cash generated from operations - continuing operations
|
|
|
|
|
|
£ |
|
|
€ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
Six months ended 30 June |
|||
|
2007 £m |
2007 €m |
|
|
2008 £m |
2007 £m |
|
2008 €m |
2007 €m |
|
|
|
|
||||||
|
781 |
1,140 |
|
Operating profit before joint ventures |
389 |
360 |
|
502 |
532 |
|
|
|
|
|
|
|
|
|
|
|
192 |
280 |
|
Amortisation of acquired intangible assets |
104 |
95 |
|
134 |
141 |
|
63 |
92 |
|
Amortisation of internally developed intangible assets |
34 |
34 |
|
44 |
50 |
|
62 |
91 |
|
Depreciation of property, plant and equipment |
31 |
31 |
|
40 |
46 |
|
32 |
46 |
|
Share based remuneration |
18 |
15 |
|
23 |
22 |
|
349 |
509 |
|
Total non cash items |
187 |
175 |
|
241 |
259 |
|
(64) |
(93) |
|
Movement in working capital |
(32) |
(69) |
|
(41) |
(102) |
|
1,066 |
1,556 |
|
Cash generated from operations |
544 |
466 |
|
702 |
689 |
|
|
|
|
|
|
|
|
|
|
Reconciliation of net borrowings
|
Year ended 31 December |
|
|
|
|
|
|
£ |
|
Six months ended 30 June |
|||||||
|
2007 £m |
|
|
Cash & cash equivalents £m |
Borrowings £m |
Related instruments £m |
2008 £m |
2007 £m |
|
(2,314) |
|
At start of period |
2,467 |
(3,129) |
170 |
(492) |
(2,314) |
|
|
|
|
|
|
|
|
|
|
1,917 |
|
(Decrease)/increase in cash and cash equivalents |
(2,004) |
- |
- |
(2,004) |
53 |
|
(64) |
|
Increase in borrowings |
- |
(59) |
- |
(59) |
(284) |
|
- |
|
Redemption of debt related derivative financial instruments |
- |
- |
(10) |
(10) |
- |
|
1,853 |
|
Changes resulting from cash flows |
(2,004) |
(59) |
(10) |
(2,073) |
(231) |
|
(11) |
|
Inception of finance leases |
- |
(1) |
- |
(1) |
(4) |
|
(2) |
|
Fair value adjustments |
- |
(53) |
51 |
(2) |
- |
|
(18) |
|
Exchange translation differences |
40 |
(51) |
- |
(11) |
31 |
|
(492) |
|
At end of period |
503 |
(3,293) |
211 |
(2,579) |
(2,518) |
|
|
|
|
|
|
|
|
|
|
Year ended 31 December |
|
|
|
|
|
|
€ |
|
Six months ended 30 June |
|||||||
|
2007 €m |
|
|
Cash & cash equivalents €m |
Borrowings €m |
Related instruments €m |
2008 €m |
2007 €m |
|
(3,448) |
|
At start of period |
3,355 |
(4,256) |
232 |
(669) |
(3,448) |
|
|
|
|
|
|
|
|
|
|
2,681 |
|
(Decrease)/increase in cash and cash equivalents |
(2,660) |
- |
- |
(2,660) |
78 |
|
(94) |
|
Increase in borrowings |
- |
(76) |
- |
(76) |
(420) |
|
- |
|
Redemption of debt related derivative financial instruments |
- |
- |
(13) |
(13) |
- |
|
2,587 |
|
Changes resulting from cash flows |
(2,660) |
(76) |
(13) |
(2,749) |
(342) |
|
(16) |
|
Inception of finance leases |
- |
(1) |
- |
(1) |
(6) |
|
(3) |
|
Fair value adjustments |
- |
(68) |
66 |
(2) |
- |
|
211 |
|
Exchange translation differences |
(61) |
252 |
(20) |
171 |
44 |
|
(669) |
|
At end of period |
634 |
(4,149) |
265 |
(3,250) |
(3,752) |
|
|
|
|
|
|
|
|
|
Net borrowings comprise cash and cash equivalents, loan capital, finance leases, promissory notes, bank and other loans, and those derivative financial instruments used to hedge the fair value of fixed rate borrowings.
6 Adjusted figures
Reed Elsevier uses adjusted figures as key performance measures. Adjusted figures are stated before amortisation of acquired intangible assets, exceptional restructuring and acquisition integration costs, disposal gains and losses and other non operating items, related tax effects and movements in deferred taxation assets and liabilities that are not expected to crystallise in the near term. Adjusted operating profits are also grossed up to exclude the equity share of taxes in joint ventures. Exceptional restructuring costs relate to the major restructuring programme announced in February 2008. Adjusted operating cash flow is measured after dividends from joint ventures and net capital expenditure but before payments in relation to exceptional restructuring and acquisition integration costs. Adjusted figures are derived as follows:
Continuing operations
|
|
|
|
|
|
£ |
|
|
€ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
Six months ended 30 June |
|||
|
2007 £m |
2007 €m |
|
|
2008 £m |
2007 £m |
|
2008 €m |
2007 €m |
|
|
|
|
||||||
|
797 |
1,163 |
|
Operating profit - continuing operations |
401 |
371 |
|
517 |
549 |
|
|
|
|
Adjustments: |
|
|
|
|
|
|
194 |
283 |
|
Amortisation of acquired intangible assets |
105 |
95 |
|
135 |
141 |
|
- |
- |
|
Exceptional restructuring costs |
39 |
- |
|
50 |
- |
|
17 |
25 |
|
Acquisition integration costs |
6 |
5 |
|
8 |
7 |
|
8 |
12 |
|
Reclassification of tax in joint ventures |
6 |
4 |
|
8 |
6 |
|
1,016 |
1,483 |
|
Adjusted operating profit from continuing operations |
557 |
475 |
|
718 |
703 |
|
|
|
|
|
|
|
|
|
|
|
720 |
1,051 |
|
Profit before tax - continuing operations |
350 |
308 |
|
451 |
455 |
|
|
|
|
Adjustments: |
|
|
|
|
|
|
194 |
283 |
|
Amortisation of acquired intangible assets |
105 |
95 |
|
135 |
141 |
|
- |
- |
|
Exceptional restructuring costs |
39 |
- |
|
50 |
- |
|
17 |
25 |
|
Acquisition integration costs |
6 |
5 |
|
8 |
7 |
|
8 |
12 |
|
Reclassification of tax in joint ventures |
6 |
4 |
|
8 |
6 |
|
(62) |
(91) |
|
Disposals and other non operating items |
(16) |
(7) |
|
(20) |
(10) |
|
877 |
1,280 |
|
Adjusted profit before tax from continuing operations |
490 |
405 |
|
632 |
599 |
|
|
|
|
|
|
|
|
|
|
|
1,200 |
1,709 |
|
Profit attributable to parent companies' shareholders |
309 |
311 |
|
383 |
464 |
|
(374) |
(503) |
|
Net profit from discontinued operations |
(36) |
(80) |
|
(31) |
(122) |
|
826 |
1,206 |
|
Profit attributable to parent companies' shareholders - continuing operations |
273 |
231 |
|
352 |
342 |
|
|
|
|
Adjustments (post tax): |
|
|
|
|
|
|
222 |
324 |
|
Amortisation of acquired intangible assets |
119 |
109 |
|
153 |
162 |
|
- |
- |
|
Exceptional restructuring costs |
27 |
- |
|
35 |
- |
|
11 |
16 |
|
Acquisition integration costs |
4 |
3 |
|
5 |
4 |
|
(289) |
(421) |
|
Disposals and other non operating items |
(15) |
(7) |
|
(19) |
(10) |
|
|
|
|
Deferred tax not expected to crystallise in the |
|
|
|
|
|
|
(21) |
(31) |
|
Unrealised exchange differences on long term inter affiliate lending |
- |
2 |
|
- |
3 |
|
(58) |
(85) |
|
Acquired intangible assets |
(30) |
(29) |
|
(39) |
(43) |
|
(15) |
(22) |
|
Other |
- |
3 |
|
- |
4 |
|
676 |
987 |
|
Adjusted profit attributable to parent companies' shareholders from continuing operations |
378 |
312 |
|
487 |
462 |
|
|
|
|
|
|
|
|
|
|
|
1,066 |
1,556 |
|
Cash generated from operations |
544 |
466 |
|
702 |
689 |
|
12 |
18 |
|
Dividends received from joint ventures |
13 |
10 |
|
17 |
15 |
|
(52) |
(76) |
|
Purchases of property, plant and equipment |
(13) |
(19) |
|
(17) |
(28) |
|
3 |
5 |
|
Proceeds from disposals of property, plant and equipment |
1 |
- |
|
1 |
- |
|
(71) |
(104) |
|
Expenditure on internally developed intangible assets |
(43) |
(37) |
|
(55) |
(55) |
|
- |
- |
|
Payments relating to exceptional restructuring costs |
14 |
- |
|
18 |
- |
|
16 |
23 |
|
Payments relating to acquisition integration costs |
7 |
6 |
|
9 |
9 |
|
974 |
1,422 |
|
Adjusted operating cash flow from continuing operations |
523 |
426 |
|
675 |
630 |
Total operations
|
|
|
|
|
|
£ |
|
|
€ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
Six months ended 30 June |
|||
|
2007 £m |
2007 €m |
|
|
2008 £m |
2007 £m |
|
2008 €m |
2007 €m |
|
|
|
|
||||||
|
797 |
1,163 |
|
Operating profit - continuing operations |
401 |
371 |
|
517 |
549 |
|
203 |
297 |
|
Operating profit - discontinued operations |
47 |
19 |
|
61 |
28 |
|
1,000 |
1,460 |
|
Operating profit - total operations |
448 |
390 |
|
578 |
577 |
|
|
|
|
Adjustments: |
|
|
|
|
|
|
230 |
336 |
|
Amortisation of acquired intangible assets |
109 |
118 |
|
140 |
175 |
|
- |
- |
|
Exceptional restructuring costs |
46 |
- |
|
59 |
- |
|
20 |
29 |
|
Acquisition integration costs |
10 |
6 |
|
13 |
8 |
|
8 |
12 |
|
Reclassification of tax in joint ventures |
6 |
4 |
|
8 |
6 |
|
1,258 |
1,837 |
|
Adjusted operating profit from total operations |
619 |
518 |
|
798 |
766 |
|
|
|
|
|
|
|
|
|
|
|
720 |
1,051 |
|
Profit before tax - continuing operations |
350 |
308 |
|
451 |
455 |
|
203 |
297 |
|
Profit before tax - discontinued operations |
47 |
19 |
|
61 |
28 |
|
923 |
1,348 |
|
Profit before tax - total operations |
397 |
327 |
|
512 |
483 |
|
|
|
|
Adjustments: |
|
|
|
|
|
|
230 |
336 |
|
Amortisation of acquired intangible assets |
109 |
118 |
|
140 |
175 |
|
- |
- |
|
Exceptional restructuring costs |
46 |
- |
|
59 |
- |
|
20 |
29 |
|
Acquisition integration costs |
10 |
6 |
|
13 |
8 |
|
8 |
12 |
|
Reclassification of tax in joint ventures |
6 |
4 |
|
8 |
6 |
|
(62) |
(91) |
|
Disposals and other non operating items |
(16) |
(7) |
|
(20) |
(10) |
|
1,119 |
1,634 |
|
Adjusted profit before tax from total operations |
552 |
448 |
|
712 |
662 |
|
|
|
|
|
|
|
|
|
|
|
1,200 |
1,709 |
|
Profit attributable to parent companies' shareholders - total operations |
309 |
311 |
|
383 |
464 |
|
|
|
|
Adjustments (post tax): |
|
|
|
|
|
|
259 |
378 |
|
Amortisation of acquired intangible assets |
126 |
133 |
|
163 |
197 |
|
- |
- |
|
Exceptional restructuring costs |
32 |
- |
|
41 |
- |
|
13 |
19 |
|
Acquisition integration costs |
8 |
4 |
|
10 |
5 |
|
(521) |
(717) |
|
Disposals and other non operating items |
(23) |
(79) |
|
(14) |
(120) |
|
|
|
|
Deferred tax not expected to crystallise in the near term: |
|
|
|
|
|
|
(21) |
(31) |
|
Unrealised exchange differences on long term inter affiliate lending |
- |
2 |
|
- |
3 |
|
(63) |
(92) |
|
Acquired intangible assets |
(31) |
(34) |
|
(40) |
(50) |
|
(15) |
(22) |
|
Other |
- |
3 |
|
- |
4 |
|
852 |
1,244 |
|
Adjusted profit attributable to parent companies' shareholders from total operations |
421 |
340 |
|
543 |
503 |
|
|
|
|
|
|
|
|
|
|
7 Acquisition of ChoicePoint, Inc.
On 20 February 2008, Reed Elsevier entered into a definitive merger agreement with ChoicePoint, Inc. to acquire the company for cash. After taking into account ChoicePoint's net debt as at 31 December 2007 of $0.6bn, the total value of the transaction is $4.1bn.
The merger is subject to customary regulatory approvals and is expected to be completed later in the year. The transaction will be financed initially through committed new bank facilities, to be later refinanced through the issuance of term debt.
8 Exchange translation rates
In preparing the combined financial information the following exchange rates have been applied:
|
Year ended |
|
|
Income statement |
|
Balance sheet |
|||
|
Income statement |
Balance sheet |
|
|
30 June 2008 |
30 June 2007 |
|
30 June 2008 |
30 June 2007 |
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
1.46 |
1.36 |
|
Euro to sterling |
1.29 |
1.48 |
|
1.26 |
1.49 |
|
2.00 |
2.00 |
|
US dollars to sterling |
1.97 |
1.97 |
|
2.00 |
2.00 |
|
1.37 |
1.47 |
|
US dollars to euro |
1.53 |
1.33 |
|
1.59 |
1.34 |
|
|
|
|
|
|
|
|
|
|
Reed Elsevier PLC
Summary financial information
Basis of preparation
Consolidated income statement
For the six months ended 30 June 2008
|
|
|
|
|
£ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
|
2007 £m |
|
|
2008 £m |
2007 £m |
|
|
|
|||
|
(1) |
|
Administrative expenses |
- |
- |
|
(11) |
|
Effect of tax credit equalisation on distributed earnings |
(8) |
(8) |
|
658 |
|
Share of results of joint ventures |
169 |
174 |
|
646 |
|
Operating profit |
161 |
166 |
|
(3) |
|
Finance charges |
- |
(1) |
|
643 |
|
Profit before tax |
161 |
165 |
|
(19) |
|
Taxation |
(6) |
(8) |
|
624 |
|
Profit attributable to ordinary shareholders |
155 |
157 |
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per ordinary share
For the six months ended 30 June 2008
|
|
|
|
|
£ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
|
2007 pence |
|
|
2008 pence |
2007 pence |
|
|
|
|||
|
|
|
Basic earnings per share |
|
|
|
33.9p |
|
From continuing operations of the combined businesses |
12.4p |
9.1p |
|
15.8p |
|
From discontinued operations of the combined businesses |
1.7p |
3.4p |
|
49.7p |
|
From total operations of the combined businesses |
14.1p |
12.5p |
|
|
|
Diluted earnings per share |
|
|
|
33.5p |
|
From continuing operations of the combined businesses |
12.3p |
9.0p |
|
15.6p |
|
From discontinued operations of the combined businesses |
1.7p |
3.3p |
|
49.1p |
|
From total operations of the combined businesses |
14.0p |
12.3p |
|
|
|
|
|
|
Adjusted profit and earnings per share figures are presented in note 1 as additional performance measures.
Consolidated cash flow statement
For the six months ended 30 June 2008
|
|
|
|
|
£ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
|
2007 £m |
|
|
2008 £m |
2007 £m |
|
|
|
|||
|
|
|
Cash flows from operating activities |
|
|
|
(2) |
|
Cash used by operations |
- |
- |
|
(3) |
|
Interest received/(paid) |
1 |
1 |
|
(16) |
|
Tax paid |
(8) |
(5) |
|
(21) |
|
Net cash used in operating activities |
(7) |
(4) |
|
|
|
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
850 |
|
Dividends received from joint ventures |
- |
400 |
|
|
|
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
(206) |
|
Equity dividends paid |
(1,187) |
(149) |
|
92 |
|
Proceeds on issue of ordinary shares |
25 |
79 |
|
(92) |
|
Purchase of treasury shares |
(20) |
(14) |
|
(36) |
|
Repayment of loan from joint ventures |
- |
- |
|
(587) |
|
Decrease/(increase) in net funding balances due from joint ventures |
1,189 |
(312) |
|
(829) |
|
Net cash from/(used in) financing activities |
7 |
(396) |
|
|
|
|
|
|
|
- |
|
Movement in cash and cash equivalents |
- |
- |
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated balance sheet
As at 30 June 2008
|
|
|
|
|
£ |
|
As at 31 December |
|
|
As at 30 June |
|
|
2007 £m |
|
|
2008 £m |
2007 £m |
|
|
|
|||
|
|
|
Non-current assets |
|
|
|
1,584 |
|
Investments in joint ventures |
501 |
1,295 |
|
1,584 |
|
Total assets |
501 |
1,295 |
|
|
|
Current liabilities |
|
|
|
- |
|
Amounts owed to joint ventures |
- |
36 |
|
- |
|
Payables |
2 |
1 |
|
16 |
|
Taxation |
14 |
16 |
|
16 |
|
Total liabilities |
16 |
53 |
|
1,568 |
|
Net assets |
485 |
1,242 |
|
|
|
Capital and reserves |
|
|
|
163 |
|
Called up share capital |
164 |
163 |
|
1,123 |
|
Share premium account |
1,147 |
1,110 |
|
(302) |
|
Shares held in treasury (including in joint ventures) |
(347) |
(232) |
|
4 |
|
Capital redemption reserve |
4 |
4 |
|
(37) |
|
Translation reserve |
(7) |
(119) |
|
617 |
|
Other reserves |
(476) |
316 |
|
1,568 |
|
Total equity |
485 |
1,242 |
|
|
|
|
|
|
Approved by the Board of Directors, 30 July 2008.
Consolidated statement of recognised income and expense
For the six months ended 30 June 2008
|
|
|
|
|
£ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
|
2007 £m |
|
|
2008 £m |
2007 £m |
|
|
|
|||
|
624 |
|
Profit attributable to ordinary shareholders |
155 |
157 |
|
77 |
|
Share of joint ventures' net (expense)/income recognised directly in equity |
(34) |
138 |
|
78 |
|
Share of joint ventures' cumulative exchange differences on disposal of foreign operations |
14 |
1 |
|
(4) |
|
Share of joint ventures' cumulative fair value movements on disposal of available for sale investments |
- |
(1) |
|
(11) |
|
Share of joint ventures' transfer to net profit from hedge reserve |
(5) |
(5) |
|
764 |
|
Total recognised net income and expense for the period |
130 |
290 |
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated reconciliation of shareholders' equity
For the six months ended 30 June 2008
|
|
|
|
|
£ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
|
2007 £m |
|
|
2008 £m |
2007 £m |
|
|
|
|||
|
764 |
|
Total recognised net income for the period |
130 |
290 |
|
(206) |
|
Equity dividends declared |
(1,187) |
(149) |
|
92 |
|
Issue of ordinary shares, net of expenses |
25 |
79 |
|
(130) |
|
Increase in shares held in treasury (including in joint ventures) |
(49) |
(32) |
|
24 |
|
Increase in share based remuneration reserve |
12 |
11 |
|
(16) |
|
Equalisation adjustments |
(14) |
3 |
|
528 |
|
Net (decrease)/increase in shareholders' equity |
(1,083) |
202 |
|
1,040 |
|
Shareholders' equity at start of period |
1,568 |
1,040 |
|
1,568 |
|
Shareholders' equity at end of period |
485 |
1,242 |
|
|
|
|
|
|
Reed Elsevier NV
Summary financial information
Basis of preparation
Consolidated income statement
For the six months ended 30 June 2008
|
|
|
|
|
€ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
|
2007 €m |
|
|
2008 €m |
2007 €m |
|
|
|
|||
|
(3) |
|
Administrative expenses |
(1) |
(1) |
|
803 |
|
Share of results of joint ventures |
164 |
211 |
|
800 |
|
Operating profit |
163 |
210 |
|
73 |
|
Finance income |
38 |
29 |
|
873 |
|
Profit before tax |
201 |
239 |
|
(18) |
|
Taxation |
(9) |
(7) |
|
855 |
|
Profit attributable to ordinary shareholders |
192 |
232 |
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per ordinary share
For the six months ended 30 June 2008
|
|
|
|
|
€ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
|
2007 € |
|
|
2008 € |
2007 € |
|
|
|
|||
|
|
|
Basic earnings per share |
|
|
|
€0.78 |
|
From continuing operations of the combined businesses |
€0.26 |
€0.22 |
|
€0.32 |
|
From discontinued operations of the combined businesses |
€0.02 |
€0.08 |
|
€1.10 |
|
From total operations of the combined businesses |
€0.28 |
€0.30 |
|
|
|
Diluted earnings per share |
|
|
|
€0.77 |
|
From continuing operations of the combined businesses From discontinued operations of the combined businesses |
€0.26 €0.02 |
€0.22 |
|
€0.32 |
|
€0.07 |
||
|
€1.09 |
|
From total operations of the combined businesses |
€0.28 |
€0.29 |
Adjusted profit and earnings per share figures are presented in note 1 as additional performance measures.
Consolidated cash flow statement
For the six months ended 30 June 2008
|
|
|
|
|
€ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
|
2007 €m |
|
|
2008 €m |
2007 €m |
|
|
|
|||
|
|
|
Cash flows from operating activities |
|
|
|
(2) |
|
Cash used by operations |
- |
(1) |
|
71 |
|
Interest received |
39 |
28 |
|
(18) |
|
Tax paid |
(3) |
(1) |
|
51 |
|
Net cash from operating activities |
36 |
26 |
|
|
|
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
1,410 |
|
Dividends received from joint ventures |
1,200 |
750 |
|
|
|
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
(310) |
|
Equity dividends paid |
(1,497) |
(225) |
|
124 |
|
Proceeds on issue of ordinary shares |
26 |
113 |
|
(176) |
|
Purchase of treasury shares |
(25) |
(20) |
|
(1,238) |
|
Decrease/(increase) in net funding balances due from joint ventures |
252 |
(735) |
|
(1,600) |
|
Net cash used in financing activities |
(1,244) |
(867) |
|
|
|
|
|
|
|
(139) |
|
Movement in cash and cash equivalents |
(8) |
(91) |
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated balance sheet
As at 30 June 2008
|
|
|
|
|
€ |
|
As at 31 December |
|
|
As at 30 June |
|
|
2007 €m |
|
|
2008 €m |
2007 €m |
|
|
|
|||
|
|
|
Non-current assets |
|
|
|
2,075 |
|
Investments in joint ventures |
652 |
1,766 |
|
|
|
Current assets |
|
|
|
5 |
|
Amounts due from joint ventures - other |
4 |
4 |
|
9 |
|
Cash and cash equivalents |
1 |
57 |
|
14 |
|
|
5 |
61 |
|
2,089 |
|
Total assets |
657 |
1,827 |
|
|
|
Current liabilities |
|
|
|
9 |
|
Payables |
10 |
8 |
|
64 |
|
Taxation |
70 |
70 |
|
73 |
|
Total liabilities |
80 |
78 |
|
2,016 |
|
Net assets |
577 |
1,749 |
|
|
|
Capital and reserves |
|
|
|
49 |
|
Share capital issued |
49 |
48 |
|
1,685 |
|
Paid-in surplus |
1,711 |
1,675 |
|
(459) |
|
Shares held in treasury (including in joint ventures) |
(503) |
(327) |
|
(159) |
|
Translation reserve |
(196) |
(99) |
|
900 |
|
Other reserves |
(484) |
452 |
|
2,016 |
|
Total equity |
577 |
1,749 |
|
|
|
|
|
|
Approved by the Combined Board of Directors, 30 July 2008.
Consolidated statement of recognised income and expense
For the six months ended 30 June 2008
|
|
|
|
|
€ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
|
2007 €m |
|
|
2008 €m |
2007 €m |
|
|
|
|||
|
855 |
|
Profit attributable to ordinary shareholders |
192 |
232 |
|
(45) |
|
Share of joint ventures' net (expense)/income recognised directly in equity |
(114) |
195 |
|
103 |
|
Share of joint ventures' cumulative exchange differences on disposal of foreign operations |
27 |
- |
|
(5) |
|
Share of joint ventures' cumulative fair value movements on disposal of available for sale investments |
- |
- |
|
(15) |
|
Share of joint ventures' transfer to net profit from hedge reserve |
(6) |
(8) |
|
893 |
|
Total recognised net income and expense for the period |
99 |
419 |
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated reconciliation of shareholders' equity
For the six months ended 30 June 2008
|
|
|
|
|
€ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
|
2007 €m |
|
|
2008 €m |
2007 |
|
893 |
|
Total recognised net income for the period |
99 |
419 |
|
(310) |
|
Equity dividends declared |
(1,497) |
(225) |
|
124 |
|
Issue of ordinary shares, net of expenses |
26 |
113 |
|
(230) |
|
Increase in shares held in treasury (including in joint ventures) |
(60) |
(45) |
|
34 |
|
Increase in share based remuneration reserve |
14 |
16 |
|
40 |
|
Equalisation adjustments |
(21) |
6 |
|
551 |
|
Net (decrease)/increase in shareholders' equity |
(1,439) |
284 |
|
1,465 |
|
Shareholders' equity at start of period |
2,016 |
1,465 |
|
2,016 |
|
Shareholders' equity at end of period |
577 |
1,749 |
|
|
|
|
|
|
|
|
|
|
|
|
Notes to the summary financial information
1 Adjusted figures
Adjusted profit and earnings per share figures are used as additional performance measures. Adjusted earnings per share is based upon the Reed Elsevier NV shareholders' 50% economic interest in the adjusted profit attributable of the Reed Elsevier combined businesses, which is reconciled to the reported figures in note 6 to the combined financial information. The adjusted figures are derived as follows:
Earnings per share from total operations of the combined businesses
|
|
|
|
|
|
|
|
€ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
||||
|
Profit attributable to ordinary shareholders |
Basic earnings per share |
|
|
Profit attributable to ordinary shareholders |
Basic earnings per share |
||
|
2007 €m |
2007 € |
|
|
2008 €m |
2007 €m |
2008 € |
2007 € |
|
855 |
€1.10 |
|
Reported figures |
192 |
232 |
€0.28 |
€0.30 |
|
(233) |
€(0.30) |
|
Share of adjustments in joint ventures |
80 |
20 |
€0.12 |
€0.02 |
|
622 |
€0.80 |
|
Adjusted figures |
272 |
252 |
€0.40 |
€0.32 |
|
|
|
|
|
|
|
|
|
Earnings per share from continuing operations of the combined businesses
|
|
|
|
|
|
|
|
€ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
||||
|
Profit attributable to ordinary shareholders |
Basic earnings per share |
|
|
Profit attributable to ordinary shareholders |
Basic earnings per share |
||
|
2007 €m |
2007 € |
|
|
2008 €m |
2007 €m |
2008 € |
2007 € |
|
855 |
€1.10 |
|
Reported figures |
192 |
232 |
€0.28 |
€0.30 |
|
(252) |
€(0.32) |
|
Share of joint ventures' net profit from discontinued operations |
(16) |
(61) |
€(0.02) |
€(0.08) |
|
603 |
€0.78 |
|
Profit attributable to ordinary shareholders based |
176 |
171 |
€0.26 |
€0.22 |
|
|
|
|
|
|
|
|
|
2 Dividends and share consolidation
On 18 January 2008, the company paid a special distribution of €1.767 per ordinary share from the net proceeds of the disposal of Harcourt Education. The distribution of €1,299m was recognised when paid.
The special distribution was accompanied by a consolidation of ordinary share capital on the basis of 58 new ordinary shares of €0.07 for every 67 existing ordinary shares of €0.06, being the ratio of the aggregate special distribution (including that paid by Reed Elsevier PLC) to the combined market capitalisation of Reed Elsevier NV (excluding the 5.8% indirect equity interest in Reed Elsevier NV held by Reed Elsevier PLC) and Reed Elsevier PLC as at 12 December 2007, the date of the announcement of the special distribution. The existing R-shares of €0.60 were consolidated on a similar basis into new R-shares of €0.70.
During the six months ended 30 June 2008, the final 2007 dividend of €0.311 per ordinary share was paid, at a cost of €198m (2007: final 2006 dividend €0.304 per ordinary share; €225m). On 30 July 2008 an interim dividend of €0.114 per ordinary share (2007: interim 2007 dividend €0.114 per ordinary share) was declared by the Boards of Reed Elsevier NV. The 2008 interim dividend will be paid on the ordinary shares on 29 August 2008, with ex-dividend and record dates of 6 August 2008 and 8 August 2008 respectively. The cost of this dividend of €71m (2007 interim: €85m) will be recognised when paid.
3 Share capital and treasury shares
|
Year ended 31 December |
|
|
|
Treasury shares millions |
Six months ended 30 June |
|
|
2007 |
|
|
Shares in issue milions |
2008 |
2007 |
|
|
Shares in issue net of treasury shares millions |
|
|
Shares in issue net of treasury shares millions |
Shares in issue net of treasury shares millions |
||
|
|
|
Number of ordinary shares |
|
|
|
|
|
726.0 |
|
At start of period |
760.3 |
(35.4) |
724.9 |
726.0 |
|
- |
|
Share consolidation |
(102.1) |
4.7 |
(97.4) |
- |
|
11.7 |
|
Issue of ordinary shares |
2.4 |
- |
2.4 |
10.6 |
|
(11.9) |
|
Share repurchases |
- |
(2.1) |
(2.1) |
(1.6) |
|
(0.9) |
|
Net (purchase)/release of shares by employee benefit trust |
- |
(2.4) |
(2.4) |
1.3 |
|
724.9 |
|
At end of period |
660.6 |
(35.2) |
625.4 |
736.3 |
|
774.9 |
|
Average number of equivalent ordinary shares during the period |
|
|
674.2 |
776.7 |
|
|
|
|
|
|
|
|
The average number of equivalent ordinary shares takes into account the 'R' shares in the company held by a subsidiary of Reed Elsevier PLC, which represents a 5.8% interest in the company's share capital.
4 Contingent liabilities
There are contingent liabilities in respect of borrowings of joint ventures guaranteed jointly and severally by Reed Elsevier NV and Reed Elsevier PLC amounting to €3,610m at 30 June 2008 (31 December 2007: €3,745m).
5 Acquisition of ChoicePoint, Inc.
On 20 February 2008, Reed Elsevier entered into a definitive merger agreement with ChoicePoint, Inc. to acquire the company for cash. After taking into account ChoicePoint's net debt as at 31 December 2007 of $0.6bn, the total value of the transaction is $4.1bn.
The merger is subject to customary regulatory approvals and is expected to be completed later in the year. The transaction will be financed initially through committed new bank facilities, to be later refinanced through the issuance of term debt.
Additional information for US investors
Summary financial information in US dollars
This summary financial information in US dollars is a simple translation of the Reed Elsevier combined financial information into US dollars at the rates of exchange set out in note 8 to the combined financial information. The financial information provided below is prepared in accordance with accounting principles as used in the preparation of the Reed Elsevier combined financial information. It does not represent a restatement under US Generally Accepted Accounting Principles ('US GAAP'), which would be different in some significant respects.
Combined income statement
|
|
|
|
|
$ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
|
2007 US$m |
|
|
2008 US$m |
2007 US$m |
|
|
|
|||
|
7,356 |
|
Revenue - continuing operations |
3,881 |
3,526 |
|
1,594 |
|
Operating profit - continuing operations |
790 |
731 |
|
1,440 |
|
Profit before tax - continuing operations |
690 |
607 |
|
748 |
|
Net profit from discontinued operations |
71 |
158 |
|
2,400 |
|
Net profit attributable to parent companies' shareholders - total operations |
609 |
613 |
|
2,032 |
|
Adjusted operating profit - continuing operations |
1,097 |
936 |
|
1,704 |
|
Adjusted profit attributable to parent companies' shareholders - total operations |
829 |
670 |
|
US$ |
|
Basic earnings per American Depositary Share (ADS) - total operations |
US$ |
US$ |
|
$3.98 |
|
Reed Elsevier PLC (Each ADS comprises four ordinary shares) |
$1.11 |
$0.99 |
|
$3.01 |
|
Reed Elsevier NV (Each ADS comprises two ordinary shares) |
$0.86 |
$0.80 |
|
|
|
Adjusted earnings per American Depositary Share (ADS) - total operations |
|
|
|
$2.87 |
|
Reed Elsevier PLC (Each ADS comprises four ordinary shares) |
$1.60 |
$1.13 |
|
$2.19 |
|
Reed Elsevier NV (Each ADS comprises two ordinary shares) |
$1.22 |
$0.85 |
|
|
|
|
|
|
Adjusted earnings per American Depository Share is based on Reed Elsevier PLC shareholders' 52.9% and Reed Elsevier NV shareholders' 50% respective share of the adjusted profit attributable of the Reed Elsevier combined businesses. Adjusted figures are presented as additional performance measures and are reconciled to the reported figures at their sterling and euro amounts in note 6 to the combined financial information and in note 1 to the summary financial information of each of the two parent companies.
Combined cash flow statement
|
|
|
|
|
$ |
|
Year ended 31 December |
|
|
Six months ended 30 June |
|
|
2007 US$m |
|
|
2008 US$m |
2007 US$m |
|
|
|
|||
|
1,412 |
|
Net cash from operating activities - continuing operations |
794 |
573 |
|
(610) |
|
Net cash used in investing activities - continuing operations |
(290) |
(496) |
|
(896) |
|
Net cash (used in)/from financing activities - continuing operations |
(4,460) |
157 |
|
3,928 |
|
Net cash from/(used in) discontinued operations |
8 |
(130) |
|
3,834 |
|
(Decrease)/increase in cash and cash equivalents |
(3,948) |
104 |
|
1,948 |
|
Adjusted operating cash flow - continuing operations |
1,030 |
839 |
|
|
|
|
|
|
Combined balance sheet
|
|
|
|
|
$ |
|
As at 31 December |
|
|
As at 30 June |
|
|
2007 US$m |
|
|
2008 US$m |
2007 US$m |
|
|
|
|||
|
10,682 |
|
Non-current assets |
9,614 |
10,622 |
|
8,192 |
|
Current assets |
3,592 |
3,648 |
|
682 |
|
Assets held for sale |
1,634 |
3,170 |
|
19,556 |
|
Total assets |
14,840 |
17,440 |
|
7,734 |
|
Current liabilities |
6,398 |
5,952 |
|
5,702 |
|
Non-current liabilities |
5,768 |
6,130 |
|
168 |
|
Liabilities associated with assets held for sale |
822 |
638 |
|
13,604 |
|
Total liabilities |
12,988 |
12,720 |
|
5,952 |
|
Net assets |
1,852 |
4,720 |
|
|
|
|
|
|
Directors' responsibility statement
The directors confirm that to the best of their knowledge the condensed combined financial information and respective condensed parent company financial information have been prepared in accordance with IAS34 - Interim Financial Reporting as adopted by the European Union and that the interim management report herein includes a fair review of the information required by the Disclosure and Transparency Rules 4.2.7 and 4.2.8.
At the date of this statement, the directors of Reed Elsevier PLC and Reed Elsevier NV are those listed in the Reed Elsevier Annual Reports and Financial Statements 2007 with the exception of Rolf Stomberg, who retired in April 2008.
|
By order of the Board of Reed Elsevier PLC 30 July 2008 |
|
By order of the Combined Board of Reed Elsevier NV 30 July 2008 |
|
|
|
|
|
J Hommen M H Armour Chairman Chief Financial Officer |
|
J Hommen M H Armour Chairman Chief Financial Officer |
Independent review report to Reed Elsevier PLC and Reed Elsevier NV
Introduction
We have been instructed by the boards of Reed Elsevier PLC and Reed Elsevier NV to review the combined financial information, presented in condensed form, of Reed Elsevier PLC, Reed Elsevier NV, Reed Elsevier Group plc and Elsevier Reed Finance BV and their respective subsidiaries, associates and joint ventures (together 'the combined businesses') for the six months ended 30 June 2008 which comprises the combined income statement, combined cash flow statement, combined balance sheet, combined statement of recognised income and expense, combined reconciliation of shareholders' equity and related notes 1 to 8.
We have also reviewed the summary financial information, presented in condensed form, of Reed Elsevier PLC and Reed Elsevier NV for the six months ended 30 June 2008 which comprise, respectively, the consolidated income statement, consolidated cash flow statement, consolidated balance sheet, consolidated statement of recognised income and expense, consolidated reconciliation of shareholders' equity and the related notes 1 to 5. 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 Reed Elsevier PLC and Reed Elsevier NV in accordance with International Standard on Review Engagements (United Kingdom and Ireland) 2410 as issued by the United Kingdom Auditing Practices Board, and Dutch Law. Our review work has been undertaken so that we might state to Reed Elsevier PLC and Reed Elsevier NV 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 applicable law, we do not accept or assume responsibility to anyone other than Reed Elsevier PLC and Reed Elsevier NV for our review work, for this report, or for the conclusions we have formed.
Directors' responsibilities
The Reed Elsevier Interim Statement, including the financial information contained therein, is the responsibility of, and has been approved by, the directors of Reed Elsevier PLC and Reed Elsevier NV. The directors of Reed Elsevier PLC and Reed Elsevier NV are responsible for preparing the Reed Elsevier Interim Statement in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority. The annual financial statements of Reed Elsevier PLC and Reed Elsevier NV are prepared in accordance with International Financial Reporting Standards as adopted by the European Union. The attached financial information has been prepared in accordance with International Accounting Standard 34: 'Interim Financial Reporting' as adopted by the European Union.
Our responsibility
Our responsibility is to express to Reed Elsevier PLC and Reed Elsevier NV a conclusion on the accompanying financial information based on our review.
Scope of Review
We conducted our review in accordance with International Standard on Review Engagements (United Kingdom and Ireland) 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity' as issued by the United Kingdom Auditing Practices Board, and Dutch Law. A review of interim financial information consists principally of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit performed in accordance with International Standards on Auditing and International Standards on Auditing (United Kingdom and Ireland), and Dutch Law, and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Review conclusion
Based on our review, nothing has come to our attention that causes us to believe that the accompanying financial information is not prepared, in all material respects, in accordance with International Accounting Standard 34: 'Interim Financial Reporting' as adopted in the European Union and the Transparency and Disclosure Rules of the United Kingdom's Financial Services Authority.
Deloitte & Touche LLP Deloitte Accountants BV
Chartered Accountants and Registered Auditor JPM Hopmans
London Amsterdam
United Kingdom The Netherlands
30 July 2008 30 July 2008
Investor information
Financial calendar
|
2008 |
|
|
|
|
|
31 July |
|
PLC NV |
|
Announcement of interim results for the six months to 30 June 2008 |
|
6 August |
|
PLC NV |
|
Ex-dividend date - 2008 interim dividend, Reed Elsevier PLC and Reed Elsevier NV ordinary shares and ADRs |
|
8 August |
|
PLC NV |
|
Record date - 2008 interim dividend, Reed Elsevier PLC and Reed Elsevier NV ordinary shares and ADRs |
|
29 August |
|
PLC NV |
|
Payment date - 2008 interim dividend, Reed Elsevier PLC and Reed Elsevier NV ordinary shares |
|
5 September |
|
PLC NV |
|
Payment date - 2008 interim dividend, Reed Elsevier PLC and Reed Elsevier NV ADRs |
|
13 November |
|
PLC NV |
|
Interim management statement issued in relation to the 2008 financial year |
|
|
|
|
|
|
|
2009 |
|
|
|
|
|
19 February |
|
PLC NV |
|
Announcement of Preliminary Results for the year to 31 December 2008 |
|
21 April |
|
PLC |
|
Annual General Meeting - Reed Elsevier PLC, London |
|
22 April |
|
NV |
|
Annual General Meeting - Reed Elsevier NV, Amsterdam |
|
30 July |
|
PLC NV |
|
Announcement of interim results for the six months to 30 June 2009 |
|
|
|
|
|
|
|
|
|
|
|
|
Listings
|
Reed Elsevier PLC |
Reed Elsevier NV |
|
|
|
|
London Stock Exchange |
Euronext Amsterdam |
|
Ordinary shares (REL) - ISIN No. GB00B2B0DG97 |
Ordinary shares (REN) - ISIN No. NL0006144495 |
|
|
|
|
New York Stock Exchange |
New York Stock Exchange |
|
American Depositary Shares (RUK) - CUSIP No. 758205207 |
American Depositary Shares (ENL) - CUSIP No. 758204200 |
|
Each ADR represents four ordinary shares |
Each ADR represents two ordinary shares |
Investor information
Contacts
|
Reed Elsevier PLC 1-3 Strand London WC2N 5JR United Kingdom Tel: +44 (0) 20 7930 7077 Fax: +44 (0) 20 7166 5799 |
Reed Elsevier NV Radarweg 29 1043 NX Amsterdam The Netherlands Tel: +31 (0) 20 485 2222 Fax: +31 (0) 20 618 0325 |
Reed Elsevier PLC and Reed Elsevier NV ADR Depositary The Bank of New York Mellon Shareholder Services PO Box 358516 Pittsburgh, PA 15252-8516 USA Tel: +1 888 269 2377 +1 201 680 6825 (outside the US) email: shrrelations@bnymellon.com www.adrbny.com |
|
|
|
|
|
Auditors Deloitte & Touche LLP 2 New Street Square London EC4A 3BT United Kingdom |
Deloitte Accountants B.V. Orlyplein 50 1043 DP Amsterdam The Netherlands |
|
|
|
|
|
|
Stockbrokers JP Morgan Cazenove Limited 20 Moorgate London EC2R 6DA United Kingdom UBS Investment Bank 1 Finsbury Avenue London EC2M 2PP United Kingdom |
ABN AMRO Bank NV Gustav Mahlerlaan 10 1082 PP Amsterdam The Netherlands |
Reed Elsevier PLC Registrar Equiniti Limited Aspect House Spencer Road Lancing West Sussex BN99 6DA United Kingdom Tel: 0871 384 2960 (calls charged at 8p per minute from a BT landline, other telephony providers costs may vary) +44 121 415 7047 (non-UK callers) www.shareview.co.uk For further investor information visit: www.reedelsevier.com This announcement is available on the Reed Elsevier website. Copies are available to the public from the registered offices of the respective companies shown above. |
This information is provided by RNS
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