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Interim Results

RNS Number : 6686Y
Euromoney Institutional InvestorPLC
19 May 2016
 

 

 

 

Euromoney

Institutional

Investor PLC

 

 

Interim Financial Report 2016

 

 

Euromoney Institutional Investor PLC

Interim results

Strategic Initiatives Underway

 

May 19, 2016

 

 

 

 

 

Headlines

H1 2016


H1 2015


Change







Total revenue

£194.2

m

£197.7

m

(2%)

Adjusted results






• Adjusted operating profit

£46.8

m

£50.5

m

(7%)

• Adjusted profit before tax

£46.9

m

£53.4

m

(12%)

• Adjusted diluted earnings a share

29.9

p

34.1

p

(12%)

Statutory results






• Operating profit

£26.0

m

£90.3

m


• Profit before tax

£23.4

m

£93.3

m


• Diluted earnings a share

13.4

p

63.4

p


Net cash/(debt)

£55.9

m

(£10.6)

m

£66.5m

Interim dividend

7.00

p

7.00

p

-







A detailed reconciliation of the group's adjusted results is set out in the appendix to this statement.


 

 

·      First-half results reflect, as expected, the continuation of the headwinds experienced in the second half of last year.

·      Results helped by a strong dollar compared to last year.

·      Total revenues down 2%, underlying1 revenues (excluding timing) down 6%.

·      Adjusted profit before tax down 12% to £47m.

·      Strong cash conversion further strengthens the balance sheet with net cash at March 31 of £56m.

·      New strategy presented in March, implementation has begun including disposal of Gulf Publishing / Petroleum Economist for $18m in April.

·      Interim dividend unchanged at 7p.

·      Full-year performance expected to be in line with the Board's expectations.

 

 

1 Underlying revenues exclude the impact of acquisitions, disposals and currency movements.

 

 

Commenting on the results, Andrew Rashbass, CEO, said:

"The first-half results continue to reflect the headwinds we saw in the second half of last year and revenue and profit declined as expected in line with last year's second-half trends. We are beginning to implement the new strategy we presented in March, for instance in launching new products, actively managing the portfolio and in how we price our products. Early signs of its impact are encouraging. Although headwinds remain for us and our customers, the progress we are seeing gives us some confidence in the outcome for the full year."

Strategy

Euromoney Institutional Investor PLC needed to revise its strategy because of challenges to the business model of some of its businesses and changing dynamics within its markets. The performance in the first half of the year reflects these challenges.

 

The group's new strategy is actively to manage a portfolio of businesses in asset management and other sectors where information, data and convening market participants are valued. We deliver products and services that are critical to our customers' business.

 

The group has always been careful with its investments, but financial performance in future will come from a more rigorous allocation of capital, in line with the following quadrants:

 


Y axis = Structure





+






Top Left Quadrant ("Batten down the hatches")

Top Right Quadrant ("Invest")





● Protect and enhance competitive position

● New product development


● Careful, selective investment for when the cycle turns

● Sales and marketing


● Tight cost control

● Acquisition


● Fix any operational deficit

● Fix any operational deficit


● Opportunistic on revenue opportunities








X axis = Cycle

-

+




Bottom Left Quadrant ("Disinvest")

Bottom Right Quadrant ("Use the time wisely")





● Maximise shorter-term profit and cash

● Modest investment to move to top-right quadrant above


● Divest

● Maximise shorter-term profit and cash


● Prevent future build-up

● Fix any operational deficit



● Consider divestment


-



 

 


 

This leads to three pillars of strategic activity:

 

1.     Investing around big themes such as the information and services to support the asset management industry, price discovery and others. Our existing asset management-related brands - Institutional Investor, BCA and Ned Davis - provide an excellent platform, as do other businesses in specialist finance areas like aircraft finance and insurance as well as price discovery businesses such as Metal Bulletin.

 

2.     Introducing an effective operating model that marries the best of the company's entrepreneurial culture (closeness to customers, passion for brands, knowledge of products and accountability for revenue and profit) with a new emphasis on modern marketing techniques, group-wide talent management, seeking economies of, and opportunities from, scale and adopting a more strategic approach to developing each business.

 

3.     Actively managing the portfolio, disinvesting in businesses where the market is weak and the business model structurally challenged and investing where the businesses are structurally strong and there are market tailwinds.

 

These pillars result in many streams of activity. For example:

 

·      The businesses which presented at the Investor Day have accelerated their product development and we have launched new products in the first half of the year including:

Research reports and analysis from BCA on US equities and on the technology sector (US Equity Trading Strategy, US Technology Sector Strategy)

New RIA and European Alternative Investment institutes from Institutional Investor

All-America Trading Team survey and rankings from Institutional Investor Research

Ned Davis Research Data Solutions (access to all NDR's data and charts) and Explorer (interactive content distribution)

AirFinance Fleet Analyst (database and fleet analysis tools)

 

·      We have completed the sale of Gulf Publishing and Petroleum Economist for $18m.

 

·      A number of our larger businesses are revamping their pricing policies to better align with the value we deliver.

 

Outlook

The challenging market conditions we experienced in the last 12 months continue.  Nonetheless, there are early signs of progress from the strategic actions we are taking, the comparatives are becoming less challenging and currency is on our side at the moment.  We therefore expect, subject to currency movements, to deliver a second-half performance similar to last year's and a full-year performance in line with the Board's expectations.

 

 

Operating and Financial Review

 

Trading Review

Total revenue for the period fell by 2% to £194.2m.  Underlying1 revenue fell by 4%, and by 6% after adjusting for event timing differences, consistent with the trend experienced since the start of the second half of 2015. 

 

 

 






Underlying1






change






excluding


HY2016

HY2015

Reported

Underlying1

timing

Revenue

£m

£m

change

change

differences







Subscriptions

109.3

103.6

6%

1%

1%

Advertising

18.4

20.0

(8%)

(13%)

(13%)

Sponsorship

25.5

26.3

(3%)

(8%)

(8%)

Delegates

37.1

39.0

(5%)

(6%)

(17%)

Other

5.2

6.3

(17%)

(19%)

(19%)

Sold/closed businesses

-

1.5

-

-


Foreign exchange gains on forward contracts

(1.3)

1.0

-

-


Total revenue

194.2

197.7

(2%)

(4%)

(6%)

 

 

Underlying1 subscription revenues increased by 1% in the half, although the rate of growth in the second quarter was less than 1% compared to 2% in the first quarter.  This reflects some tightening of budgets in the asset management sector since the start of the calendar year.  Institutional Investor's memberships continue to perform strongly with double digit top line growth, while both BCA and NDR are showing signs of returning to growth after a challenging 2015.   

 

Underlying1 advertising fell by 13% and underlying1 event revenues by 7% (by 12% excluding a biennial event) reflecting a further deterioration in the energy sector and commodity markets.  This weakness in energy dependent economies (including Saudi Arabia, Nigeria and Indonesia) has had a knock-on effect on banking and capital market activities in those areas, particularly in events and training.  Many of these businesses were included in the bottom left quadrant at the recent Investor Day, and the significant drag on the first half results is illustrated by the fact that revenues from the businesses in the bottom left quadrant fell by 27% in the period and contributed nearly 70% of the decline in total revenue.

 

The adjusted operating margin fell by 1.4% to 24.1%, due partly to the first-quarter impact of last year's higher property costs and the Dealogic transaction, as well as the margin impact of the significant decline in advertising and event revenues from businesses in the bottom left quadrant.  Costs continue to be managed tightly, with the headcount down 32 to 2,265 people since September 30, 2015. 

 

Adjusted operating profit fell by 7% to £46.8m, with the decline in revenues and margin partially offset by favourable currency movements. The strength of the US dollar had a positive impact on the results with an average sterling-US dollar rate falling to $1.47 (2015: $1.56).  This improved the first-half reported revenue growth rate by three percentage points and adjusted operating profit by approximately £3m.  Each one cent movement in the US dollar rate has an impact on profits on translation of approximately £0.6m on an annualised basis.

 

The 12% fall in adjusted profit before tax to £46.9m and adjusted earnings per share to 29.9p is higher than the 7% drop in adjusted operating profit due to a one-off share option credit of £2.5m included in last year's results.

 

Financial Review

The adjusted profit before tax of £46.9m is higher than the statutory profit before tax of £23.4m due to adjustments (as reconciled in the appendix to this statement) for an exceptional impairment charge of £12.9m relating to Mining Indaba and acquired intangible amortisation of £7.9m.  While we remain committed to building the Mining Indaba event, the continued challenging market conditions and the depreciation of the South African Rand have had a significant impact on the long-term outlook for this business and we have therefore taken a further impairment to goodwill in addition to the £10.7m charge recognised at year-end. 

 

Last year's statutory profit before tax of £93.3m included a significant exceptional credit of £45.8m, largely arising from one-off profits from the disposals of businesses and property.

 

Adjusted net finance costs fell by £0.3m to £0.6m due to a decrease in interest payable on the group's committed borrowing facility, reflecting the repayment of the debt in September 2015. Reported net finance costs of £1.4m (2015: credit of £3.0m) include a charge of £0.8m (2015: credit of £3.8m) for changes in non-cash acquisition liabilities.

 

The adjusted effective tax rate for the first half was 19% (2015: 19%) and for the full year is expected to be slightly lower at 18% (2015: 18%). The reported tax rate of 26% (2015: 14%) has increased due to changes in the mix of profits, the impact of exceptional items and prior year adjustments. The tax rate in each period depends mainly on the geographic mix of profits and applicable tax rates. The group continues to benefit from reductions in the UK corporate tax rate but this is being offset by the impact of higher taxes in other jurisdictions. The reported tax rate of 26% is higher than the adjusted effective tax rate of 19% due to the corporation tax impact of deductible goodwill and intangible amortisation and prior year adjustments.

 

Net Cash, Cash Flow and Dividend

Net cash at March 31 was £55.9m compared with net cash of £17.7m at year end and net debt of £10.6m at March 31, 2015.  This strong balance sheet position reflects the group's excellent operating cash flows, and also includes proceeds of £14.4m in January from the redemption of preference shares as part of the Dealogic transaction.  A further $15m ($18m consideration net of escrow and working capital adjustments) was received in April following the sale of Gulf Publishing and The Petroleum Economist.

 

The group's underlying operating cash conversion in the first half was 114% (2015: 105%), the increase largely reflecting the impact of the energy and commodity markets slowdown on event bookings at the end of the first half of 2015, combined with better working capital management in the first half of 2016.

 

The group has a US$160m (£111m) dedicated multi-currency borrowing facility from Daily Mail and General Trust plc, the group's parent.  This facility was due to expire on April 28, 2016 but has now been extended to November 28, 2018 on similar terms.  The group has no significant outstanding acquisition commitments for the second half. 

 

The company's policy is to distribute a third of its after-tax earnings by way of dividends, with approximately one third of the total paid as an interim dividend.  Although adjusted diluted earnings a share have decreased by 12% to 29.9p (2015: 34.1p), in view of its strong balance sheet and operating cash flows the board has decided to approve an unchanged interim dividend of 7p a share, to be paid on June 23 to shareholders on the register on May 27.

 

Further trading updates

Further coverage of these half-year results will be provided to analysts at a presentation starting at 9am on May 19 at the offices of UBS.  The group intends to provide a brief third-quarter trading update on July 21. 

 

 

END

 

For further information, please contact:

 

Euromoney Institutional Investor PLC


Andrew Rashbass, CEO: 

+44 20 7779 8300; Andrew.Rashbass@euromoneyplc.com

Colin Jones, Finance Director:

+44 20 7779 8666; cjones@euromoneyplc.com



FTI Consulting


Charles Palmer:

+44 20 3727 1400; euromoney@fticonsulting.com

 

 

 

CAUTIONARY STATEMENT

This Interim Financial Report (IFR) has been prepared solely to provide additional information to shareholders to assess the Euromoney group's results and strategy and the potential for that strategy to succeed.  The IFR should not be relied on by any other party for any other purpose.  This IFR contains certain forward-looking statements.  These statements are made by the directors in good faith based on the information available to them up to the time of their approval of this report but such statements should be treated with caution due to the inherent uncertainties, including both economic and business risk factors, underlying any such forward-looking information.

 

NOTE TO EDITORS

Euromoney Institutional Investor PLC (www.euromoneyplc.com) is listed on the London Stock Exchange and is a member of the FTSE 250 share index. It is a leading international business-to-business media group focused primarily on the global banking, asset management and commodities sectors. It owns more than 70 brands including Euromoney, Institutional Investor and Metal Bulletin, and is a leading provider of economic and investment research and data under brands including BCA Research, Ned Davis Research, and the emerging market information providers, EMIS and CEIC. It also runs an extensive portfolio of events for the financial and commodities markets. The group's main offices are in London, New York, Montreal, Hong Kong and Sofia, and more than a third of its revenues are derived from emerging markets.

 

 

Appendix to Interim Statement

 

 

Reconciliation of Consolidated Income Statement to adjusted results for the six months ended March 31 2016

The reconciliation below sets out the adjusted results of the group and the related adjustments to the Condensed Consolidated Income Statement that the directors consider necessary in order to provide an indication of the underlying trading performance.

 





Unaudited

 six months

 ended

 March 31



Unaudited

six months

 ended

 March 31



Audited year ended Sept 30




Adjust-

2016


Adjust-

2015


Adjust-

2015



Adjusted

ments

Total

Adjusted

ments

Total

Adjusted

ments

Total


Notes

£000

£000

£000

£000

£000

£000

£000

£000

£000












Total revenue

2

194,198

-

194,198

197,688

-

197,688

403,412

-

403,412












Adjusted operating profit

2

46,830

-

46,830

50,492

-

50,492

104,234

-

104,234

Acquired intangible amortisation

11

-

(7,850)

(7,850)

-

(8,522)

(8,522)

-

(17,027)

(17,027)

Long-term incentive credit


-

-

-

2,536

-

2,536

2,490

-

2,490

Exceptional items

4

-

(12,940)

(12,940)

-

45,797

45,797

-

33,421

33,421












Operating profit


46,830

(20,790)

26,040

53,028

37,275

90,303

106,724

16,394

123,118

Share of results in associates and joint ventures

10

641

(1,936)

(1,295)

1,197

(1,159)

38

2,435

(2,816)

(381)












Finance income

5

164

-

164

219

5,148

5,367

379

4,748

5,127

Finance expense

5

(763)

(789)

(1,552)

(1,085)

(1,312)

(2,397)

(1,728)

(2,851)

(4,579)

Net finance (costs)/income

5

(599)

(789)

(1,388)

(866)

3,836

2,970

(1,349)

1,897

548












Profit before tax


46,872

(23,515)

23,357

53,359

39,952

93,311

107,810

15,475

123,285

Tax expense on profit

6

(8,897)

2,744

(6,153)

(10,396)

(2,858)

(13,254)

(18,890)

1,291

(17,599)

Profit for the period


37,975

(20,771)

17,204

42,963

37,094

80,057

88,920

16,766

105,686












Attributable to:











Equity holders of the parent


37,773

(20,771)

17,002

43,106

37,094

80,200

88,678

16,766

105,444

Equity non-controlling interests


202

-

202

(143)

-

(143)

242

-

242



37,975

(20,771)

17,204

42,963

37,094

80,057

88,920

16,766

105,686












Diluted earnings per share

8

29.86p

(16.42)p

13.44p

34.09p

29.34p

63.43p

70.12p

13.26p

83.38p

 

 

Adjusted figures are presented before the impact of amortisation of acquired intangible assets (comprising trademarks and brands, databases and customer relationships), exceptional items, share of acquired intangibles amortisation and exceptional items, tax in associates and joint ventures, and net movements in deferred consideration and acquisition commitments. In respect of earnings, adjusted amounts reflect a tax rate that includes the current tax effect of goodwill and intangible assets. Many of the group's acquisitions, particularly in the US, give rise to significant tax savings as the amortisation of goodwill and intangible assets on acquisition is deductible for tax purposes. The group considers that the resulting adjusted effective tax rate is therefore more representative of its tax payable position.

 

Further analysis of the adjusting items is presented in notes 4, 5, 6, 8, 10 and 11 to the Consolidated Condensed Interim Financial Report.

 

 

Condensed Consolidated Income Statement

for the six months ended March 31 2016

 

 



Unaudited

 six months

 ended

 March 31

Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30



2016

2015

2015


Notes

£000

£000

£000






Total revenue

2

194,198

197,688

403,412






Operating profit before acquired intangible amortisation and exceptional items

2

46,830

50,492

104,234

Acquired intangible amortisation

11

(7,850)

(8,522)

(17,027)

Long-term incentive credit


-

2,536

2,490

Exceptional items

4

(12,940)

45,797

33,421






Operating profit

2

26,040

90,303

123,118

Share of results in associates and joint ventures

10

(1,295)

38

(381)






Finance income

5

164

5,367

5,127

Finance expense

5

(1,552)

(2,397)

(4,579)

Net finance (costs)/income

5

(1,388)

2,970

548






Profit before tax


23,357

93,311

123,285

Tax expense on profit

6

(6,153)

(13,254)

(17,599)

Profit for the period

2

17,204

80,057

105,686











Attributable to:





Equity holders of the parent


17,002

80,200

105,444

Equity non-controlling interests


202

(143)

242



17,204

80,057

105,686






Basic earnings per share

8

13.45p

63.47p

83.42p

Diluted earnings per share

8

13.44p

63.43p

83.38p

Adjusted basic earnings per share

8

29.88p

34.11p

70.16p

Adjusted diluted earnings per share

8

29.86p

34.09p

70.12p

Dividend per share (including proposed dividends)

7

7.00p

7.00p

23.40p

 

 

A detailed reconciliation of the group's statutory results to the adjusted results is set out in the appendix to the Interim Statement on page 5.

 

 

Condensed Consolidated Statement of Comprehensive Income

for the six months ended March 31 2016

 

 


Unaudited

 six months

 ended

 March 31

Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30


2016

2015

2015


£000

£000

£000





Profit for the period

17,204

80,057

105,686





Items that may be reclassified subsequently to profit or loss:




Change in fair value of cash flow hedges

(2,267)

(6,630)

(5,000)

Transfer of gains on cash flow hedges from fair value reserves to Income Statement:




   Foreign exchange (losses)/gains in total revenue

(1,457)

1,648

1,657

   Foreign exchange gains/(losses) in operating profit

913

289

(375)

Net exchange differences on translation of net investments in overseas subsidiary undertakings

27,115

31,631

24,305

Net exchange differences on foreign currency loans

(13,633)

(10,863)

(8,788)

Tax on items that may be reclassified

729

798

581





Items that will not be reclassified to profit or loss:




Actuarial (losses)/gains on defined benefit pension schemes

(1,565)

1,098

2,421

Tax credit/(charge) on actuarial losses/gains on defined benefit pension schemes

282

(220)

(484)





Other comprehensive income for the period

10,117

17,751

14,317





Total comprehensive income for the period

27,321

97,808

120,003





Attributable to:




Equity holders of the parent

26,924

97,540

119,429

Equity non-controlling interests

397

268

574


27,321

97,808

120,003

 

 

Condensed Consolidated Statement of Financial Position

as at March 31 2016

 

 



Unaudited

 as at

 March 31

Unaudited

 as at

 March 31

Audited

as at

Sept 30



2016

2015

2015


Notes

£000

£000

£000

Non-current assets





Intangible assets





Goodwill

11

377,072

397,402

381,993

Other intangible assets

11

146,248

160,618

149,386

Property, plant and equipment


9,852

9,766

9,171

Investment in associates

10

31,313

31,952

32,437

Investment in joint ventures

10

200

34

30

Available-for-sale investments

10

5,835

-

5,835

Deferred consideration

15

-

1,886

258

Deferred tax assets


3,159

-

20

Derivative financial instruments


122

354

9



573,801

602,012

579,139

Current assets





Trade and other receivables


69,036

73,526

69,840

Preference shares


-

13,546

13,546

Deferred consideration

15

192

323

331

Current income tax assets


6,123

7,035

5,912

Group relief receivable


-

-

515

Cash deposit with DMGT group company


43,727

-

9,799

Cash and cash equivalents (excluding bank overdrafts)


12,410

8,611

8,889

Derivative financial instruments


410

2,840

1,313

Total assets of businesses held-for-sale

9

6,578

-

-



138,476

105,881

110,145

Current liabilities





Trade and other payables


(25,780)

(29,607)

(24,011)

Current income tax liabilities


(17,576)

(15,671)

(14,043)

Group relief payable


(787)

(1,100)

-

Accruals


(44,347)

(40,625)

(55,743)

Deferred income

12

(125,285)

(120,867)

(106,165)

Loan notes


(256)

(400)

(267)

Bank overdrafts


-

(406)

(741)

Derivative financial instruments


(5,265)

(6,186)

(3,346)

Provisions


(285)

(1,343)

(835)

Total liabilities of businesses held-for-sale

9

(1,917)

-

-



(221,498)

(216,205)

(205,151)

Net current liabilities


(83,022)

(110,324)

(95,006)

Total assets less current liabilities


490,779

491,688

484,133






Non-current liabilities





Acquisition commitments

15

(10,201)

(8,984)

(9,171)

Other non-current liabilities


(567)

(259)

(641)

Preference shares


(10)

(10)

(10)

Committed loan facility with DMGT group company


-

(18,422)

-

Deferred income

12

(3,709)

(5,093)

(5,964)

Deferred tax liabilities


(17,147)

(19,648)

(18,424)

Net pension deficit


(3,316)

(3,511)

(1,973)

Derivative financial instruments


(873)

(687)

(661)

Provisions


(2,955)

(3,198)

(2,345)



(38,778)

(59,812)

(39,189)

Net assets


452,001

431,876

444,944

Shareholders' equity





Called up share capital

14

320

320

320

Share premium account


102,749

102,488

102,557

Other reserve


64,981

64,981

64,981

Capital redemption reserve


8

8

8

Investment in own shares


(21,582)

(21,582)

(21,582)

Reserve for share-based payments


37,750

37,123

37,169

Fair value reserve


(30,317)

(28,760)

(27,506)

Translation reserve


66,707

58,871

53,420

Retained earnings


224,618

212,112

228,823

Equity shareholders' surplus


445,234

425,561

438,190

Equity non-controlling interests


6,767

6,315

6,754

Total equity


452,001

431,876

444,944

 

 


Condensed Consolidated Statement of Changes in Equity

for the six months ended March 31 2016

 

 







Reserve













for











Capital

Investment

share-





Non-




Share


redemp-

in

based

Fair

Trans-



control-



Share

premium

Other

tion

own

pay-

value

lation

Retained


ling



capital

account

reserve

reserve

shares

ments

reserve

reserve

earnings

Total

interests

Total


£000

£000

£000

£000

£000

£000

£000

£000

£000

£000

£000

£000














At September 30 2014

320

102,011

64,981

8

(21,582)

39,158

(22,259)

36,706

149,564

348,907

7,616

356,523

Profit for the year

-

-

-

-

-

-

-

-

105,444

105,444

242

105,686

Other comprehensive income/(expense) for the year

-

-

-

-

-

-

(5,247)

16,714

2,518

13,985

332

14,317

Total comprehensive income for the year

-

-

-

-

-

-

(5,247)

16,714

107,962

119,429

574

120,003

Derecognition of non-controlling interest

-

-

-

-

-

-

-

-

1,079

1,079

(1,079)

-

Adjustment arising from change in non-controlling interest

-

-

-

-

-

-

-

-

(226)

(226)

82

(144)

Credit for share-based payments

-

-

-

-

-

(1,989)

-

-

-

(1,989)

-

(1,989)

Cash dividends paid

-

-

-

-

-

-

-

-

(29,064)

(29,064)

(439)

(29,503)

Exercise of share options

-

546

-

-

-

-

-

-

-

546

-

546

Tax relating to items taken directly to equity

-

-

-

-

-

-

-

-

(492)

(492)

-

(492)

At September 30 2015

320

102,557

64,981

8

(21,582)

37,169

(27,506)

53,420

228,823

438,190

6,754

444,944

Profit for the period

-

-

-

-

-

-

-

-

17,002

17,002

202

17,204

Other comprehensive income/(expense) for the period

-

-

-

-

-

-

(2,811)

13,287

(554)

9,922

195

10,117

Total comprehensive income for the period

-

-

-

-

-

-

(2,811)

13,287

16,448

26,924

397

27,321

Exercise of acquisition commitments

-

-

-

-

-

-

-

-

(7)

(7)

7

-

Charge for share-based payments

-

-

-

-

-

581

-

-

-

581

-

581

Cash dividends paid

-

-

-

-

-

-

-

-

(20,737)

(20,737)

(391)

(21,128)

Exercise of share options

-

192

-

-

-

-

-

-

-

192

-

192

Tax relating to items taken directly to equity

-

-

-

-

-

-

-

-

91

91

-

91

At March 31 2016

320

102,749

64,981

8

(21,582)

37,750

(30,317)

66,707

224,618

445,234

6,767

452,001

 

 

 

Condensed Consolidated Statement of Changes in Equity

for the six months ended March 31 2015

 

 







Reserve













for











Capital

Investment

share-





Non-




Share


redemp-

in

based

Fair

Trans-



control-



Share

premium

Other

tion

own

pay-

value

lation

Retained


ling



capital

account

reserve

reserve

shares

ments

reserve

reserve

earnings

Total

interests

Total


£000

£000

£000

£000

£000

£000

£000

£000

£000

£000

£000

£000














At September 30 2014

320

102,011

64,981

8

(21,582)

39,158

(22,259)

36,706

149,564

348,907

7,616

356,523

Profit for the period

-

-

-

-

-

-

-

-

80,200

80,200

(143)

80,057

Other comprehensive income/(expense) for the period

-

-

-

-

-

-

(6,501)

22,165

1,676

17,340

411

17,751

Total comprehensive income for the period

-

-

-

-

-

-

(6,501)

22,165

81,876

97,540

268

97,808

Exercise of acquisition commitments

-

-

-

-

-

-

-

-

59

59

(59)

-

Adjustment arising from change in non-controlling interest

-

-

-

-

-

-

-

-

1,071

1,071

(1,071)

-

Credit for share-based payments

-

-

-

-


(2,035)

-

-

-

(2,035)

-

(2,035)

Cash dividends paid

-

-

-

-

-

-

-

-

(20,213)

(20,213)

(439)

(20,652)

Exercise of share options

-

477

-

-

-

-

-

-

-

477

-

477

Tax relating to items taken directly to equity

-

-

-

-

-

-

-

-

(245)

(245)

-

(245)

At March 31 2015

320

102,488

64,981

8

(21,582)

37,123

(28,760)

58,871

212,112

425,561

6,315

431,876

 

The other reserve represents the share premium arising on the shares issued for the purchase of Metal Bulletin plc in October 2006.

 

The investment in own shares is held by the Euromoney Employees' Share Ownership Trust (ESOT) and Euromoney Employee Share Trust (EEST). The trusts waived the rights to receive dividends. Interest and administrative costs are charged to the profit and loss account of the trusts as incurred.

 


Unaudited

 six months

 ended

 March 31

Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30


2016

2015

2015

Number of shares held:




Euromoney Employees' Share Ownership Trust

58,976

58,976

58,976

Euromoney Employee Share Trust

1,747,631

1,747,631

1,747,631

Total

1,806,607

1,806,607

1,806,607

Nominal cost per share (p)

0.25

0.25

0.25

Historical cost per share (£)

11.95

11.95

11.95

Market value (£000)

17,018

20,234

17,163

 

 

 


Condensed Consolidated Statement of Cash Flows

for the six months ended March 31 2016

 

 


Unaudited

 six months

 ended

 March 31

Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30


2016

2015

2015


£000

£000

£000

Cash flow from operating activities




Operating profit

26,040

90,303

123,118

Acquired intangible amortisation

7,850

8,522

17,027

Licences and software amortisation

1,487

1,375

2,680

Depreciation of property, plant and equipment

1,329

1,334

2,643

Goodwill impairment

12,940

7,779

18,458

Profit on disposal of property, plant and equipment

(13)

(4,258)

(4,168)

Long-term incentive expense/(credit)

581

(2,536)

(2,490)

Profit on disposal of associate

-

(2,921)

(2,921)

Profit on disposal of available-for-sale investment

-

(45,502)

(45,502)

Profit on disposal of business

-

(2,446)

(2,446)

Decrease in provisions

(528)

(434)

(1,757)

Operating cash flows before movements in working capital

49,686

51,216

104,642

Decrease/(increase) in receivables

2,643

(2,654)

1,169

Increase in payables

988

6,040

3,641

Cash generated from operations

53,317

54,602

109,452

Income taxes paid

(6,967)

(7,247)

(13,670)

Group relief tax received/(paid)

515

1,186

(1,116)

Net cash generated from operating activities

46,865

48,541

94,666





Investing activities




Dividends received from associate

-

123

123

Interest received

169

234

401

Purchase of intangible assets

(1,417)

(1,148)

(1,760)

Purchase of property, plant and equipment

(1,451)

(5,943)

(6,487)

Proceeds from disposal of property, plant and equipment

16

16,159

15,837

Purchase of available-for-sale investments

-

-

(5,835)

Proceeds from disposal of business

-

40

40

Purchase of associates and joint venture

(180)

(34)

(934)

Proceeds from disposal of associate and joint venture

-

2,912

2,912

Proceeds from redemption of preference share capital

14,370

-

-

Net cash from investing activities

11,507

12,343

4,297





Financing activities




Dividends paid

(20,737)

(20,213)

(29,064)

Dividends paid to non-controlling interests

(391)

(439)

(439)

Interest paid

(294)

(548)

(904)

Issue of new share capital

192

477

546

Receipt/(payment) of acquisition/disposal deferred consideration

406

(11,575)

(11,558)

Purchase of additional interest in subsidiary undertakings

(239)

(109)

(252)

Redemption of loan notes

(11)

(90)

(223)

Deposit/loan repaid with DMGT group company

(33,834)

(28,791)

(56,735)

Net cash used in financing activities

(54,908)

(61,288)

(98,629)

Net increase/(decrease) in cash and cash equivalents

3,464

(404)

334

Cash and cash equivalents at beginning of period

8,148

8,571

8,571

Effect of foreign exchange rate movements

798

38

(757)

Cash and cash equivalents at end of period

12,410

8,205

8,148

 

 

Cash and cash equivalents include bank overdrafts.

 

 

Note to the Condensed Consolidated Statement of Cash Flows

 

 

Net Cash/(Debt)

 


Unaudited

 six months

 ended

 March 31

Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30


2016

2015

2015


£000

£000

£000





Net cash/(debt) at beginning of period

17,680

(37,596)

(37,596)

Net increase/(decrease) in cash and cash equivalents

3,464

(404)

334

Decrease in amounts owed to DMGT group company

33,834

28,791

56,735

Redemption of loan notes

11

90

223

Effect of foreign exchange rate movements

892

(1,498)

(2,016)

Net cash/(debt) at end of period

55,881

(10,617)

17,680





Net cash/(debt) comprises:




Cash at bank and in hand

12,410

8,611

8,889

Bank overdrafts

-

(406)

(741)

Total cash and cash equivalents

12,410

8,205

8,148

Cash deposit with DMGT group company

43,727

-

9,799

Committed loan facility with DMGT group company

-

(18,422)

-

Loan notes

(256)

(400)

(267)

Net cash/(debt)

55,881

(10,617)

17,680

 

 

The group has a dedicated multi-currency borrowing facility from Daily Mail and General Trust plc (DMGT). The total maximum borrowing capacity is US$160m (£111.3m).  The facility expired on April 28 2016 and has been extended and now expires on the November 28 2018. Interest is payable on this facility at a variable rate of between 1.35% and 2.35% above LIBOR dependent on the ratio of adjusted net debt to EBITDA. The facility's covenant requires the group's net debt to be no more than three times adjusted EBITDA on a rolling 12 month basis. Failure to do so would result in the group being in breach of the facility, potentially resulting in the facility being withdrawn or impediment of management decision making by the lender. Management regularly monitor the covenant and prepare detailed cash flow forecasts to ensure that sufficient headroom is available and that the covenants are not close or potentially close to breach. At March 31 2016, the group's net (cash)/debt to adjusted EBITDA was (0.52) times (March 2015: 0.09 times, September 2015: (0.15) times) and the committed undrawn facility available to the group was £111m (March 2015: £89m, September 2015: £106m).  The loan was repaid by year-end September 2015 and has not been utilised to March 2016.

 

 

Notes to the Condensed Consolidated Interim Financial Report

 

 

1 Basis of preparation

 

Euromoney Institutional Investor PLC (the 'company') is a company incorporated in the United Kingdom.

 

The group financial statements consolidate those of the company and its subsidiaries (together referred to as the 'group') and equity-account the group's interest in joint ventures and associates.

 

This Interim Financial Report was approved by the board of directors on May 18 2016.

 

These condensed consolidated financial statements have been prepared in accordance with the disclosure and transparency rules of the Financial Conduct Authority and using accounting policies consistent with International Financial Reporting Standards as adopted by the European Union and in accordance with International Accounting Standard (IAS) 34 'Interim Financial Reporting'.

 

The financial information for the year ended September 30 2015 does not constitute statutory accounts as defined in section 434 of the Companies Act 2006. A copy of the statutory accounts for that year has been delivered to the Registrar of Companies. The auditor's report on those accounts was not qualified, did not draw attention to any matters by way of emphasis and did not contain statements under section 498(2) or 498(3) of the Companies Act 2006.

 

The trade debtors and other receivables in the Condensed Consolidated Statement Financial Position as at March 31 2015 and September 30 2015 has been re-presented to reflect a reclassification of preference shares as a separate line item having previously been included in trade and other receivables.

 

The Condensed Consolidated Statement of Financial Position as at March 31 2015 has been re-presented to net down certain balances within trade receivables of £8.3m, accrued income of £4.4m and deferred income of £12.7m, consistent with the presentation adopted in the 2015 Consolidated Financial Statements.

 

Deferred income balances have been re-presented to reflect a reclassification of deferred income recognisable after more than one year.

 

These reclassifications have no impact on the net assets.

 

Accounting policies

The Condensed Consolidated Interim Financial Report has been prepared under the historical cost convention, except for the revaluation of certain financial instruments.

 

The same accounting policies, presentation and methods of computation are followed in these condensed financial statements as were applied in the group's latest annual audited financial statements.

 

Retirement benefit schemes

The company operates the Metal Bulletin plc Pension Scheme, a defined benefit scheme which is closed to new entrants. The assumptions for the discount rate and mortality rates have been reviewed and adjusted to reflect the latest market rates increasing the net pension deficit from £2.0m at September 30 2015 to £3.3m at March 31 2016.

 

Going concern, debt covenants and liquidity 

The results of the group's business activities, together with the factors likely to affect its future development, performance and financial position, are set out in the Interim Statement on pages 1 to 4.

 

The financial position of the group, its cash flows and liquidity position are set out in detail in this Condensed Consolidated Interim Financial Report.  At March 31 2016 the group's net cash position was £55.9m.  The group has a deposit agreement with Daily Mail and General Trust plc (DMGT) to place excess operating funds on deposit with DMGT at a LIBID plus 0.5%.  The group has a dedicated US$160m multi-currency borrowing facility with DMGT. This facility was due to expire on April 28 2016 but has now been extended to on November 28 2018 on similar terms. The group has not utilised the facility since year-end September 30 2015. 

 

The group's forecasts and projections, looking out to September 2019 and taking account of reasonably possible changes in trading performance, show that the group should be able to operate within the level and covenants of its current and available borrowing facilities.

 

After making enquiries, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence. Accordingly, the directors continue to adopt the going concern basis in preparing this Condensed Consolidated Interim Financial Report.

 

Principal risks and uncertainties

The principal risks and uncertainties that affect the group are described in detail on pages 14 to 21 of the 2015 annual report available at www.euromoneyplc.com. In summary, they include: 

 

- Downturn in economy or market sector;

- Travel risk;

- Compliance with laws and regulations;

- Data integrity, availability and cyber security;

- Hazard risk affecting a significant office;

- Published content risk;

- Securing and retaining key staff;

- Failure of key technology;

- Acquisition and disposal risk;

- Failure of product strategy;

- Treasury operations;

- Unforeseen tax liabilities.

 

These are still considered to be the most relevant risks and uncertainties at this time. A number of these risks and uncertainties could have an impact on the group's performance over the remaining six months of the financial year and could cause actual results to differ from expected and historical results. Where a risk that was disclosed in the annual report is unchanged, or is not expected to have a specific impact in the remaining period, further disclosure in this report is considered unnecessary.

 

2 Segmental analysis

 

Segmental information is presented in respect of the group's business divisions and reflects the group's management and internal reporting structure. The group is organised into four business divisions: Research and data; Financial publishing; Business publishing; Conferences, seminars and training.  Research and data consists primarily of subscription revenue. Financial publishing and Business publishing consist primarily of advertising and subscription revenue. Conferences, seminars and training consists of both sponsorship income and delegate revenue, as well as subscription revenue for membership institutes. A breakdown of the group's revenue by type is set out below.

 

Analysis of the group's three main geographical areas is also set out to provide additional information on the trading performance of the businesses.

 

The directors have re-categorised one of the group's profit centres from Conferences, seminars and training to Financial Publishing to more accurately reflect their operations following development of their products. As a result the comparative split of divisional revenues (£0.9m) and operating profit (-£0.1m) have been re-presented. The total revenue and operating profit by source remain unchanged.

 

Inter-segment sales are charged at prevailing market rates and shown in the eliminations columns below.

 

Unaudited six months ended March 31

United Kingdom

North America

Rest of World

Eliminations

Total

2016

2015

2016

2015

2016

2015

2016

2015

2016

2015

£000

£000

£000

£000

£000

£000

£000

£000

£000

£000





















8,664

8,101

43,479

41,736

11,918

12,120

-

-

64,061

61,957

23,930

23,879

13,285

13,406

-

2

(2,441)

(2,757)

34,774

34,530

22,642

22,329

8,749

9,941

402

541

(1,286)

(1,259)

30,507

31,552

26,250

33,207

29,359

26,095

10,654

7,986

(71)

(167)

66,192

67,121

13

1,165

-

508

-

-

-

(137)

13

1,536

(1,349)

992

-

-

-

-

-

-

(1,349)

992

80,150

89,673

94,872

91,686

22,974

20,649

(3,798)

(4,320)

194,198

197,688

81

-

-

66

83

153

-

-

164

219

80,231

89,673

94,872

91,752

23,057

20,802

(3,798)

(4,320)

194,362

197,907

 

 

 

 


Unaudited six months ended March 31


United Kingdom

North America

Rest of World

Total


2016

2015

2016

2015

2016

2015

2016

2015


£000

£000

£000

£000

£000

£000

£000

£000

Revenue









by type and destination:









Subscriptions

16,411

17,462

54,144

49,990

38,697

36,119

109,252

103,571

Advertising

2,361

2,537

9,969

10,855

6,072

6,584

18,402

19,976

Sponsorship

3,598

3,902

12,569

11,305

9,342

11,166

25,509

26,373

Delegates

3,052

3,132

7,510

6,997

26,561

28,830

37,123

38,959

Other

1,280

720

2,717

3,621

1,251

1,940

5,248

6,281

Sold/closed businesses

13

1,165

-

370

-

1

13

1,536

Foreign exchange (losses)/gains

on forward contracts

(1,349)

992

-

-

-

-

(1,349)

992

Total revenue

25,366

29,910

86,909

83,138

81,923

84,640

194,198

197,688

 

 

 




Unaudited six months ended March 31




United Kingdom

North America

Rest of World

Total




2016

2015

2016

2015

2016

2015

2016

2015




£000

£000

£000

£000

£000

£000

£000

£000

Adjusted operating profit











by division and source:













1,383

1,700

16,959

15,967

4,436

2,602

22,778

20,269



4,837

5,613

1,807

2,076

-

89

6,644

7,778



7,294

6,526

2,477

3,827

(788)

(804)

8,983

9,549



5,668

11,240

6,445

7,390

2,566

1,035

14,679

19,665



-

1,053

-

241

-

(12)

-

1,282



(5,185)

(7,623)

(725)

(222)

(344)

(206)

(6,254)

(8,051)

Operating profit before acquired intangible amortisation, long-term incentive credit and exceptional items

13,997

18,509

26,963

29,279

5,870

2,704

46,830

50,492



(3,173)

(3,430)

(4,569)

(4,778)

(108)

(314)

(7,850)

(8,522)



-

1,314

-

757

-

465

-

2,536



(12,940)

47,079

-

2,348

-

(3,630)

(12,940)

45,797



(2,116)

63,472

22,394

27,606

5,762

(775)

26,040

90,303









(1,295)

38









164

5,367









(1,552)

(2,397)









23,357

93,311









(6,153)

(13,254)









17,204

80,057

 

 


Unaudited six months ended March 31


Acquired intangible

Long-term incentive

Exceptional

Depreciation and


amortisation

credit

items

amortisation


2016

2015

2016

2015

2016

2015

2016

2015


£000

£000

£000

£000

£000

£000

£000

£000

Other segmental information









by division:









Research and data

(4,611)

(5,128)

-

634

-

(184)

(763)

(618)

Financial publishing

(981)

(1,008)

-

507

-

(5,037)

(10)

(156)

Business publishing

(1,020)

(1,069)

-

254

-

(18)

(11)

(25)

Conferences, seminars and training

(1,192)

(1,267)

-

609

(12,940)

(3,504)

(28)

(19)

Sold/closed businesses

-

-

-

-

-

2,446

-

-

Unallocated corporate costs

(46)

(50)

-

532

-

52,094

(2,004)

(1,891)


(7,850)

(8,522)

-

2,536

(12,940)

45,797

(2,816)

(2,709)

 

 


United Kingdom

North America

Rest of World

Total


Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30

Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30

Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30

Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30


2016

2015

2016

2015

2016

2015

2016

2015


£000

£000

£000

£000

£000

£000

£000

£000

Non-current assets (excluding derivative financial instruments, deferred consideration and deferred tax assets)









by location:









Goodwill

108,860

122,037

261,212

253,560

7,000

6,396

377,072

381,993

Other intangible assets

62,044

64,773

83,481

83,913

723

700

146,248

149,386

Property, plant and equipment

7,484

7,274

1,817

1,340

551

557

9,852

9,171

Investments

37,174

38,302

174

-

-

-

37,348

38,302

Non-current assets

215,562

232,386

346,684

338,813

8,274

7,653

570,520

578,852

Additions to property, plant and equipment

875

5,622

1,024

493

83

372

1,982

6,487

 

The group has taken advantage of paragraph 23 of IFRS 8 'Operating Segments' and does not provide segmental analysis of net assets as this information is not used by the directors in operational decision making or monitoring of business performance.

 

3 Seasonality of results

 

The group's results are not materially affected by seasonal or cyclical trading. For the year ended September 30 2015 the group earned 49% of both its revenues and adjusted operating profits in the first six months of the year (2014: 47% of both its revenues and adjusted operating profits).

 

4 Exceptional items

 

Exceptional items are items of income or expense considered by the directors, either individually or if of a similar type in aggregate, as being either material or significant and which require additional disclosure in order to provide an indication of the underlying trading performance of the group.

 



Unaudited

 six months

 ended

 March 31

Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30



2016

2015

2015



£000

£000

£000






Profit on disposal of associate


-

2,921

2,921

Profit on disposal of available-for-sale investment


-

45,502

45,502

Profit on disposal of business


-

2,446

2,446

Profit on disposal of property, plant and equipment


-

4,264

4,181


1

-

55,133

55,050

Goodwill impairment

2

(12,940)

(7,779)

(18,458)

Restructuring and other exceptional costs

3

-

(1,557)

(3,171)



(12,940)

45,797

33,421

 

For the six months ended March 31 2016 the group recognised a goodwill impairment charge of £12.9m relating to Mining Indaba. Due to the continued challenging market conditions and the depreciation of the South African Rand, have had a significant impact on the long-term outlook for this business.  This resulted in a further impairment to goodwill in addition to the £10.7m charge recognised at year-end.

 

1.     In 2015 the group disposed of its interests in a number of assets generating a gain on sale of £55.1m. Most of this relates to the sale of group's interests in Capital DATA and Capital NET as part of the Dealogic transaction. The group also sold a number of predominantly print-based newsletters and magazines as well as certain freehold and leasehold properties as part of the relocation of its London offices.

2.     The goodwill impairment charge consists of:

-       March 2016: Mining Indaba (£12.9m)

-       March 2015: HedgeFund Intelligence (£4.8m) and CIE (£3.0m)

-       September 2015: HedgeFund Intelligence (£4.8m), CIE (£3.0m) and Mining Indaba (£10.7m)

3.     Restructuring and other exceptional costs cover the major reorganisation of certain businesses, costs relating to the relocation of the group's London headquarters, and professional fees resulting from the CIE dispute.

 

The group's tax charge includes a related tax credit on exceptional items of £2.4m (March 2015: charge of £3.4m, September 2015: charge of £1.0m) (note 6).

 

 

5 Finance income and expense

 


Unaudited

 six months

 ended

 March 31

Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30


2016

2015

2015


£000

£000

£000

Finance income




Interest on cash deposit with DMGT group company

81

-

-

Interest receivable from short-term investments

83

219

379

Movements in acquisition commitments

-

5,148

4,748


164

5,367

5,127

Finance expense




Interest payable on committed borrowings with DMGT group company

(429)

(654)

(1,120)

Net interest expense on defined benefit liability

(32)

(85)

(170)

Movements in acquisition commitments

(789)

-

-

Movements in deferred consideration

-

(1,312)

(2,851)

Interest on tax

(302)

(346)

(438)


(1,552)

(2,397)

(4,579)

Net finance (costs)/income

(1,388)

2,970

548

 

 

 


Unaudited

 six months

 ended

 March 31

Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30


2016

2015

2015


£000

£000

£000

Reconciliation of net finance (costs)/income in Income Statement to adjusted net finance costs




Total net finance (costs)/income in Income Statement

(1,388)

2,970

548

Add back:




Movements in acquisition commitments

789

(5,148)

(4,748)

Movements in deferred consideration

-

1,312

2,851


789

(3,836)

(1,897)

Adjusted net finance costs

(599)

(866)

(1,349)

 

The reconciliation of net finance (costs)/income in the Income Statement has been provided since the directors consider it necessary in order to provide an indication of the adjusted net finance costs.

 

 

6 Tax expense on profit

 


Unaudited

 six months

 ended

 March 31

Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30


2016

2015

2015


£000

£000

£000

Current tax expense




UK corporation tax expense

1,898

5,858

7,989

Foreign tax expense

6,805

7,704

12,949

Adjustments in respect of prior years

1,749

320

(1,083)


10,452

13,882

19,855

Deferred tax expense




Current year

(3,973)

(845)

(1,764)

Adjustments in respect of prior years

(326)

217

(492)


(4,299)

(628)

(2,256)

Total tax expense in Income Statement

6,153

13,254

17,599

Effective tax rate

26%

14%

14%

 

As set out below the adjusted effective tax rate for the 2016 interim period is 19% (2015: 19%).  The forecast adjusted effective tax rate for 2016 full year is 18% (2015: 18%).  

 


Unaudited

 six months

 ended

 March 31

Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30


2016

2015

2015


£000

£000

£000

Reconciliation of tax expense in Income Statement to adjusted tax expense




Total tax expense in Income Statement

6,153

13,254

17,599

Add back:




Tax on acquired intangible amortisation

2,417

2,396

4,096

Tax on exceptional items

2,396

(3,438)

(983)


4,813

(1,042)

3,113

Tax on goodwill and intangible amortisation

(838)

(1,656)

(4,113)

Share of tax on associates and joint ventures

192

377

716

Adjustments in respect of prior years

(1,423)

(537)

1,575


2,744

(2,858)

1,291

Adjusted tax expense

8,897

10,396

18,890





Adjusted profit before tax (refer to the appendix to the Interim Statement)

46,872

53,359

107,810

Adjusted effective tax rate

19%

19%

18%

 

The group presents the above adjusted effective tax rate to help users of this report better understand its tax charge. In arriving at this rate, the group removes the tax effect of items which are adjusted for in arriving at the adjusted profit disclosed in the appendix to the Interim Statement. The current tax effect of goodwill and intangible items is not removed. Many of the group's acquisitions, particularly in the US, give rise to significant tax savings as the amortisation of goodwill and intangible assets on acquisition is deductible for tax purposes. The group considers that the resulting adjusted effective tax rate is more representative of its tax payable position, as the deferred tax effect on the goodwill and intangible items is not expected to crystallise. The deferred tax effect on goodwill and intangible items would only crystallise in the event of a disposal, and that is not expected.  

 

Since the year end, the deferred tax asset has increased due to a jurisdiction moving from a deferred tax liability to an asset position from future tax deductible losses crystallising in the period.

 

 

7 Dividends

 


Unaudited

 six months

 ended

 March 31

Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30


2016

2015

2015


£000

£000

£000

Amounts recognisable as distributable to equity holders in period




Final dividend for the year ended September 30 2015 of 16.40p (2014: 16.00p)

21,033

20,502

20,501

Interim dividend for the year ended September 30 2015 of 7.00p

-

-

8,977


21,033

20,502

29,478

Employee share trust dividend

(296)

(289)

(414)


20,737

20,213

29,064





Interim dividend for the period ended March 31 2016 of 7.00p (2015: 7.00p)

8,980

8,976


Employee share trusts dividends waived

(126)

(126)



8,854

8,850


 

The final dividend for the year to September 30 2015 was approved by shareholders at the AGM held on January 28 2016 and paid on February 11 2016.

 

It is anticipated that the interim dividend of 7.00p (2015: 7.00p) per share will be paid on June 23 2016 to shareholders on the register on May 27 2016. It is expected that the shares will be marked ex-dividend on May 26 2016. The interim dividend has not been included as a liability in this Interim Financial Report in accordance with IAS 10 'Events after the Reporting Period'.

 

8 Earnings per share

 


Unaudited

 six months

 ended

 March 31

Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30


2016

2015

2015


£000

£000

£000





Basic earnings attributable to equity holders of the parent

17,002

80,200

105,444

Adjustments (refer to the appendix to the Interim Statement)

20,771

(37,094)

(16,766)

Adjusted earnings

37,773

43,106

88,678

 

 

 


Number

Number

Number


000

000

000





Weighted average number of shares

128,259

128,161

128,202

Shares held by the employee share trusts

(1,807)

(1,807)

(1,807)

Weighted average number of shares

126,452

126,354

126,395

Effect of dilutive share options

79

83

65

Diluted weighted average number of shares

126,531

126,437

126,460

 

 

 

 

 


Unaudited

 six months

 ended

 March 31

Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30


2016

2015

2015






Pence

Pence

Pence

Basic earnings per share

13.45

              63.47

              83.42

Adjustments per share

16.43

(29.36)

(13.26)

Adjusted basic earnings per share

29.88

              34.11

              70.16





Diluted earnings per share

13.44

              63.43

              83.38

Adjustments per share

16.42

(29.34)

(13.26)

Adjusted diluted earnings per share

29.86

              34.09

              70.12

 

 

 

 

The adjusted diluted earnings per share figure has been disclosed since the directors consider it necessary in order to give an indication of the underlying trading performance.

 

All of the above earnings per share figures relate to continuing operations.

 

9 Total assets and liabilities of business held-for-sale

 

On April 30 2016, the group sold 100% of the equity share capital of Gulf Publishing Company, Inc. (Gulf) and The Petroleum Economist Limited (PE), part of the business publishing division, for US$18m (£12.5m). Accordingly the assets and liabilities of these businesses have been disclosed separately on the face of the Condensed Consolidated Statement of Financial Position.

 

The main classes of assets and liabilities comprising the businesses classified as held-for-sale are set out in the table below. These assets and liabilities are recorded at their fair values.

 

 


Gulf

PE

Total


£000

£000

£000





Provisional fair value




Goodwill

5,304

236

5,540

Property, plant and equipment

29

-

29

Trade and other receivables

802

207

1,009

Total assets of businesses held-for-sale

6,135

443

6,578





Trade and other payables

(285)

(174)

(459)

Deferred income

(689)

(769)

(1,458)

Total liabilities of businesses held-for-sale

(974)

(943)

(1,917)





Net assets (100%)

5,161

(500)

4,661

 

 

 

10 Investments

 

 

 


Investment

Investment

Available-



in

in joint

for-sale



 associates

ventures

investments

Total


£000

£000

£000

£000






At September 30 2014

72

-

-

72

Additions

32,855

34

5,835

38,724

Disposals

10

-

-

10

Share of profits after tax retained

(377)

(4)

-

(381)

Dividends

(123)

-

-

(123)

At September 30 2015

32,437

30

5,835

38,302

Additions

-

180

-

180

Provisions against investment losses

-

167

-

167

Share of losses after tax retained

(1,124)

(171)

-

(1,295)

Exchange difference

-

(6)

-

(6)

At March 31 2016

31,313

200

5,835

37,348

 

 



Investment



Investment

in joint



in associates

ventures

Total


£000

£000

£000





At September 30 2014

72

-

72

Additions

31,955

34

31,989

Disposals

10

-

10

Share of profits after tax retained

38

-

38

Dividends

(123)

-

(123)

At March 31 2015

31,952

34

31,986

 

 

All of the above investments in associates and joint ventures are accounted for using the equity method in these condensed consolidated financial statements.

 

 


Unaudited

 six months

 ended

 March 31

Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30


2016

2015

2015


£000

£000

£000





Reconciliation of share of results in associates and joint ventures in Income Statement to adjusted share of results in associates and joint ventures




Total share of results in associates and joint ventures in Income Statement

(1,295)

38

(381)

Add back:




Share of tax

(554)

49

                        84

Share of acquired intangible amortisation

2,220

1,110

                  2,732

Share of exceptional items1

270

-

                           -


1,936

1,159

2,816

Adjusted share of results in associates and joint ventures

641

1,197

2,435

 

 

1 The share of exceptional items relates to one-off restructuring and earn-out costs in Dealogic.  As required by IFRS, it is group

   policy to treat exceptional earn-out payments as a compensation cost. These payments are in substance part of the cost of an

   investment and are thus excluded from the share of adjusted profit.

 

Information on investment in associates, investment in joint ventures and available-for-sale investments:

 



Year

Date of

Type

Group

Country of


Principal activity

ended

acquisition

of holding

interest

incorporation

Investment in associates







Diamond TopCo Limited (Dealogic)

Capital market software solutions

Dec 31

Dec 2014

Ordinary

15.5%

UK

World Bulk Wine Exhibition

Event for commercialisation of bulk wine

Dec 31

April 2015

Ordinary

40.0%

Spain

Investment in joint ventures







Institutional Investor Zanbato Limited

Hedge fund manager trading signals

Sept 30

Nov 2014

Ordinary

50.0%

UK

Sanostro Institutional AG

Hedge fund manager trading signals

Dec 31

Dec 2014

Ordinary

50.0%

Switzerland

EIIZ Discovery LLC2

Private capital placement and workflow

Sept 30

Nov 2015

Ordinary

50.0%

Delaware, US

Available-for-sale investments







Estimize, Inc.

Financial estimates platform

Dec 31

July 2015

Ordinary

10.0%

Delaware, US

Zanbato, Inc.

Private capital placement and workflow

Dec 31

Sept 2015

Ordinary

9.9%

California, US

 

The group interests in the above investments remained unchanged since their respective dates of acquisition.

 

2 In November 2015 the group acquired 50% of the equity share capital of EIIZ Discovery LLC for a cash consideration of $0.3m   

  (£0.2m). The group has joint control over the company.

 

11 Goodwill and other intangibles

 


Acquired intangible assets








Total






Customer


acquired





Trademarks

relation-


intangible

Licences &



As at March 2016

& brands

ships

Databases

assets

software

Goodwill

Total


2016

2016

2016

2016

2016

2016

2016


£000

£000

£000

£000

£000

£000

£000

Cost/carrying amount








At October 1 2015

171,861

102,777

12,616

287,254

15,165

429,272

731,691

Additions

-

-

-

-

1,417

-

1,417

Disposals

-

-

-

-

(68)

-

(68)

Exchange differences

6,405

3,368

402

10,175

366

15,895

26,436

Classified as held-for-sale (note 9)

-

-

-

-

(34)

(7,475)

(7,509)

At March 31 2016

178,266

106,145

13,018

297,429

16,846

437,692

751,967

Amortisation and impairment








At October 1 2015

73,510

63,147

8,769

145,426

7,607

47,279

200,312

Amortisation charge

3,733

3,563

554

7,850

1,487

-

9,337

Disposals

-

-

-

-

(62)

-

(62)

Impairment (note 4)

-

-

-

-

-

12,940

12,940

Exchange differences

3,088

2,068

382

5,538

215

2,336

8,089

Classified as held-for-sale (note 9)

-

-

-

-

(34)

(1,935)

(1,969)

At March 31 2016

80,331

68,778

9,705

158,814

9,213

60,620

228,647

Net book value/carrying amount at March 31 2016

97,935

37,367

3,313

138,615

7,633

377,072

523,320

 

 


Acquired intangible assets









Total


Intangible





Customer


acquired


assets in




Trademarks

relation-


intangible

Licences &

develop-



As at September 2015

& brands

ships

Databases

assets

software

ment

Goodwill

Total


2015

2015

2015

2015

2015

2015

2015

2015


£000

£000

£000

£000

£000

£000

£000

£000

Cost/carrying amount









At October 1 2014

164,843

98,713

12,083

275,639

12,923

62

411,815

700,439

Additions

-

-

-

-

1,324

436

-

1,760

Transfer

-

-

-

-

498

(498)

-

-

Exchange differences

7,018

4,064

533

11,615

420

-

17,457

29,492

At September 30 2015

171,861

102,777

12,616

287,254

15,165

-

429,272

731,691

Amortisation and impairment









At October 1 2014

62,144

53,059

7,225

122,428

4,687

-

27,881

154,996

Amortisation charge

8,209

7,737

1,081

17,027

2,680

-

-

19,707

Impairment (note 4)

-

-

-

-

-

-

18,458

18,458

Exchange differences

3,157

2,351

463

5,971

240

-

940

7,151

At September 30 2015

73,510

63,147

8,769

145,426

7,607

-

47,279

200,312

Net book value/carrying amount at September 30 2015

98,351

39,630

3,847

141,828

7,558

-

381,993

531,379

 

 


Acquired intangible assets









Total


Intangible





Customer


acquired


assets in




Trademarks

relation-


intangible

Licences &

develop-



As at March 2015

& brands

ships

Databases

assets

software

ment

Goodwill

Total


2015

2015

2015

2015

2015

2015

2015

2015


£000

£000

£000

£000

£000

£000

£000

£000

Cost/carrying amount








At October 1 2014

164,843

98,713

12,083

275,639

12,923

62

411,815

700,439

Additions

-

-

-

-

211

937

-

1,148

Exchange differences

9,431

5,281

675

15,387

509

15

23,278

39,189

At March 31 2015

174,274

103,994

12,758

291,026

13,643

1,014

435,093

740,776

Amortisation and impairment








At October 1 2014

62,144

53,059

7,225

122,428

4,687

-

27,881

154,996

Amortisation charge

4,084

3,901

537

8,522

1,375

-

-

9,897

Impairment (note 4)

-

-

-

-

-

-

7,779

7,779

Exchange differences

4,188

2,982

583

7,753

300

-

2,031

10,084

At March 31 2015

70,416

59,942

8,345

138,703

6,362

-

37,691

182,756

Net book value/carrying amount at March 31 2015

103,858

44,052

4,413

152,323

7,281

1,014

397,402

558,020

 

Intangible assets, other than goodwill, have a finite life and are amortised over their expected useful lives at the rates set out in the accounting policies in note 1 of the September 2015 annual report.

 

 

12 Deferred income

 

 


Unaudited

 six months

 ended

 March 31

Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30


2016

2015

2015


£000

£000

£000





Deferred subscription income

95,382

93,393

86,198

Other deferred income

33,612

32,567

25,931


128,994

125,960

112,129





Within one year

125,285

120,867

106,165

In more than one year

3,709

5,093

5,964


128,994

125,960

112,129

 

 

The six months ended March 31 2015 comparatives have been re-presented to net down certain balances within trade receivables of £8.3m, accrual income of £4.4m and deferred subscription income of £12.7m, consistent with the presentation adopted in the 2015 Consolidated Financial Statements.

 

Deferred income balances have been re-presented to reflect a reclassification of deferred income recognisable after more than one year.

 

These reclassifications have no impact on net assets.

 

13 Financial instruments

 

The group held the following financial instruments at fair value. There have been no transfers of assets or liabilities between levels of the fair value hierarchy and there are no non-recurring fair value measurements.

 


Unaudited

 six months

 ended

 March 31

Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30


2016

2015

2015


£000

£000

£000





Financial assets




Derivative instruments in designated hedge accounting relationships

532

3,194

             1,322

Deferred consideration (note 15)

192

2,209

                589

Loans and receivables (including cash at bank and short-term deposits)

115,700

72,843

           94,623


116,424

78,246

96,534

Financial liabilities




Derivative instruments in designated hedge accounting relationships

(6,138)

(6,873)

(4,007)

Acquisition commitments (note 15) (level 3)

(10,201)

(8,984)

(9,171)

Loans and payables (including bank overdrafts)

(70,383)

(89,719)

(80,762)


(86,722)

(105,576)

(93,940)

 

 

The fair value of the financial assets and liabilities above are classified as level 2 in the fair value hierarchy other than acquisition commitments and deferred consideration which are classified as level 3. The directors consider that the carrying value amounts of financial assets and liabilities are equal to their fair value.

 

Fair value of financial instruments

The fair values of financial assets and financial liabilities are determined as follows:

 

Level 1

·     The fair value of financial assets and financial liabilities with standard terms and conditions and traded on active liquid markets is determined with reference to quoted market prices.

 

Level 2

·     The fair value of other financial assets and financial liabilities (excluding derivative instruments) is determined in accordance with generally accepted pricing models based on discounted cash flow analysis using prices from observable current market transactions and dealer quotes for similar instruments.

·     Foreign currency forward contracts are measured using quoted forward exchange rates and yield curves derived from quoted interest rates matching maturities of the contracts.

 

Level 3

·     If one or more significant inputs are not based on observable market data, the instrument is included in level 3.

 

Other financial instruments not recorded at fair value

The directors consider that the carrying amounts of financial assets and financial liabilities recorded at amortised cost in the financial statements approximate their fair values. Such financial assets and financial liabilities include cash and cash equivalents, receivables, accrued income, payables and loans. 

 

14 Called up share capital

 


Unaudited

 six months

 ended

 March 31

Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30


2016

2015

2015


£000

£000

£000

Allotted, called up and fully paid




128,289,086 ordinary shares of 0.25p each

(March 2015: 128,234,287 ordinary shares of 0.25p each)

(September 2015: 128,248,894 ordinary shares of 0.25p each)

320

320

320

 

During the period, 40,192 ordinary shares of 0.25p each with an aggregate nominal value of £100 were issued following the exercise of share options granted under the company's share option schemes for a cash consideration of £191,535.

 

 

15 Acquisition commitments and deferred consideration

 

The group is party to contingent consideration arrangements in the form of acquisition commitments, acquisition deferred consideration payments and deferred consideration receipts on disposals. The group recognises the discounted present value of the contingent consideration. This discount is unwound as a notional interest charge to the Income Statement. The group regularly performs a review of the underlying businesses to assess the impact on the fair value of the contingent consideration. Any resultant change in these fair values is reported as a finance income or expense in the Income Statement.

 

 


Acquisition commitments

Deferred consideration


Unaudited

 six months

 ended

 March 31

Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30

Unaudited

 six months

 ended

 March 31

Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30


2016

2015

2015

2016

2015

2015


£000

£000

£000

£000

£000

£000

Liability/(asset)







At October 1

9,171

13,365

13,365

(589)

8,503

8,503

Reduction from disposals during the period

-

-

-

-

(269)

(269)

Net movements in finance income and expense during the period (note 5)

789

(5,148)

(4,748)

-

1,312

2,851

Exercise of commitments

(239)

(109)

(109)

-

-

-

Receipt/(payment) during the period

-

-

-

406

(11,575)

(11,558)

Exchange differences to reserves

480

876

663

(9)

(180)

(116)

At end of period

10,201

8,984

9,171

(192)

(2,209)

(589)








Within one year

-

-

-

(192)

(323)

(331)

In more than one year

10,201

8,984

9,171

-

(1,886)

(258)


10,201

8,984

9,171

(192)

(2,209)

(589)

 

 

 

Reconciliation of finance income and expense (note 5):

 


Acquisition commitments

Deferred consideration


Unaudited

 six months

 ended

 March 31

Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30

Unaudited

 six months

 ended

 March 31

Unaudited

 six months

 ended

 March 31

Audited

 year

 ended

 Sept 30


2016

2015

2015

2016

2015

2015


£000

£000

£000

£000

£000

£000








Fair value adjustment

375

(5,730)

(5,727)

-

982

2,617

Imputed interest

414

582

979

-

330

234

Net movements in finance income and expense during the period

789

(5,148)

(4,748)

-

1,312

2,851








 

 

The value of the acquisition commitments and deferred consideration is subject to a number of assumptions. The potential undiscounted amount of all future payments that the group could be required to make under these acquisition arrangements is as follows:

 


Unaudited six months ended March 31

Unaudited six months ended March 31

Audited year ended Sept 30


2016

2016

2015

2015

2015

2015


Maximum

Minimum

Maximum

Minimum

Maximum

Minimum


£000

£000

£000

£000

£000

£000








NDR

41,912

-

40,845

-

40,121

-


41,912

-

40,845

-

40,121

-

 

The potential undiscounted amount of all future receipts that the group could receive under the disposal arrangements is as follows:

 

 


Unaudited six months ended March 31

Unaudited six months ended March 31

Audited year ended Sept 30


2016

2016

2015

2015

2015

2015


Maximum

Minimum

Maximum

Minimum

Maximum

Minimum


£000

£000

£000

£000

£000

£000








MIS Training

-

-

3,785

-

330

-

II Newsletters

192

-

368

-

258

-


192

-

4,153

-

588

-

 

 

The discounted acquisition commitments and deferred consideration are based on pre-determined multiples of future profits of the businesses, and have been estimated on an acquisition by acquisition basis using available performance forecasts. The directors derive their estimates from internal business plans and financial due diligence. At March 31 2016, the weighted average growth rates used in estimating the expected profits range was 24%.

 

A one percentage point change in the expected profit growth rate results in the acquisition commitments at March 31 2016 increasing or decreasing by £0.1m with the corresponding change in value charged or credited to the Income Statement in future periods.

 

 

16 Contingent liabilities

 

Claims in Malaysia

Four writs claiming damages for libel were issued in Malaysia against the company and three of its employees in respect of an article published in one of the company's magazines, International Commercial Litigation, in November 1995. The writs were served on the company on October 22 1996. Two of these writs have been discontinued. The total outstanding amount claimed on the two remaining writs is Malaysian ringgits 82.6m (£14.8m). No provision has been made for these claims in these financial statements as the directors do not believe the company has any material liability in respect of these writs.

 

 

17 Related party transactions

 

The group has taken advantage of the exemption allowed under IAS 24 'Related Party Disclosures' not to disclose transactions and balances between group companies that have been eliminated on consolidation. Other related party transactions and balances are detailed below:

 

(i)      The group had borrowings under a US$160m multi-currency facility with Daily Mail and General Holdings Limited (DMGH), a Daily Mail and General Trust plc (DMGT) group company, as follows:

 


Unaudited

 as at

March 31

Unaudited

as at

 March 31

Audited

 as at

 Sept 30


2016

2015

2015


£000

£000

£000





Amounts owing at end of period

-

18,422

-

Fees on the available facility for the period

263

183

733

 

 

The loan was fully repaid at September 30 2015.

 

(ii)     On August 3 2015 the company entered into a deposit agreement with DMGH:

 

 

 

Unaudited

 as at

March 31

Unaudited

as at

 March 31

Audited

 as at

 Sept 30

 

2016

2015

2015

 

£000

£000

£000

 




Deposits at end of period

43,727

-

9,799

 

 

 

(iii)    During the period the group expensed services provided by DMGT, the group's parent, and other fellow group companies, as follows:

 





Unaudited

 six months

 ended

March 31

Unaudited

six months

 ended

 March 31

Audited

year

 ended

 Sept 30





2016

2015

2015





£000

£000

£000








Services expensed




290

285

849

 

 

(iv)    During the period DMGT group companies surrendered tax losses to Euromoney Consortium Limited under an agreement between the two groups. These tax losses are relievable against UK taxable profits of the group under HMRC's consortium relief rules:

 



Unaudited

 as at

March 31

Unaudited

as at

 March 31

Audited

 as at

 Sept 30



2016

2015

2015



£000

£000

£000






Amounts payable


787

1,100

1,787

Tax losses with tax value


1,049

1,467

2,383

Amounts owed to DMGT group at end of period


787

1,100

(313)

 

 

(v)     DMGT group companies have an agreement to surrender tax losses to Euromoney Consortium 2 Limited. These tax losses are relievable against UK taxable profits of the group under HMRC's consortium relief rules. During the period, no tax losses were surrendered:

 



Unaudited

 as at

March 31

Unaudited

as at

 March 31

Audited

 as at

 Sept 30



2016

2015

2015



£000

£000

£000






Amounts owed to DMGT group at end of period


-

-

(202)

 

 

(vi)    During the period the group received dividends from its associate undertakings:

 

 



Unaudited

 as at

March 31

Unaudited

as at

 March 31

Audited

 as at

 Sept 30



2016

2015

2015



£000

£000

£000






Capital NET Limited


-

123

123

 

 

 

18 Events after the balance sheet date

 

Sale of business

On April 30 2016, the group sold 100% of the equity share capital of Gulf Publishing Company, Inc. (Gulf) and The Petroleum Economist Limited (PE), part of the business publishing division, for US$18m (£12.5m). Accordingly the assets and liabilities of the business have been disclosed separately on the face of the Condensed Consolidated Statement of Financial Position.  Gulf and PE contributed £4.3m to the group's revenue for the period ended March 31 2016 (September 2015: £11.3m) and £0.1m to the group's operating profit for the period ended March 31 2016 (September 2015: £2.9m).

 

 

Responsibility Statement

 

 

We confirm that to the best of our knowledge:

 

(a)    these Condensed Consolidated Financial Statements have been prepared in accordance with IAS 34 'Interim Financial Reporting';

(b)    this Interim Financial Report includes a fair review of the information required by DTR 4.2.7R (indication of important events during the first six months and description of principal risks and uncertainties for the remaining six months of the year); and

(c)     this Interim Financial Report includes a fair review of the information required by DTR 4.2.8R (disclosure of related party transactions and changes therein).

 

 

By order of the board,

 

 

Andrew Rashbass

Chief Executive

May 18 2016

 

 

Colin Jones

Finance Director

May 18 2016

 

 

Independent Review Report to Euromoney Institutional Investor PLC

 

Report on the condensed consolidated financial statements

 

Our conclusion

We have reviewed Euromoney Institutional Investor PLC's condensed consolidated financial statements (the 'interim financial statements') in the Interim Financial Report for the six month period ended March 31 2016. Based on our review, nothing has come to our attention that causes us to believe that the interim financial statements are not prepared, in all material respects, in accordance with International Accounting Standard 34, "Interim Financial Reporting", as adopted by the European Union and the Disclosure Rules and Transparency Rules of the United Kingdom's Financial Conduct Authority.

What we have reviewed

The interim financial statements comprise:

·        the condensed consolidated statement of financial position as at March 31 2016;

·        the condensed consolidated income statement and condensed consolidated statement of comprehensive income for the period then ended;

·        the condensed consolidated statement of changes in equity for the period then ended;

·        the condensed consolidated statement of cash flows for the period then ended; and

·        the explanatory notes to the interim financial statements.

 

The interim financial statements included in the Interim Financial Report have been prepared in accordance with International Accounting Standard 34, "Interim Financial Reporting", as adopted by the European Union and the Disclosure Rules and Transparency Rules of the United Kingdom's Financial Conduct Authority.

As disclosed in note 1 to the interim financial statements, the financial reporting framework that has been applied in the preparation of the full annual financial statements of the Group is applicable law and International Financial Reporting Standards (IFRSs) as adopted by the European Union.

Responsibilities for the interim financial statements and the review

 

Our responsibilities and those of the directors

The Interim Financial Report, including the interim financial statements, is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the Interim Financial Report in accordance with the Disclosure Rules and Transparency Rules of the United Kingdom's Financial Conduct Authority.

Our responsibility is to express a conclusion on the interim financial statements in the Interim Financial Report based on our review. This report, including the conclusion, has been prepared for and only for the company for the purpose of complying with the Disclosure Rules and Transparency Rules of the United Kingdom's Financial Conduct Authority and for no other purpose.  We do not, in giving this conclusion, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

 

What a review of the interim financial statements involves

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.

We have read the other information contained in the Interim Financial Report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the interim financial statements.

 

PricewaterhouseCoopers LLP

Chartered Accountants

London

May 18 2016

 

Notes:

(a)   The maintenance and integrity of the Euromoney Institutional Investor PLC website is the responsibility of the directors; the work carried out by the auditors does not involve consideration of these matters and, accordingly, the auditors accept no responsibility for any changes that may have occurred to the interim financial statements since they were initially presented on the website.

(b)  Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Directors

 

Executive Directors

A Rashbass (Chief Executive Officer) ‡

CR Jones (Finance Director)


Non-executive Directors

JC Botts (Chairman) †‡§

The Viscount Rothermere ‡

Sir Patrick Sergeant (President) ‡

MWH Morgan †‡

DP Pritchard §

ART Ballingal

TP Hillgarth §


† member of the remuneration committee

‡ member of the nominations committee

§ member of the audit committee

 

 

Shareholder Information

 

Financial calendar

2016 interim results announcement

Thursday May 19 2016

Interim dividend ex-dividend date

Thursday May 26 2016

Interim dividend record date

Friday May 27 2016

Payment of 2016 interim dividend

Thursday June 23 2016

Trading update

Thursday July 21 2016*

2016 final results announcement

Thursday November 24 2016

Final dividend ex-dividend date

Thursday December 1 2016*

Final dividend record date

Friday December 2 2016*

Trading update

Thursday January 26 2017*

2017 AGM (approval of final dividend)

Thursday January 26 2017*

Payment of final dividend

Thursday February 16 2017*

Loan note interest paid to holders of loan notes on

Thursday June 30 2016


Friday December 30 2016

* Provisional dates and subject to change.

 

Shareholder enquiries

Administrative enquiries about a holding of Euromoney Institutional Investor PLC shares should be directed in the first instance to the company's registrars, Equiniti.

 

Telephone: 0371 384 2951 Lines are open 8:30am to 5:30pm (UK time), Monday to Friday, excluding English public holidays. Overseas Telephone: (00) 44 121 415 0246.

 

A number of facilities are available to shareholders through the secure online site: www.shareview.co.uk.

 

Loan note redemption information

Loan notes can be redeemed twice a year on the interest payment dates above by depositing the Notice of Repayment printed on the Loan Note Certificate at the company's registered office. At least 20 business days' written notice prior to the redemption date is required.

 

Company secretary and registered office

B Hennigan

8 Bouverie Street

London

EC4Y 8AX

England registered number: 954730

 

Advisors

Auditor

PricewaterhouseCoopers LLP

1 Embankment Place

London

WC2N 6RH

Solicitor

Nabarro

125 London Wall

London

EC2Y 5AL

Broker

UBS

1 Finsbury Avenue

London

EC2M 2PP

Registrars

Equiniti

Aspect House

Spencer Road

Lancing

West Sussex

BN99 6DA

 


This information is provided by RNS
The company news service from the London Stock Exchange
 
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