Euromoney Institutional Investor PLC

Interim Report 2006
May 18th 2006

Contents

Chairman's Statement

Group Income Statement

Group Balance Sheet

Group Cash Flow Statement

Group Statement of Changes in Equity

Notes to the Unaudited Interim Report

Auditors' Independent Review Report

Directors & Advisors


Print Version


Chairman's statement

Highlights 2006   2005^   change
           
Revenue £103.1 m £87.5 m +18%
Operating profit† £17.6 m £15.0 m +17%
Profit before tax £13.5 m £12.9 m +5%
Diluted earnings a share 10.8 p 10.5 p +3%
Dividend 5.4 p 5.2 p +4%


  • perating profit† up 17% to record £17.6m
  • Performance driven by robust organic growth across all business divisions
  • Revenue exceeds £100m for first time
  • Further evidence of Capital Appreciation Plan benefits
  • Impact of IFRS and CAP expense as expected

HIGHLIGHTS

Euromoney Institutional Investor PLC, the international publishing, events and electronic information group, reports an increase in operating profit before goodwill impairment and share option expense to £17.6 million for the six months to March 31 2006, a record, against £15.0 million for the previous year.  Diluted earnings a share were 10.8p, against 10.5p in 2005, and the board has approved an interim dividend of 5.4p, against 5.2p, to be paid to shareholders on June 23 2006.

Revenue in the first half exceeded £100m for the first time and strong organic growth helped drive record first half results.  Encouragingly, all divisions increased operating profits†, and subscription revenues from the group’s print and electronic products increased at their highest rate for some time. 

The adoption this year of International Financial Reporting Standards (IFRS), together with a first time non-cash expense of £2.3 million for the group’s Capital Appreciation Plan (CAP), restricted the increase in profit before tax to 5% to £13.5 million.  These items were in line with management expectations, and consistent with the comments and guidance that the company has provided to shareholders. 

Commenting on the results, Padraic Fallon, Chairman, said:

“Although the first half is usually less significant than the second for the year’s results, we're pleased with a record performance in both revenue and operating profit†. This reflects further progress towards the target of growing profit* to £50m by 2008, against £21m reported in 2003.  We hope to drive continued growth through new and existing products; diversify our revenue base while improving the operating margin†; and invest in acquisitions to strengthen the Company’s market position.”

TRADING BACKGROUND

First half revenue increased by 18% to £103m against a background of strong financial markets, positive economic indicators and further periods of record profitability for global financial institutions.  All of the group’s divisions increased revenues and operating profits†. Trading has followed a similar pattern to 2005, with revenue growth coming predominantly from the event businesses, and only limited growth in advertising.
The most encouraging aspect is the 11% increase in subscription revenues from print and electronic products, the highest growth rate for several years.

† Before goodwill impairment, share option expense and joint venture profit as set out in the group income statement.
* Operating profit less net finance costs (excluding CAP expense and imputed interest on acquisition option commitments).

Consistent with management’s strategy, most of the 17% growth in operating profit† has been generated organically.  On the events side, the growth has come from both volume and margin improvements with a number of successful new events launched, particularly in the hedge fund, real estate and legal sectors.  Publishing profits† also improved significantly due to a combination of the profit flow through on additional advertising and the reward from past investment in subscription marketing. 

The operating margin† was unchanged at 17% reflecting the increased investment in new products, particularly in the conference and training businesses.  

BUSINESS REVIEW

Profits† from Financial Publishing increased by 36% to £4.5 million.  After a slow first quarter, advertising revenues picked up in the second with titles such as Euromoney and Euroweek performing well.  While advertising markets remain tough despite the favourable trading conditions, the outlook for subscription products has improved and the group continues to invest heavily in subscription marketing.  As a result, total revenues from Financial Publishing increased by 9%.

Business Publishing achieved similar increases in advertising and subscription revenues, with legal and energy the strongest sectors.  Profits† improved by 38% to £2 million, again benefiting from the operational leverage on the additional revenues. 

Profits† from Conferences and Seminars increased by 33% to £10.2 million with improvements across all the event businesses.  Euromoney Conferences, Euromoney Seminars and Institutional Investor Conferences all achieved significant revenue growth through the launch of new events, while the strategy of investing in building existing events continued to help drive margin improvements.  Member numbers and renewal rates hit record levels at Institutional Investor Memberships, helped by the recent launch of new institutes for hedge fund executives and European institutional marketing directors.   

The Training businesses achieved strong revenue growth (+22%), largely as a result of an increase in the number of courses offered.  However, new courses are invariably less profitable and this, combined with an increase in the cost base at the beginning of the year following the significant revenue growth in 2005, reduced the operating margin†, and first half operating profits† increased by 6% to £2.8 million.

Profits† from Databases and Information Services improved by 26% to £2.2 million, driven by the continued strong performance of ISI, the emerging markets information provider.  The number of ISI customers, information sources and data providers all increased during the period and subscription revenues continue to grow at a rate of just under 20%.  CEIC, a joint venture acquired in March 2005 which provides valuable time series economic data for the Asia region, has been integrated with ISI and CEIC revenue and profits† continue to grow at a faster rate than the forecasts made at the time of acquisition.

CASH FLOW AND NET DEBT

The level of debt traditionally increases in the first half, following payment of the final dividend (£9.8 million) and year end profit shares (£6.9 million) in January.  In addition, during the first half the company invested £3 million in the acquisition of a 47.5% interest in Asia Business Forum, and made further payments of £9.3 million under earn-out agreements for the acquisitions of IMN and ISI.  Positive operating cash flows helped significantly to offset the impact of these payments and net debt at March 31 2006 was £75.5 million, an increase of only £9.1 million since year end.

MANAGEMENT INCENTIVE

These results reflect further evidence of the benefits of the Capital Appreciation Plan, the incentive plan introduced to drive profit* to a target of £50m by 2008 against a base of £21m in 2003.  Approximately 150 managers participate in this highly geared equity incentive scheme which directly rewards each participant for the profit† growth achieved by their business.

† Before goodwill impairment, share option expense and joint venture profit as set out in the group income statement.
*  Operating profit less net finance costs (excluding CAP expense and imputed interest on acquisition option commitments).

As disclosed previously, the non-cash cost of the CAP is being expensed over the life of the plan.  This expense was first recorded in the second half of 2005.  The charge in the first half of 2006 of £2.3m therefore affects reported profit before tax at the interim stage for the first time.

IFRS

This is the first time the Company has reported its results under IFRS.  As disclosed in its IFRS announcement in March, the adoption of IFRS represents an accounting change only, and does not affect the underlying trading or cash flows of the group.  The most significant impact of IFRS on these results is the requirement to charge imputed interest on future acquisition payments under option agreements (IAS 39).  This additional finance cost reduced first half profit before tax by £0.5m, with no equivalent cost in 2005.

OUTLOOK

The positive trends of the first half have continued into the third quarter and forward bookings for advertising, sponsorship and delegates are all ahead of the same time last year. The second half results will be affected by timing differences on certain events, which will probably move operating profits† of approximately £2.5 million from the fourth quarter into the first quarter of the next financial year.  These timing differences had previously not been scheduled to arise until financial year 2007.

The company believes that these trading results flow from the focus on organic growth and on selected acquisitions. In general, the outlook remains positive.

 

Padraic Fallon
Chairman
May 17 2006

END

NOTE TO EDITORS

About Euromoney Institutional Investor PLC

Euromoney Institutional Investor PLC is listed on the London Stock Exchange and a member of the FTSE-250 share index. It is a leading international business-to-business media group focused primarily on the international finance sector. It publishes more than 100 magazines, newsletters and journals, including the leading financial market titles Euromoney and Institutional Investor. It also runs an extensive portfolio of conferences, seminars and training courses and is a leading provider of electronic information and data covering international finance and emerging markets. Its main offices are in London, New York and Hong Kong and nearly half its revenues and profits are managed from the United States.

For further information please contact:

Euromoney Institutional Investor
Padraic Fallon Chairman 020 7779 8556 pfallon@euromoneyplc.com
Richard Ensor Managing Director 020 7779 8845 rensor@euromoneyplc.com
Colin Jones Finance Director 020 7779 8556 cjones@institutionalinvestor.com

Luxtal
Alex Money or Tom Allison 020 7936 9790 amoney@luxtal.com
Or visit our website at www.euromoneyplc.com


† Before goodwill impairment, share option expense and joint venture profit as set out in the group profit and loss account.

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Group Income Statement
for the six months ended March 31 2006

    Unaudited Unaudited Audited
    six months six months year
    ended ended ended
    March 31 March 31 September 30
    2006 2005 2005
      (restated see note 1) (restated see note 1)
  Note £000's £000's £000's
         
         
Continuing operations 2     104,973         88,235         195,549
Less: share of revenue of joint ventures   (1,848) (717) (718)
Total revenue       103,125         87,518         194,831
         
Operating profit before goodwill impairment, share option expense and loss on disposal 2      17,559         14,972           39,348
Goodwill impairment                 - (390)                    -
Share option expense   (2,542) (76) (1,380)
Loss on disposal of business                 -                  - (315)
Operating profit before associates and joint ventures        15,017         14,506           37,653
         
Share of results in associates and joint ventures             733              227               624
         
Operating profit 2      15,750         14,733           38,277
         
Finance income             444              124               340
Imputed interest on acquisition option commitments   (448)                  -                    -
Other finance costs   (2,263) (1,913) (4,183)
Finance costs   (2,711) (1,913) (4,183)
Net finance costs   (2,267) (1,789) (3,843)
         
Profit before tax        13,483         12,944           34,434
Tax on profit 3 (3,257) (2,714) (2,417)
         
Profit after tax        10,226         10,230           32,017
         
Attributable to:        
Equity holders of the parent          9,620           9,244           30,181
Equity minority interests             606              986             1,836
         10,226         10,230           32,017
         
Basic earnings per share 6 10.83p 10.50p 34.19p
Diluted earnings per share 6 10.81p 10.46p 34.10p
Dividend per share (including proposed dividends) 5 5.20p 5.20p 16.20p

 

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Group Balance Sheet
as at March 31 2006

 

Unaudited

Unaudited

Audited

 

as at

as at

as at

 

March 31

March 31

September 30

 

2006

2005

2005

 

 

(restated see note 1)

(restated see note 1)

 

£000's

£000's

£000's

Non-current assets

Intangible assets

 

 

Goodwill

         68,536

         59,015

          66,029

Licenses & software

             486

              247

              479

Property, plant and equipment

         12,697

           6,764

          10,747

Investments

         10,511

           4,419

           7,080

Deferred tax asset

           7,391

           3,252

           7,507

 

         99,621

         73,697

          91,842

Current assets

Debtors

         51,158

         37,020

          54,927

Deferred tax asset

           3,639

           1,258

           2,313

Cash at bank and in hand

         18,083

         14,792

          25,071

 

         72,880

         53,070

          82,311

Current liabilities

Accruals

(18,100)

(15,418)

(23,225)

Deferred income

(46,678)

(37,960)

(37,491)

Other creditors

(72,341)

(61,145)

(76,074)

 

(137,119)

(114,523)

(136,790)

Net current liabilities

(64,239)

(61,453)

(54,479)

Total assets less current liabilities

         35,382

         12,244

          37,363

Non-current liabilities

 

Acquisition option commitments

(19,819)

                  -

                  -

Deferred consideration

                  -

(5,838)

(8,689)

Five year committed facility

(67,927)

(58,530)

(62,518)

Deferred tax liabilities

(1,802)

(531)

(981)

Provisions

(1,552)

(571)

(1,125)

 

(91,100)

(65,470)

(73,313)

 

 

 

 

Net liabilities

(55,718)

(53,226)

(35,950)

Shareholders' equity

 

Called up share capital

             223

              221

              222

Share premium account

         38,028

         35,298

          37,351

Capital redemption reserve

                 8

                 8

                  8

Own shares

(74)

(74)

(74)

Liability for share based payments

           3,592

              175

           1,479

Retained earnings

(98,038)

(89,530)

(76,545)

Equity shareholders' deficit

(56,261)

(53,902)

(37,559)

Equity minority interests

             543

              676

           1,609

Total equity

(55,718)

(53,226)

(35,950)

† Before goodwill impairment, share option expense and joint venture profit as set out in the group income statement.
* Operating profit less net finance costs (excluding CAP expense and imputed interest on acquisition option commitments).

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Group Cash Flow Statement
for the six months ended March 31 2006

 

Unaudited

Unaudited

Audited

 

six months

six months

year

 

ended

ended

ended

 

March 31

March 31

September 30

 

2006

2005

2005

 

 

(restated see note 1)

(restated see note 1)

 

£000's

£000's

£000's

Cash flow from operating activities

 

 

 

Operating profit

          15,750

           14,733

          38,277

Share of operating profit in associates and joint ventures

              (733)

              (227)

              (624)

Loss on disposal of business

                   -

                    -

               315

Goodwill impairment

                   -

               390

                   -

Share option expense

            2,542

                 76

            1,380

Depreciation of property, plant and equipment

            1,336

               872

            1,745

Utilisation of property rental provision

              (170)

                    -

              (148)

Gain on disposal of property, plant and equipment

                   -

                  (3)

                87

Operating cash flows before movements in working capital

          18,725

           15,841

          41,032

(Increase)/decrease in receivables

              (133)

               445

           (4,395)

Increase/(decrease) in payables

            6,387

            (2,338)

            6,181

Cash generated by operations

          24,979

           13,948

          42,818

Income taxes paid

           (3,629)

            (3,639)

           (6,797)

Interest received

               442

               126

               345

Interest paid

 (1,698)

            (1,689)

 (3,756)

Net cash from operating activities

          20,094

             8,746

          32,610

Dividends received from associate

               354

                    -

                   -

Investing activities

 

 

 

Dividends paid to minorities

 (1,724)

              (943)

 (943)

Purchases of property, plant and equipment

 (3,253)

              (526)

 (5,387)

Proceeds on disposal of property, plant and equipment

                   -

                 23

20

Acquisition of subsidiary

 (9,263)

          (12,249)

 (12,231)

Acquisition of joint venture

 (3,048)

            (3,769)

 (6,097)

Disposal of subsidiary

                   -

                    -

500

Net cash used in investing activities

 (17,288)

          (17,464)

 (24,138)

Financing activities

 

 

 

Dividends paid

 (9,760)

(8,792)

(13,376)

Issue of new share capital

               677

               906

            2,960

Increase in borrowings

            2,727

           13,403

          42,932

Repayment of borrowings

                   -

(6,491)

         (39,540)

Loan repaid to DMGT group company

         (21,472)

(12,846)

         (15,384)

Loan received from DMGT group company

          17,393

           14,620

          15,622

Net cash used in financing activities

         (10,435)

               800

           (6,786)

Net (decrease)/increase in cash and cash equivalents

           (7,275)

            (7,918)

            1,686

Cash and cash equivalents at beginning of period

          24,932

           23,099

          23,099

Effect of foreign exchange rate movements

               241

(539)

               147

Cash and cash equivalents at end of period

          17,898

           14,642

          24,932

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Group Statement of Changes in Equity
for the six months ended March 31 2006

 

 

Unaudited

Unaudited

Audited

 

 

six months

six months

year

 

 

ended

ended

ended

 

 

March 31

March 31

September 30

 

 

2006

2005

2005

 

Note

£000's

£000's

£000's

Profit for the period

 

          9,620

         9,244

         30,181

Dividends paid

5

         (9,760)

        (8,792)

        (13,376)

 

 

            (140)

            452

         16,805

Proceeds from issue of shares for cash

 

             677

            906

           2,960

Credit to equity for share based payments

 

          2,112

             76

           1,380

IAS 39 movements

 

          1,718

                -

                  -

Exchange differences on translation of foreign operations

 

         (1,860)

         1,804

          (1,564)

Net decrease in equity shareholders' deficit

 

          2,507

         3,238

         19,581

Impact of adoption of IAS 39 on October 1 2005

7

       (21,209)

                -

                  -

Opening equity shareholders' deficit as restated/previously stated

 

       (37,559)

      (57,140)

        (57,140)

Closing equity shareholders' deficit

 

       (56,261)

      (53,902)

        (37,559)


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Notes to the Unaudited Interim Report

1. Basis of preparation

This interim report was approved by the board of directors on May 17 2006. The group has previously prepared its financial statements under UK Generally Accepted Accounting Principles (“UK GAAP”).  From October 1 2005 the group is required to prepare its annual consolidated financial statements in accordance with International Financial Reporting Standards (“IFRS”) as adopted by the European Union and implemented in the UK.  This interim report has been prepared using IFRS accounting policies consistent with those that the group expects to use in the preparation of its first annual report and financial statements under IFRS for the year ending September 30 2006. These accounting policies were included in the group’s “Adoption of International Financial Reporting Standards - Preliminary restatement of 2005 financial information” document which was published on March 22 2006, and is available on the group’s website at www.euromoneyplc.com/reports/IFRS_Restatement_2005.pdf.  The reconciliations of profit and shareholders’ equity from UK GAAP to IFRS required by IFRS 1 “First time adoption of IFRS” are also included within this document.

As permitted by IFRS 1 the group elected to defer implementation of IAS 32 “Financial Instruments: Presentation and Disclosure” and IAS 39 “Financial Instruments: Recognition and Measurement” until the year ending September 30 2006. The adjustments required for the adoption of IAS 32 and IAS 39 as at October 1 2005 are detailed in note 7 of this report.

The financial information contained in this interim report does not constitute statutory accounts as defined in section 240 of the Companies Act 1985 and should be read in conjunction with the 2005 annual report and the IFRS restatement document. The comparative financial information is based on the interim results for the six months ended March 31 2005 as amended in the IFRS restatement document.
 
The figures for the year to September 30 2005 are an abridged statement from the group’s accounts, which have been delivered to the Registrar of Companies, and amended by the IFRS restatement document.  The auditors’ report on those accounts was unqualified and did not contain a statement under section 237(2) or 237(3) of the Companies Act 1985.

2. Segmental analysis

 

United Kingdom

 

North America

 

Rest of World

 

Total

 

 

2006

2005

2006

2005

2006

2005

2006

2005

 

£000's

£000's

£000's

£000's

£000's

£000's

£000's

£000's

Revenue

 

 

 

 

 

 

 

 

By destination:

 

 

 

 

 

 

 

 

Other continuing businesses

 17,596

 14,601

  47,507

 36,798

 37,802

 34,091

 102,905

  85,490

Sold/closed businesses

        68

      451

          5

      332

      147

   1,245

        220

   2,028

Group revenue

 17,664

 15,052

  47,512

 37,130

 37,949

 35,336

 103,125

  87,518

Joint ventures

        59

       28

      152

      135

   1,637

      554

     1,848

      717

 

 17,723

 15,080

  47,664

 37,265

 39,586

 35,890

 104,973

  88,235

 

United Kingdom

 

North America

 

Rest of World

 

Total

 

 

2006

2005

2006

2005

2006

2005

2006

2005

 

£000's

£000's

£000's

£000's

£000's

£000's

£000's

£000's

By activity and source:

 

 

 

 

 

 

 

Financial publishing

 13,799

 12,718

  15,133

 13,638

      477

      714

   29,409

  27,070

Business publishing

   7,361

   6,866

    3,727

   3,240

      634

      523

   11,722

  10,629

Training

   9,018

   7,205

    3,278

   2,691

   1,188

   1,140

   13,484

  11,036

Conferences and seminars

 13,999

 10,252

  17,877

 15,908

   6,783

   2,718

   38,659

  28,878

Databases and information services

   2,577

   2,372

    1,816

   2,040

   5,238

   3,465

     9,631

   7,877

Sold/closed businesses

        74

      794

           -

      304

      146

      930

        220

   2,028

Group revenue

 46,828

 40,207

  41,831

 37,821

 14,466

   9,490

 103,125

  87,518

Joint ventures

      963

      717

           -

          -

      885

          -

     1,848

      717

 

 47,791

 40,924

  41,831

 37,821

 15,351

   9,490

 104,973

  88,235

              2006 2005
            £000's £000's
By type:                
Advertising             25,203 23,082
Sponsorship             17,888 14,633
Subscriptions             26,836 23,096
Delegates              28,481 20,427
Other             4,497 4,252
Closed Businesses             220 2,028
            103,125 87,518

2. Segmental analysis continued

 

United Kingdom

North America

Rest of World

Total

 

2006

2005

2006

2005

2006

2005

2006

2005

 

£000's

£000's

£000's

£000's

£000's

£000's

£000's

£000's

Operating profit

 

 

 

 

 

 

 

 

By activity and source:

 

 

 

 

 

 

 

 

Financial publishing

  3,034

  2,248

  1,624

  1,110

(169)

       (48)

    4,489

    3,310

Business publishing

  1,648

  1,193

     413

     330

(69)

       (79)

    1,992

    1,444

Training

  1,974

  1,626

     557

     604

     281

      418

    2,812

    2,648

Conferences and seminars

  4,102

  2,397

  4,545

  5,459

   1,584

     (173)

  10,231

    7,683

Databases and information services

  1,412

  1,398

  1,024

     678

(271)

     (357)

    2,165

    1,719

Sold/closed businesses

       47

    (171)

         -

    (221)

       37

       (48)

        84

      (440)

Unallocated corporate costs

(3,838)

 (1,118)

(376)

    (274)

          -

          -

(4,214)

   (1,392)

Operating profit before goodwill impairment and share option expense

  8,379

  7,573

  7,787

  7,686

   1,393

     (287)

  17,559

  14,972

Goodwill impairment

         -

    (390)

         -

         -

          -

          -

           -

      (390)

Share option expense

(1,519)

 (76)

(898)

         -

(125)

          -

(2,542)

        (76)

Operating profit after goodwill impairment and share option expense

  6,860

7,107

  6,889

7,686

   1,268

 (287)

  15,017

14,506

Associates and joint ventures

     453

227

         -

         -

     280

          -

       733

       227

Operating profit

  7,313

7,334

  6,889

7,686

   1,548

 (287)

  15,750

14,733

3.Tax on profit on ordinary activities

 

Unaudited

Unaudited

Audited

 

six months

six months

year

 

ended

ended

ended

 

March 31

March 31

Sept 30

 

2006

2005

2005

 

£000's

£000's

£000's

Current tax expense

 

 

 

UK corporation tax

2715

1811

5194

Foreign tax

673

576

1531

Over provided in prior years

0

66

544

 

3388

2453

7269

Deferred tax expense

 

 

 

Current year

-131

261

-4701

Over provided in prior years

0

0

-151

Total tax expense in income statement

3257

2714

2417

4. Net debt

 

Unaudited

Unaudited

Audited

 

six months

six months

year

 

ended

ended

ended

 

March 31

March 31

September 30

 

2006

2005

2005

 

£000's

£000's

£000's

 

 

 

 

Net debt at beginning of period

 (66,430)

(62,389)

 (62,389)

Increase/(decrease) in cash and cash equivalents

 (7,275)

(7,918)

1,686

Increase/(decrease) in loans

8,346

(13,100)

 (18,907)

Decrease/(increase) in amounts owed to DMGT group company

 (6,994)

       4,414

15,384

Other non cash changes

 (1,729)

              -

 (106)

Effect of foreign exchange rate movements

 (1,430)

       3,067

 (2,098)

Net debt at end of period

 (75,512)

     (75,926)

 (66,430)

Net debt comprises cash at bank and in hand, bank overdrafts, banks loans and other borrowings.

5. Dividends

 

Unaudited six months ended

Unaudited six months ended

Audited year ended

 

March 31

March 31

September 30

 

2006

2005

2005

 

£000's

£000's

£000's

Amounts recognisable as distributable to equity holders in period

 

 

 

Final dividend for the year ended September 30 2005 of 11.0p (2004: 10.0p)

9,767

8,798

8,798

Interim dividend for year ended September 30 2005 of 5.2p

                -

              -

4,587

 

9,767

8,798

13,385

Employees' Share Ownership Trust dividend

 (7)