TIDMAVS

RNS Number : 4686N

Avesco Group PLC

09 September 2013

AVESCO GROUP plc

RESULTS FOR THE THREE MONTHS AND NINE MONTHS ENDED 30 JUNE 2013

Avesco Group plc (AIM: AVS), a leading international provider of services to the corporate presentation, entertainment and broadcast markets, announces its results for the three months and nine months ended 30 June 2013.

KEY HIGHLIGHTS

Nine months to 30 June 2013

   --    Revenue down 7% to GBP98.6m (nine months ended 30 June 2012: GBP105.8m) 

-- Operating profit decreased to a loss of GBP0.5m (nine months ended 30 June 2012: profit of GBP3.3m)

   --    Trading profit decreased to GBP3.8m (nine months ended 30 June 2012: GBP4.1m)* 
   --    Trading EBITDA down 8% to GBP17.3m (nine months ended 30 June 2012: GBP18.7m)* 

-- Basic loss per share from continuing operations of 14.5p (nine months ended 30 June 2012: earnings per share of 7.6p)

   --    Adjusted basic earnings per share of 9.6p (nine months ended 30 June 2012: 11.0p)* 

Three months to 30 June 2013

   --    Revenue down 15% to GBP32.7m (three months ended 30 June 2012: GBP38.3m) 

-- Operating profit decreased to a loss of GBP3.3m (three months ended 30 June 2012: profit of GBP1.5m)

   --    Trading profit decreased to GBP1.0m (three months ended 30 June 2012: GBP2.1m)* 
   --    Trading EBITDA down 22% to GBP5.5m (three months ended 30 June 2012: GBP7.1m)* 

-- Basic loss per share from continuing operations of 19.1p (three months ended 30 June 2012: earnings per share of 3.9p)

   --    Adjusted basic earnings per share of 2.0p (three months ended 30 June 2012: 5.9p)* 

* As described in note 3, the Group uses certain non-GAAP alternative measures to assess underlying operating performance.

Court Case Settlement

   --    Profit in respect of Disney litigation of GBP45.6m (net of tax) 

-- A distribution will be made to shareholders and LTIP holders (equivalent to GBP1.10 per share/LTIP) subject to shareholder approval

Richard Murray, Chairman, commented:

"The results for the three and nine months ended 30 June 2013 include the receipt of the proceeds of the Disney litigation. As a result, the overall profit for the Quarter of GBP40.6m was substantial and the net assets of the Group have increased to GBP3.09 per share as at 30 June 2013. However, when the significant benefit of the litigation is removed, it is clear that the difficult trading conditions indicated in my statement in June 2013 have continued to affect revenue and profit. While the Group is still profitable at the trading level, pricing remains under pressure in a number of markets while the pick-up in demand in the UK has yet to reach the levels that we anticipated.

In Presteigne Charter, where trading in relation to major projects has disappointed, we are planning to refocus the business back to its dry hire roots, which should even out some of the trading peaks and troughs experienced in recent years. In CT China, significant year on year improvements have been made but we shall not quite achieve the breakeven target that we set ourselves last year. Our main issue, however, has been the departure of key staff in CT Germany, resulting in a revenue and profit shortfall that has proved very difficult to replace. As a result, and despite a strong performance in our CT US business, we now believe that it is likely that the Group's results for the full year to 30 September 2013 will be below previous market expectations.

The Group has previously announced that the Board is proposing, subject to shareholder approval, to return GBP30.6m of the funds received on the Disney settlement to shareholders by way of a B & C Share Scheme ("The Scheme") and to LTIP holders by way of a cash bonus. The Scheme will provide for a payment, equivalent to GBP1.10 for each ordinary share, and is intended to be structured in such a way as to allow shareholders, subject to applicable legal and regulatory restrictions, to elect to receive their proceeds either as income or capital. A detailed circular setting out the full terms of The Scheme and detailed timings will be sent to shareholders in November and, if approved, it is expected that payments will be made in December to shareholders on the register at that time."

For further information please contact:

 
 
   Avesco Group plc 
 Richard Murray, Chairman                       01293 583400 
 John Christmas, Group Finance Director 
 
 
 finnCap 
  Ed Frisby/Rose Herbert, Corporate 
  Finance 
  Brian Patient/Victoria Bates, Corporate 
  Broking                                      020 7220 0500 
 
 

Chairman's Statement

The results for the three and nine months ended 30 June 2013 include the receipt of the proceeds of the Disney litigation. As a result, the overall profit for the Quarter of GBP40.6m was substantial and the net assets of the Group have increased to GBP3.09 per share as at 30 June 2013. However, when the significant benefit of the litigation is removed, it is clear that the difficult trading conditions indicated in my statement in June 2013 have continued to affect revenue and profit. While the Group is still profitable at the trading level, the underlying trading in the third Quarter is below the Board's previous expectations. In particular, the loss of key staff in our CT Germany operation and the consequent restructuring, have affected results more than expected.

Results

Revenue in the three months ended 30 June 2013 was down 15% to GBP32.7m (three months ended 30 June 2012: GBP38.3m), leaving the total revenue for the nine months to 30 June 2013 down 7% at GBP98.6m (nine months ended 30 June 2012: GBP105.8m). If the revenue from the 2012 London Olympics events and from CT Germany is excluded, the prior period comparison shows that the underlying business on a like for like basis over the nine month period has been flat.

The US operations of our Creative Technology division and MCL in our Full Service division have both continued to grow over the nine month period. However, revenue in our other divisions was either flat or showed some decline. CT Germany, with a GBP2.3m reduction in revenue compared to the same nine month period last year, experienced by far the largest decrease. The CT Germany management team and business is undergoing an extensive reorganisation, resulting in a GBP0.5m restructuring charge to date. Presteigne Charter also experienced a decrease in revenue as a result of the disappointing trading in major projects.

The operating loss for the three months ended 30 June 2013 was GBP3.3m (three months ended 30 June 2012: profit of GBP1.5m) and GBP0.5m for the nine months to the same date (nine months ended 30 June 2012: profit of GBP3.3m).

Trading profits (which exclude restructuring costs, compensation for loss of office, payments to LTIP holders and bonuses in connection with the Disney settlement, and other non-recurring costs) for the three months ended 30 June 2013 were GBP1.0m (three months ended 30 June 2012 GBP2.1m). The adjusted basic earnings per share were 2.0p (three months ended 30 June 2012: 5.9p).

For the nine months ended 30 June 2013, the trading profit was GBP3.8m (nine months ended 30 June 2012: GBP4.1m). The adjusted basic earnings per share were 9.6p (three months ended 30 June 2012: 11.0p).

Due to the availability of trading losses in certain territories, our current tax charge remains low. However, although our continued profitability in the US means that historic losses in that region are being utilised, we are unable to utilise losses in other territories across borders. As a result, there has been an increase in our total tax charge for the nine months ended 30 June 2013 to GBP2.0m (nine months ended 30 June 2012: GBP0.1m), although the increase relates almost entirely to deferred tax rather than current tax.

Disney

The Group has previously announced that the Board is proposing, subject to shareholder approval, to return GBP30.6m of the funds received on the Disney settlement to shareholders by way of a B & C Share Scheme ("The Scheme") and to LTIP holders by way of a cash bonus. The Scheme will provide for a payment, equivalent to GBP1.10 for each ordinary share, and is intended to be structured in such a way as to allow shareholders, subject to applicable legal and regulatory restrictions, to elect to receive their proceeds either as income or capital. A detailed circular setting out the full terms of The Scheme and detailed timings will be sent to shareholders in November and, if approved, it is expected that payments will be made in December to shareholders on the register at that time.

Net Debt and Assets per Share

We continue to spend significantly less on new equipment than last year, with net investments in fixed assets during the first nine months of the year amounting to GBP12.3m (nine months ended 30 June 2012: GBP24.7m).

Net cash generated from operating activities has been strong. During the Quarter to 30 June 2013 the Group generated GBP8.3m of cash from operating activities (three months ended 30 June 2012: GBP4.0m), and GBP14.2m during the nine months ended on the same date (nine months ended 30 June 2012: GBP10.0m).

Furthermore, on 4 June 2013 the Group received its share of the Disney litigation award which, after making an immediate on account corporation tax payment, amounted to a net receipt of GBP50.1m in the period. Future outflows of GBP36.1m are earmarked for tax, indemnities, bonuses, LTIP holders and shareholders.

Consequently, after paying dividends of GBP0.8m in April 2013, the Group generated net funds of GBP55.2m in the Quarter ended 30 June 2013 (Quarter ended 30 June 2012: net funds outflow of GBP2.8m), leaving the Group in a net cash position on 30 June 2013 of GBP25.1m (30 June 2012: net debt of GBP27.1m).

On 30 June 2013, the net assets of the Group were GBP80.3m (30 June 2012: GBP38.6m) or GBP3.09 per share (30 June 2012: GBP1.52 per share).

Outlook

Whilst the final settlement of the Disney litigation has seen a substantial inflow of cash, the Board is committed to resolving the various operational and trading issues around the Group.

In CT Germany, the process to restructure the business has already begun. Our main issue there, however has been the departure of key staff, resulting in a revenue and profit shortfall that has proved very difficult to replace.

In Presteigne Charter, we are planning to refocus the business back to its dry hire roots, which should even out some of the trading peaks and troughs experienced in recent years, but will necessitate some redundancies and other costs.

In CT China, significant year on year improvements have been made but we shall not quite achieve the breakeven target that we set ourselves last year.

Pricing remains under pressure in a number of markets, while the pick-up in demand in the UK has yet to reach the levels that we anticipated. As a result, and despite a strong performance in our CT US business, we now believe that it is likely that the Group's results for the full year to 30 September 2013 will be below previous market expectations.

Looking ahead to 2014, the expected benefits of the headcount and cost reductions arising from the restructuring work and other measures that we are taking across the Group this year should flow through to the results. We also look forward to an increase in demand for our services with a number of major "even year" sporting events being held, including the Winter Olympics in Russia, the Commonwealth Games in Scotland and the FIFA World Cup in Brazil.

We remain committed to our strategy of developing our core businesses to provide cash generation and dividend growth for shareholders. Our balance sheet has been significantly strengthened by the receipt of the Disney funds, which, even after tax and returns to shareholders and others, should see a net debt reduction of over GBP14m, leaving gearing low, and the Group well placed for the future.

Unaudited condensed consolidated income statement

For the three months and nine months ended 30 June 2013

 
                                                   Three months ended                 Nine months ended              Year ended 
                                                              30 June                           30 June            30 September 
                                        2013                     2012       2013                   2012                    2012 
                                     GBP000s                  GBP000s    GBP000s                GBP000s                 GBP000s 
-------------------  -----------------------  -----------------------  ---------  ---------------------  ---------------------- 
 
 Continuing 
 operations 
 Revenue                              32,686                   38,349     98,564                105,811                 143,452 
 Cost of sales                      (20,557)                 (25,524)   (61,996)               (69,398)                (93,246) 
-------------------  -----------------------  -----------------------  ---------  ---------------------  ---------------------- 
 Gross profit                         12,129                   12,825     36,568                 36,413                  50,206 
 
 Operating expenses                 (15,382)                 (11,296)   (37,055)               (33,144)                (45,979) 
 Share of 
  associate's 
  (loss)/profit                          (7)                       -        (47)                      -                     271 
-------------------  -----------------------  -----------------------  ---------  ---------------------  ---------------------- 
 Operating 
  (loss)/profit                      (3,260)                    1,529      (534)                  3,269                   4,498 
 
 Finance income                            1                        1          2                      3                      51 
 Finance costs                         (419)                    (501)    (1,231)                (1,200)                 (1,586) 
-------------------  -----------------------  -----------------------  ---------  ---------------------  ---------------------- 
 (Loss)/profit 
  before income 
  tax                                (3,678)                    1,029    (1,763)                  2,072                   2,963 
 
 Income tax expense                  (1,271)                     (45)    (1,955)                  (147)                 (1,108) 
-------------------  -----------------------                           --------- 
 (Loss)/profit from 
  continuing 
  operations                         (4,949)                      984    (3,718)                  1,925                   1,855 
 Profit on 
  discontinued 
  operation, 
  net of tax                          45,568                       -      45,568                      -                       - 
 Profit for the 
  financial 
  period                              40,619                      984     41,850                  1,925                   1,855 
-------------------  -----------------------  -----------------------  ---------  ---------------------  ---------------------- 
 
                                                                           Pence 
                                       Pence                    Pence        per                  Pence                   Pence 
                                   per share                per share      share              per share               per share 
 Earnings per share 
 for profit 
 attributable to 
 the equity 
 holders of the 
 company 
 - basic                              156.5p                     3.9p     162.7p                   7.6p                    7.3p 
 - diluted                            147.2p                     3.7p     151.7p                   7.3p                    7.0p 
 
 (Losses)/earnings 
 per share 
 for profit 
 attributable 
 to the equity 
 holders of 
 the company from 
 continuing 
 operations 
 - basic                             (19.1)p                     3.9p    (14.5)p                   7.6p                    7.3p 
 - diluted                           (19.1)p                     3.7p    (14.5)p                   7.3p                    7.0p 
 

Alternative performance measures (non-GAAP)

For the three months and nine months ended 30 June 2013

 
                                                   Three months ended                                  Nine months ended               Year ended 
                                                              30 June                                            30 June             30 September 
                                       2013                      2012                     2013                      2012                     2012 
                                    GBP000s                   GBP000s                  GBP000s                   GBP000s                  GBP000s 
-----------------  ------------------------  ------------------------  -----------------------  ------------------------  ----------------------- 
 
 
 Operating 
  (loss)/profit                     (3,260)                     1,529                    (534)                     3,269                    4,498 
 Adjusted to 
 exclude: 
 Restructuring 
  costs and 
  compensation 
  for loss 
  of office                             937                       672                      998                       672                    2,458 
 Payments to LTIP 
  holders 
  and bonuses in 
  connection 
  with the Disney 
  settlement                          3,058                         -                    3,058                         -                        - 
 Other 
  non-recurring 
  costs/(credits)                       284                     (146)                      284                       204                      428 
 Trading profit                       1,019                     2,055                    3,806                     4,145                    7,384 
 
 Net finance 
  costs                               (418)                     (500)                  (1,229)                   (1,197)                  (1,535) 
 Trading profit 
  after 
  net finance 
  costs                                 601                     1,555                    2,577                     2,948                    5,849 
-----------------  ------------------------  ------------------------  -----------------------  ------------------------  ----------------------- 
 
 Current tax 
  expense                              (71)                      (45)                    (115)                     (147)                    (346) 
 Trading profit 
  after 
  net finance 
  costs and 
  current tax 
  expense                               530                     1,510                    2,462                     2,801                    5,503 
-----------------  ------------------------  ------------------------  -----------------------  ------------------------  ----------------------- 
 
 
 Trading EBITDA                       5,549                     7,116                   17,327                    18,736                   27,147 
-----------------  ------------------------  ------------------------  -----------------------  ------------------------  ----------------------- 
 
 Adjusted 
 earnings per                     Pence per                 Pence per                Pence per                 Pence per                Pence per 
 share                                share                     share                    share                     share                    share 
-----------------  ------------------------  ------------------------  -----------------------  ------------------------  ----------------------- 
 - basic                               2.0p                      5.9p                     9.6p                     11.0p                    21.7p 
 - diluted                             1.9p                      5.7p                     8.9p                     10.6p                    20.8p 
 

Refer to note 3 for a full description of the alternative performance measures adopted by the Group.

Unaudited condensed consolidated statement of comprehensive income

For the three months and nine months ended 30 June 2013

 
                                              Three months ended    Nine months ended     Year ended 
                                                         30 June              30 June   30 September 
                                                 2013       2012       2013      2012           2012 
                                              GBP000s    GBP000s    GBP000s   GBP000s        GBP000s 
------------------------------------------  ---------  ---------  ---------  --------  ------------- 
 
Profit for the period                          40,619        984     41,850     1,925          1,855 
 
Other comprehensive income/(expense) 
Currency translation differences                    3        152        523      (83)          (143) 
Total comprehensive income for the period      40,622      1,136     42,373     1,842          1,712 
------------------------------------------  ---------  ---------  ---------  --------  ------------- 
 

Unaudited condensed consolidated balance sheet

As at 30 June 2013

 
                                        30 June                        30 June   30 September 
                                           2013                           2012           2012 
                                        GBP000s                        GBP000s        GBP000s 
-------------------------------------  --------  -----------------------------  ------------- 
 Assets 
 Non-current assets 
 Property, plant and equipment           60,601                         64,449         61,786 
 Intangible assets                          138                            142            130 
 Investment in associate                    124                              -            271 
 Deferred income tax assets               4,896                          6,087          6,707 
 Trade and other receivables                191                            237            159 
-------------------------------------  --------  -----------------------------  ------------- 
                                         65,950                         70,915         69,053 
 Current assets 
 Inventories                              1,451                          1,728          1,794 
 Trade and other receivables             22,567                         28,974         26,573 
 Current income tax assets                  127                            101             86 
 Cash and cash equivalents               48,153                          6,010          4,345 
                                         72,298                         36,813         32,798 
-------------------------------------  --------  -----------------------------  ------------- 
 Total assets                           138,248                        107,728        101,851 
-------------------------------------  --------  -----------------------------  ------------- 
 Liabilities 
 Non-current liabilities 
 Borrowings and loans                    15,538                         24,816         21,662 
 Deferred income tax liabilities          4,425                          3,045          4,425 
 Provisions for other liabilities 
  and charges                               311                            482            432 
-------------------------------------  --------  -----------------------------  ------------- 
                                         20,274                         28,343         26,519 
 Current liabilities 
 Trade and other payables                26,062                         31,903         28,540 
 Current income tax liabilities           4,064                            454            544 
 Borrowings and loans                     7,497                          8,341          7,448 
 Provisions for other liabilities 
  and charges                                51                             75            189 
------------------------------------- 
                                         37,674                         40,773         36,721 
-------------------------------------  --------  -----------------------------  ------------- 
 Total liabilities                       57,948                         69,116         63,240 
-------------------------------------  --------  -----------------------------  ------------- 
 Total assets less total liabilities     80,300                         38,612         38,611 
-------------------------------------  --------  -----------------------------  ------------- 
 
 Equity 
 Capital and reserves attributable 
  to equity holders of the company 
 Ordinary shares                          2,650                          2,599          2,599 
 Share premium                           23,286                         23,286         23,286 
 Other reserves                             496                             33           (27) 
 Retained earnings                       53,868                         12,694         12,753 
-------------------------------------  --------  -----------------------------  ------------- 
 Total equity                            80,300                         38,612         38,611 
-------------------------------------  --------  -----------------------------  ------------- 
 

Unaudited condensed consolidated statement of changes in equity

For the three months and nine months ended 30 June 2013

 
                                        Share             Share 
                                      capital           premium             Other           Retained 
                                      account           account          reserves           earnings            Total 
                                      GBP000s           GBP000s           GBP000s            GBP000s          GBP000s 
--------------------------  -----------------  ----------------  ----------------  -----------------  --------------- 
 
 Balance at 1 April 2013                2,650            23,286               493             13,154           39,583 
 Profit for the period                      -                 -                 -             40,619           40,619 
 Other comprehensive 
  income net of tax                         -                 -                 3                  -                3 
--------------------------  -----------------  ----------------  ----------------  -----------------  --------------- 
 Total comprehensive 
  income                                    -                 -                 3             40,619           40,622 
 
 Transactions with owners 
  in their capacity as 
  owners: 
 LTIP and share options                     -                 -                 -                 95               95 
--------------------------  -----------------  ----------------  ----------------  -----------------  --------------- 
 Balance at 30 June 13                  2,650            23,286               496             53,868           80,300 
--------------------------  -----------------  ----------------  ----------------  -----------------  --------------- 
 
 
                                        Share             Share 
                                      capital           premium             Other           Retained 
                                      account           account          reserves           earnings            Total 
                                      GBP000s           GBP000s           GBP000s            GBP000s          GBP000s 
--------------------------  -----------------  ----------------  ----------------  -----------------  --------------- 
 
 Balance at 1 October 
  2012                                  2,599            23,286              (27)             12,753           38,611 
 Profit for the period                      -                 -                 -             41,850           41,850 
 Other comprehensive 
  income net of tax                         -                 -               523                  -              523 
--------------------------  -----------------  ----------------  ----------------  -----------------  --------------- 
 Total comprehensive 
  income                                    -                 -               523             41,850           42,373 
 
 Transactions with owners 
  in their capacity as 
  owners: 
 External dividends paid                    -                 -                 -            (1,032)          (1,032) 
 LTIP and share options                    51                 -                 -                297              348 
--------------------------  -----------------  ----------------  ----------------  -----------------  --------------- 
 Balance at 30 June 13                  2,650            23,286               496             53,868           80,300 
--------------------------  -----------------  ----------------  ----------------  -----------------  --------------- 
 
 
                                        Share             Share 
                                      capital           premium             Other           Retained 
                                      account           account          reserves           earnings            Total 
                                      GBP000s           GBP000s           GBP000s            GBP000s          GBP000s 
--------------------------  -----------------  ----------------  ----------------  -----------------  --------------- 
 
 Balance at 1 April 2012                2,599            23,286             (119)             12,296           38,062 
 Profit for the period                      -                 -                 -                984              984 
 Other comprehensive 
  expense net of tax                        -                 -               152                  -              152 
--------------------------  -----------------  ----------------  ----------------  -----------------  --------------- 
 Total comprehensive 
  income                                    -                 -               152                984            1,136 
 
 Transactions with owners 
  in their capacity as 
  owners: 
 External dividends paid                    -                 -                 -              (761)            (761) 
 LTIP and share options                     -                 -                 -                175              175 
--------------------------  -----------------  ----------------  ----------------  -----------------  --------------- 
 Balance at 30 June 2012                2,599            23,286                33             12,694           38,612 
--------------------------  -----------------  ----------------  ----------------  -----------------  --------------- 
 
 
                                       Share             Share 
                                     capital           premium              Other          Retained 
                                     account           account           reserves          earnings     Total 
                                     GBP000s           GBP000s            GBP000s           GBP000s   GBP000s 
--------------------------  ----------------  ----------------  -----------------  ----------------  -------- 
 
 Balance at 1 October 
  2011                                 2,599            23,286                116            11,072    37,073 
 Profit for the period                     -                 -                  -             1,925     1,925 
 Other comprehensive 
  expense net of tax                       -                 -               (83)                 -      (83) 
--------------------------  ----------------  ----------------  -----------------  ----------------  -------- 
 Total comprehensive 
  (expense)/income                         -                 -               (83)             1,925     1,842 
 
 Transactions with owners 
  in their capacity as 
  owners: 
 External dividends paid                   -                 -                  -             (761)     (761) 
 LTIP and share options                    -                 -                  -               458       458 
--------------------------  ----------------  ----------------  -----------------  ----------------  -------- 
 Balance at 30 June 2012               2,599            23,286                 33            12,694    38,612 
--------------------------  ----------------  ----------------  -----------------  ----------------  -------- 
 
 
                                       Share             Share 
                                     capital           premium              Other          Retained 
                                     account           account           reserves          earnings     Total 
                                     GBP000s           GBP000s            GBP000s           GBP000s   GBP000s 
--------------------------  ----------------  ----------------  -----------------  ----------------  -------- 
 
 Balance at 1 October 
  2011                                 2,599            23,286                116            11,072    37,073 
 Profit for the period                     -                 -                  -             1,855     1,855 
 Other comprehensive 
  expense net of tax                       -                 -              (143)                 -     (143) 
--------------------------  ----------------  ----------------  -----------------  ----------------  -------- 
 Total comprehensive 
  (expense)/income                         -                 -              (143)             1,855     1,712 
 
 Transactions with owners 
  in their capacity as 
  owners: 
 External dividends paid                   -                 -                  -             (761)     (761) 
 LTIP and share options                    -                 -                  -               587       587 
 Balance at 30 September 
  2012                                 2,599            23,286               (27)            12,753    38,611 
--------------------------  ----------------  ----------------  -----------------  ----------------  -------- 
 

Unaudited condensed consolidated cash flow statement

For the three months and nine months ended 30 June 2013

 
                                                Three months ended                           Nine months ended             Year ended 
                                                           30 June                                     30 June           30 September 
                                       2013                   2012                  2013                  2012                   2012 
                                    GBP000s                GBP000s               GBP000s               GBP000s                GBP000s 
--------------------  ---------------------  ---------------------  --------------------  --------------------  --------------------- 
 
Cash flows from 
operating 
activities 
Cash generated from 
 operations                           8,725                  4,566                15,685                11,518                 19,715 
Net interest paid                     (408)                  (439)               (1,265)               (1,161)                (1,517) 
Income tax paid                        (55)                  (142)                 (192)                 (373)                  (466) 
Net cash generated 
 from operating 
 activities                           8,262                  3,985                14,228                 9,984                 17,732 
--------------------  ---------------------  ---------------------  --------------------  --------------------  --------------------- 
 
Cash flows from 
investing 
activities 
Purchases of 
 property, plant 
 and equipment                      (2,623)                (6,499)              (13,819)              (26,257)               (32,539) 
Proceeds from sale 
 of property, 
 plant and equipment                    181                    429                11,512                 1,552                  1,831 
Proceeds from 
 disposal of 
 investments                              -                      -                     -                   403                    403 
Group dividends 
 received                               100                      -                   100                     -                      - 
Net cash used in 
 investing 
 activities                         (2,342)                (6,070)              (12,207)              (24,302)               (30,305) 
--------------------  ---------------------  ---------------------  --------------------  --------------------  --------------------- 
 
Cash flows from 
financing 
activities 
Proceeds from 
 borrowings                           3,101                  4,693                12,900                18,542                 18,128 
Repayments of 
 borrowings                        (15,613)                (3,610)              (19,984)               (5,970)                (8,258) 
Dividends paid to 
 Company's 
 shareholders                         (778)                  (761)               (1,032)                 (761)                  (761) 
                                             ---------------------  --------------------  -------------------- 
Net cash 
 (used)/generated in 
 financing 
 activities                        (13,290)                    322               (8,116)                11,811                  9,109 
--------------------  ---------------------  ---------------------  --------------------  --------------------  --------------------- 
 
Cash generated 
 by/(used from) 
 discontinued 
 operations                          50,107                      -                50,045                 (245)                  (247) 
--------------------  ---------------------  ---------------------  --------------------  --------------------  --------------------- 
 
Net 
 increase/(decrease) 
 in 
 cash, cash 
 equivalents and 
 bank overdrafts                     42,737                (1,763)                43,950               (2,752)                (3,711) 
Cash, cash 
 equivalents and 
 bank overdrafts at 
 beginning 
 of period                            5,284                  6,552                 4,116                 7,501                  7,501 
Exchange 
 (losses)/gains on 
 cash and bank 
 overdrafts                           (109)                    125                 (154)                   165                    326 
Cash, cash 
 equivalents and 
 bank overdrafts at 
 end of 
 period                              47,912                  4,914                47,912                 4,914                  4,116 
 
Bank overdrafts at 
 end of 
 period                                 241                  1,096                   241                 1,096                    229 
Cash, cash 
 equivalents at 
 end of period                       48,153                  6,010                48,153                 6,010                  4,345 
--------------------  ---------------------  ---------------------  --------------------  --------------------  --------------------- 
 

Notes to the interim report and accounts

   1.   General information 

Avesco Group plc ('the Company') and its subsidiaries (together 'the Group') is an international media services business. The Group has subsidiaries around the world and sells in the UK, USA, Europe, Asia Pacific and the Middle East.

The Company is a public limited company which is admitted to trading on the AIM Market of the London Stock Exchange and is incorporated and domiciled in the UK. The address of its registered office is Unit E2, Sussex Manor Business Park, Gatwick Road, Crawley, West Sussex, RH10 9NH.

The registered number of the Company is 01788363.

   2.   Status of interim report and accounts 

The interim report and accounts are unaudited but have been reviewed by the auditors, Ernst & Young LLP, and their independent review report is appended to this document. The interim report and accounts, which were approved by the Board of Directors on 9 September 2013, are not full accounts within the meaning of section 434 of the Companies Act 2006.

The figures for the year ended 30 September 2012 have been extracted from the audited annual report and accounts that have been delivered to the Registrar of Companies. The auditors, Ernst & Young LLP, reported on those accounts under section 495 of the Companies Act 2006. Their report was unqualified and did not contain a statement under section 498 of that Act.

   3.   Basis of preparation 

The interim report and accounts have been prepared using the accounting policies to be applied in the annual report and accounts for the year ending 30 September 2013. These are consistent with those included in the previously published annual report and accounts for the year ended 30 September 2012, which have been prepared in accordance with IFRS as adopted by the European Union.

The directors have a reasonable expectation that the Group has adequate resources to continue operating for the foreseeable future, and for this reason they have adopted the going concern basis of preparation in the consolidated quarterly financial statements.

Alternative performance measures

The Group uses alternative non-Generally Accepted Accounting Practice ("non-GAAP") financial measures which are not defined within IFRS. The Directors use these measures in order to assess the underlying operational performance of the Group and as such, these measures are important and should be considered alongside the IFRS measures. The following non-GAAP measures are referred to in these interim report and accounts.

   a)    Trading profit/loss 

'Trading profit/loss' is separately disclosed, being defined as operating profit adjusted to exclude restructuring costs and compensation for loss of office and other non-recurring costs. Other non-recurring costs relate to items which management believe do not accurately reflect the underlying trading performance of the business in the period. Examples of other non-recurring costs are one off costs and charges incurred which management believe do not accurately reflect the trading performance of the business. The Directors believe that trading profit/loss is an important measure of the underlying performance of the Group.

   b)    Adjusted earnings per share 

'Adjusted earnings per share' is calculated by dividing the profit for the period excluding restructuring costs and compensation for loss of office, other non-recurring costs and the deferred tax charge/credit by the weighted average number of ordinary shares in issue during the period. The Directors believe that adjusted earnings per share provides an important measure of the underlying performance of the Group.

   c)     Trading EBITDA 

Trading earnings before interest, taxation, depreciation and amortisation ('EBITDA') is separately disclosed, being defined as trading profit/loss adjusted to exclude depreciation and amortisation of software. The Directors believe that trading EBITDA is an important measure of the underlying performance of the Group.

   4.   Segmental information 
 
                                          Three months ended                 Nine months ended              Year ended 
                                                     30 June                           30 June            30 September 
                                2013                    2012      2013                    2012                    2012 
                             GBP000s                 GBP000s   GBP000s                 GBP000s                 GBP000s 
--------------------------  --------  ----------------------  --------  ----------------------  ---------------------- 
 
 Revenue 
 Creative Technology          23,295                  26,457    69,518                  72,548                  96,232 
 Full Service                  4,410                   5,020    14,033                  15,451                  19,988 
 Broadcast                     5,662                   7,670    17,301                  20,370                  29,653 
 Inter Segment revenue         (681)                   (798)   (2,288)                 (2,558)                 (2,421) 
--------------------------                                              ----------------------  ---------------------- 
 Group revenue                32,686                  38,349    98,564                 105,811                 143,452 
--------------------------  --------  ----------------------  --------  ----------------------  ---------------------- 
 
 Operating profit 
 Creative Technology           1,510                   1,677     4,556                   4,048                   4,526 
 Full Service                    122                     290       564                     922                   1,055 
 Broadcast                     (556)                      37   (1,279)                   (767)                   2,293 
 Head Office                    (57)                      51      (35)                    (58)                   (490) 
--------------------------                                              ----------------------  ---------------------- 
 Trading profit                1,019                   2,055     3,806                   4,145                   7,384 
 
 Restructuring costs and 
  compensation for loss of 
  office                       (576)                   (672)     (637)                   (672)                 (2,458) 
 Payments to LTIP holders 
  and bonuses in 
  connection 
  with the Disney 
  settlement                 (3,058)                       -   (3,058)                       -                       - 
 Other non-recurring 
  costs/(credits)              (645)                     146     (645)                   (204)                   (428) 
 Operating (loss)/profit     (3,260)                   1,529     (534)                   3,269                   4,498 
--------------------------  --------  ----------------------  --------  ----------------------  ---------------------- 
 
   5.   Trading earnings before interest, taxation, depreciation and amortisation ('EBITDA') 
 
                               Three months ended     Nine months ended      Year ended 
                                          30 June               30 June    30 September 
                                  2013       2012       2013       2012            2012 
                               GBP000s    GBP000s    GBP000s    GBP000s         GBP000s 
--------------------------  ----------  ---------  ---------  ---------  -------------- 
 
 Trading profit                  1,019      2,055      3,806      4,145           7,384 
 Depreciation                    4,508      5,036     13,452     14,499          19,645 
 Amortisation of software           22         25         69         92             118 
 Trading EBITDA                  5,549      7,116     17,327     18,736          27,147 
--------------------------  ----------  ---------  ---------  ---------  -------------- 
 

Trading EBITDA is defined in note 3.

   6.   Taxation 
 
                                                     Three months ended              Nine months ended      Year ended 
                                                                30 June                        30 June    30 September 
                                            2013                   2012      2013                 2012            2012 
                                         GBP000s                GBP000s   GBP000s              GBP000s         GBP000s 
--------------------------  --------------------  ---------------------  --------  -------------------  -------------- 
 
 Current tax: 
 Current tax on profits 
  for 
  the year                                    71                     45       115                  147             358 
 Adjustments in respect of 
  prior periods                                -                      -         -                    -            (12) 
--------------------------  --------------------  ---------------------  --------  -------------------  -------------- 
 Total current tax                            71                     45       115                  147             346 
 
 Deferred tax                              1,200                      -     1,840                    -             762 
--------------------------                        ---------------------  --------  -------------------  -------------- 
 Income tax expense                        1,271                     45     1,955                  147           1,108 
--------------------------  --------------------  ---------------------  --------  -------------------  -------------- 
 
   7.   Earnings per share 
 
                                                Three months ended                              Nine months ended              Year ended 
                                                           30 June                                        30 June            30 September 
                                      2013                    2012                   2013                    2012                    2012 
                                   GBP000s                 GBP000s                GBP000s                 GBP000s                 GBP000s 
-------------------  ---------------------  ----------------------  ---------------------  ----------------------  ---------------------- 
 
 Profit for the 
  financial 
  period                            40,619                     984                 41,850                   1,925                   1,855 
 Profit on 
  discontinued 
  operation, 
  net of tax                      (45,568)                       -               (45,568)                       -                       - 
-------------------  ---------------------  ----------------------  ---------------------  ----------------------  ---------------------- 
 (Loss)/profit from 
  continuing 
  operations                       (4,949)                     984                (3,718)                   1,925                   1,855 
 Restructuring 
  costs and 
  compensation 
  for loss of 
  office                               576                     672                    637                     672                   2,458 
 Payments to LTIP 
  holders 
  and bonuses in 
  connection 
  with the Disney 
  settlement                         3,058                       -                  3,058                       -                       - 
 Other 
  non-recurring 
  costs/(credits)                      645                   (146)                    645                     204                     428 
 Deferred tax 
  charge                             1,200                       -                  1,840                       -                     762 
 Trading profit 
  after net 
  finance costs and 
  income 
  tax expense                          530                   1,510                  2,462                   2,801                   5,503 
-------------------  ---------------------  ----------------------  ---------------------  ----------------------  ---------------------- 
 
 
 Weighted average 
 number of 
 shares (net of 
 treasury shares) 
 For basic earnings 
  per share 
  (000's)                           25,952                  25,384                 25,724                  25,376                  25,393 
 Effect of dilutive 
  share 
  options (000's)                    1,634                   1,020                  1,862                   1,020                   1,020 
 For diluted 
  earnings per 
  share (000's)                     27,586                  26,404                 27,586                  26,396                  26,413 
-------------------  ---------------------  ----------------------  ---------------------  ----------------------  ---------------------- 
 
 Earnings/(losses) 
 per share 
 Basic                              156.5p                    3.9p                 162.7p                    7.6p                    7.3p 
 Diluted                            147.2p                    3.7p                 151.7p                    7.3p                    7.0p 
-------------------  ---------------------  ----------------------  ---------------------  ----------------------  ---------------------- 
 
 Continuing 
  operations basic                 (19.1)p                    3.9p                (14.5)p                    7.6p                    7.3p 
 Continuing 
  operations 
  diluted                          (19.1)p                    3.7p                (14.5)p                    7.3p                    7.0p 
-------------------  ---------------------  ----------------------  ---------------------  ----------------------  ---------------------- 
 
 Adjusted basic                       2.0p                    5.9p                   9.6p                   11.0p                   21.7p 
 Adjusted diluted                     1.9p                    5.7p                   8.9p                   10.6p                   20.8p 
-------------------  ---------------------  ----------------------  ---------------------  ----------------------  ---------------------- 
 
 Discontinued 
  operations basic                  175.6p                    0.0p                 177.1p                    0.0p                    0.0p 
 Discontinued 
  operations 
  diluted                           165.2p                    0.0p                 165.2p                    0.0p                    0.0p 
-------------------  ---------------------  ----------------------  ---------------------  ----------------------  ---------------------- 
 

Basic earnings per share have been calculated by dividing profit/loss for the period by the weighted average number of ordinary shares in issue during the period.

Diluted earnings per share have been calculated by dividing profit/loss for the period by the weighted average number of ordinary shares in issue during the period, adjusted for any awards under the Company's Long Term Incentive Plan ("LTIP") where pre-specified performance conditions have been satisfied and any required conversion of dilutive potential options.

Adjusted earnings per share have been calculated as per note 3.

   8.   Analysis of net debt 
 
                                  At 1                               Other       Currency      At 30 
                                 April              Cash          non cash    translation       June 
                                  2013              flow           changes    differences       2013 
                               GBP000s           GBP000s           GBP000s        GBP000s    GBP000s 
---------------------------  ---------  ----------------  ----------------  -------------  --------- 
 
 Cash at bank and 
  in hand                        5,692            42,569                 -          (108)     48,153 
 Bank overdrafts                 (408)               168                 -            (1)      (241) 
---------------------------  ---------  ----------------  ----------------  -------------  --------- 
 Net cash                        5,284            42,737                 -          (109)     47,912 
 
 Bank loans due 
  in more than one 
  year                        (19,100)            11,291                 -           (45)    (7,854) 
 Hire purchase obligations 
  due in less than 
  one year                     (7,619)             1,833           (1,469)            (1)    (7,256) 
 Hire purchase obligations 
  due in more than 
  one year                     (8,559)             (612)             1,469             18    (7,684) 
 Net debt                     (29,994)            55,249                 -          (137)     25,118 
---------------------------  ---------  ----------------  ----------------  -------------  --------- 
 
 
                                  At 1                               Other       Currency      At 30 
                               October              Cash          non cash    translation       June 
                                  2012              flow           changes    differences       2013 
                               GBP000s           GBP000s           GBP000s        GBP000s    GBP000s 
---------------------------  ---------  ----------------  ----------------  -------------  --------- 
 
 Cash at bank and 
  in hand                        4,345            43,945                 -          (137)     48,153 
 Bank overdrafts                 (229)                 5                 -           (17)      (241) 
---------------------------  ---------  ----------------  ----------------  -------------  --------- 
 Net cash                        4,116            43,950                 -          (154)     47,912 
 
 Bank loans due 
  in more than one 
  year                        (13,645)             6,238                 -          (447)    (7,854) 
 Hire purchase obligations 
  due in less than 
  one year                     (7,219)             4,606           (4,376)          (267)    (7,256) 
 Hire purchase obligations 
  due in more than 
  one year                     (8,017)           (3,760)             4,376          (283)    (7,684) 
 Net debt                     (24,765)            51,034                 -        (1,151)     25,118 
---------------------------  ---------  ----------------  ----------------  -------------  --------- 
 
 
                                  At 1                               Other       Currency      At 30 
                                 April              Cash          non cash    translation       June 
                                  2012              flow           changes    differences       2012 
                               GBP000s           GBP000s           GBP000s        GBP000s    GBP000s 
---------------------------  ---------  ----------------  ----------------  -------------  --------- 
 
 Cash at bank and 
  in hand                        6,704             (818)                 -            124      6,010 
 Bank overdrafts                 (152)             (945)                 -              1    (1,096) 
---------------------------  ---------  ----------------  ----------------  -------------  --------- 
 Net cash                        6,552           (1,763)                 -            125      4,914 
 
 Bank loans due 
  in more than one 
  year                        (16,853)                 -                 -              4   (16,849) 
 Hire purchase obligations 
  due in less than 
  one year                     (6,778)             1,266           (1,656)           (77)    (7,245) 
 Hire purchase obligations 
  due in more than 
  one year                     (7,198)           (2,349)             1,656           (76)    (7,967) 
 Net debt                     (24,277)           (2,846)                 -           (24)   (27,147) 
---------------------------  ---------  ----------------  ----------------  -------------  --------- 
 
 
                                         At 1                        Other       Currency        At 30 
                                      October       Cash          non cash    translation         June 
                                         2011       flow           changes    differences         2012 
                                      GBP000s    GBP000s           GBP000s        GBP000s      GBP000s 
---------------------------  ----------------  ---------  ----------------  -------------  ----------- 
 
 Cash at bank and 
  in hand                               7,501    (1,653)                 -            162        6,010 
 Bank overdrafts                            -    (1,099)                 -              3      (1,096) 
---------------------------  ----------------  ---------  ----------------  -------------  ----------- 
 Net cash                               7,501    (2,752)                 -            165        4,914 
 
 Bank loans due 
  in more than one 
  year                               (10,020)    (7,000)                 -            171     (16,849) 
 Hire purchase obligations 
  due in less than 
  one year                            (5,483)      2,123           (3,875)           (10)      (7,245) 
 Hire purchase obligations 
  due in more than 
  one year                            (4,137)    (7,695)             3,875           (10)      (7,967) 
 Net debt                            (12,139)   (15,324)                 -            316     (27,147) 
---------------------------  ----------------  ---------  ----------------  -------------  ----------- 
 
 
                                         At 1                        Other       Currency        At 30 
                                      October       Cash          non cash    translation    September 
                                         2011       flow           changes    differences         2012 
                                      GBP000s    GBP000s           GBP000s        GBP000s      GBP000s 
---------------------------  ----------------  ---------  ----------------  -------------  ----------- 
 
 Cash at bank and 
  in hand                               7,501    (3,484)                 -            328        4,345 
 Bank overdrafts                            -      (227)                 -            (2)        (229) 
---------------------------  ----------------  ---------  ----------------  -------------  ----------- 
 Net cash                               7,501    (3,711)                 -            326        4,116 
 
 Bank loans due 
  in more than one 
  year                               (10,020)    (4,000)                 -            375     (13,645) 
 Hire purchase obligations 
  due in less than 
  one year                            (5,483)      3,549           (5,405)            120      (7,219) 
 Hire purchase obligations 
  due in more than 
  one year                            (4,137)    (9,419)             5,405            134      (8,017) 
                                                                                           ----------- 
 Net debt                            (12,139)   (13,581)                 -            955     (24,765) 
---------------------------  ----------------  ---------  ----------------  -------------  ----------- 
 
   9.   Interim and final dividends 

A final dividend for the year ended 30 September 2012 of 3.0p per share amounting to a total of GBP778,000 was approved and was paid on 8 April 2013 to shareholders on the register at 6.00pm on 15 March 2013.

An interim dividend for the year ended 30 September 2012 of 1.0p per share amounting to a total of GBP254,000 was approved and was paid on 1 October 2012 to shareholders on the Register at 6.00pm on 14 September 2012.

An interim dividend of 1.0p per share will be paid on 1 October 2013 to shareholders on the Register at 6.00pm on 6 September 2013. The shares were quoted ex dividend from 4 September 2013.

10. Discontinued operations

InvestinMedia Holdings Limited ("InvestinMedia"), a subsidiary of the Company, sold its investment in Complete Communications Corporation Limited ("Complete") on 20 December 2006. The buyer of Complete pursued legal action in the United States against Disney on behalf of InvestinMedia and other vendors. This legal action has now concluded and as announced on 4 June 2013 the Group has received its share of the Disney litigation award. Cash received was GBP50.6m although this is reduced by estimated tax liabilities of GBP4.1m and indemnities of GBP1.0m to GBP45.6m. Further provision has been made in the accounts for returns to LTIP holders of GBP2.1m and related bonuses of GBP1.0m, both of which have been classified as other non-recurring costs.

The consolidated income statement and consolidated cash flow statement include the following amounts in relation to discontinued operations:

 
                              Three months ended     Nine months ended      Year ended 
                                         30 June               30 June    30 September 
 Consolidated income 
  statement                      2013       2012       2013       2012            2012 
                              GBP000s    GBP000s    GBP000s    GBP000s         GBP000s 
-------------------------  ----------  ---------  ---------  ---------  -------------- 
 
 
 Revenue                       49,658          -     49,658          -               - 
 Tax expense                  (4,090)          -    (4,090)          -               - 
-------------------------  ----------  ---------  ---------  ---------  -------------- 
 Profit on discontinued 
  operation, net of tax        45,568          -     45,568          -               - 
-------------------------  ----------  ---------  ---------  ---------  -------------- 
 
 Consolidated cash flow 
  statement 
 
 Operating activities          50,107          -     50,045          -           (247) 
-------------------------  ----------  ---------  ---------  ---------  -------------- 
 Cash generated by/(used 
  from) discontinued 
  operations                   50,107          -     50,045          -           (247) 
-------------------------  ----------  ---------  ---------  ---------  -------------- 
 

11. Contingent liabilities and assets

Contingent liabilities

InvestinMedia Holdings Limited ("InvestinMedia"), a subsidiary of the Company, sold its investment in Complete Communications Corporation Limited ("Complete") on 20 December 2006. In connection with the sale, InvestinMedia and other vendors gave certain warranties and indemnities to the buyer, in respect of which the period for notification of claims runs for periods of up to seven years from the date of completion. So far as the Company is aware, no legal claims have been brought against any company in the Complete group that are outstanding and would give rise to liability on the part of InvestinMedia and other vendors under the warranties and indemnities.

Contingent assets

InvestinMedia has given certain indemnities to the buyer of Complete in respect of the distribution of the Disney litigation award. No revenue has been recognised for these indemnities which amount to GBP990,982, and in respect of which the period of notification runs to 7 April 2015.

12. Distribution of interim report and accounts

Copies of this interim report and accounts are available from the Company's web site (www.avesco.com) or from the Company's registered office: Avesco Group plc, Unit E2, Sussex Manor Business Park, Gatwick Road, Crawley,

West Sussex, RH10 9NH. Telephone: +44 (0) 1293 583 400. Fax: +44 (0) 1293 583 410.       E-mail: mail@avesco.com. 

INDEPENDENT REVIEW REPORT TO AVESCO GROUP PLC

Introduction

We have been engaged by the Company to review the condensed set of financial statements in the Interim Report and Accounts for the three and nine months ended 30 June 2013, which comprises the consolidated income statement, consolidated statement of comprehensive income, consolidated balance sheet, consolidated statement of changes in equity and consolidated cash flow statement and the related explanatory notes that have been reviewed. We have read the other information contained in the Interim Report and Accounts and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

This report is made solely to the Company in accordance with guidance contained in International Standard on Review Engagements 2410 (UK and Ireland) "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company, for our work, for this report, or for the conclusions we have formed.

Directors' Responsibilities

The Interim Report and Accounts is the responsibility of, and has been approved by, the Directors. The Directors are responsible for preparing the Interim Report and Accounts in accordance with the AIM Rules issued by the London Stock Exchange which require that it is presented and prepared in a form consistent with that which will be adopted in the Company's annual accounts having regard to the accounting standards applicable to such annual accounts.

As disclosed in note 3, the annual financial statements of the Group are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in this Interim Report and Accounts has been prepared in accordance with the AIM Rules issued by the London Stock Exchange.

Our Responsibility

Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the Interim Report and Accounts based on our review.

Scope of Review

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists 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 conducted in accordance with International Standards on Auditing (UK and Ireland) 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.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the Interim Report and Accounts for the three and nine months ended 30 June 2013 is not prepared, in all material respects, in accordance with the accounting policies outlined in Note 3, which comply with IFRS's as adopted by the European Union and in accordance with the AIM Rules issued by the London Stock Exchange.

Ernst & Young LLP

Reading

9 September 2013

This information is provided by RNS

The company news service from the London Stock Exchange

END

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