Final Results/Acquisition
Carphone Warehouse Group PLC
29 May 2001
EMBARGOED UNTIL 0700 HOURS
Tuesday 29 May 2001
The Carphone Warehouse Group PLC
Full Year Results to 31 March 2001
Highlights for Full Year Results
* Growth in turnover of 59% to over £1.1bn
* EBITDA growth of 60% from £41.4m to £66.0m
* PBT pre amortisation and exceptionals increased from £30.6m to £49.6m
(62% growth)
* EPS growth of 85% to 5.0p per share
* Over 3.8 million connections - up 63%
* Delivering high quality customers
* 1.6 million subscription customers
* 43% subscription mix
* Growth in recurring revenue streams - facilities management base now
over 214,000
* Successful rollout of MViva: 220,000 customers; development of new data
revenues
* Full spectrum of mobile communications services established for the
future
Acquisition of French telecoms services business
* Customer base of over 620,000
* £48m net cash consideration
* Three call centres in France employing over 650 people
* Full details of the acquisition are set out in a separate announcement
Charles Dunstone, Chairman and Chief Executive Officer said:
'I am delighted to announce very strong results for the period ending 31 March
2001.
'Our continuing success in the last 12 months has been based on:
* attracting a high quality customer base through a broad range of
distribution channels and after-sales care and management
* European scale that enables us to leverage our relationship with
networks and handset manufacturers
* our ability to develop services beyond the point of sale allowing us to
generate additional recurring revenue streams
'Within our Distribution business we now have over 1,050 stores, across
Europe. All areas of the Distribution business including, Retail, Online,
Insurance and Wholesale have enjoyed considerable growth and success.
'Our proposition of independence and providing customers what they want,
simple, impartial advice, differentiates us from our competitors and enables
us to attract and retain high value customers. Over the last 12 months, in a
consumer market dominated by pre-pay we have continued to perform strongly by
attracting a higher percentage of the valuable subscription based customers
than the market as a whole.
'Our commitment to customer service has always looked beyond the point of
sale. Over the last 12 months we have further strengthened our after-sales
customer relationships through the successful establishment of our Telecoms
Services division. Currently managing a base of over 214,000 customers, we
provide facilities management services such as billing and revenue management
on behalf of leading network operators.
'Today we have announced the acquisition of CMC, the French telecoms services
business, for headline consideration of £54m and net cash consideration of £
48m. CMC is one of France's leading mobile telecoms services businesses,
providing customer relationship management services to over 620,000 customers
on behalf of network operators including France Telecom and SFR. This is the
start of our aim to develop a full Pan-European telecoms service operation.
'The outlook for new technologies and the provision of wireless data services
is tremendously exciting, as is the recent launch of GPRS. We believe it will
be those who are able to offer innovative data and tailored content services
beyond traditional voice that will succeed in this new environment.
'As a result during the last 12 months we have continued to develop our
Wireless Data Services division, predominately through MViva our pan-European
wireless internet portal. This division is focused on establishing the
infrastructure and innovative content from which to maximise the potential
from these new technologies. To date MViva has attracted over 220,000
customers. Over the coming months we will concentrate on offering additional
data services such as text messaging (SMS), ringtones, icons and audio text.
'Through delivery of distribution, telecoms and wireless data services we are
uniquely able to offer customers the complete spectrum of mobile
communications, from point of sale, after-sales support and the billing
process, to providing tailored content, new technologies and additional
innovative services.
'This is best demonstrated by the newly launched FT Mobile, a commercial joint
venture between The Carphone Warehouse and The Financial Times Group to offer
a customised phone package for high spending subscribers.
'The reduction in pre-pay subsidy since 1 May 2001 has had a marked impact in
the total number of mobile phones sold in the UK. This has had most impact on
the volume of lower price pre-pay handsets and as such our business model,
biased towards higher value pre-pay and subscription customers, remains
robust. In fact the effect has been to swing our business mix further towards
subscription sales compared to last year, and our recurring revenue streams
will further benefit.
'As these results clearly demonstrate we have continued to maximise the
opportunities and the potential within the environment in which we operate.
Looking ahead, I believe we are perfectly positioned to continue to succeed in
this ever-changing market and will retain and build our position as Europe's
leading distributor of mobile communications products and services.'
SUMMARY OF RESULTS
53 Weeks 52 Weeks
31 March 2001 31 March 2000
Connections 3.82m 2.34m
£m £m
Turnover 1,110.7 697.7
Gross profit 280.6 192.0
EBITDA Pre-MViva 70.8 41.8
MViva losses (4.8) (0.4)
EBITDA+ 66.0 41.4
Exceptional items 6.6 (5.1)
PBT 47.4 25.1
Earnings per share 5.0p 2.7p
Headline PBT* 49.6 30.6
Headline EPS* 5.4p 3.8p
+ Earnings before interest, taxation, depreciation and amortisation
* Before exceptionals and amortisation
The Carphone Warehouse Group PLC ('The Carphone Warehouse') today announces
its first full-year results since its flotation on 21 July 2000, for the 53
weeks ending 31 March 2001. Total sales for the period increased by 59% to £
1,110.7 million and EBITDA increased 69% to £70.8 million pre-MViva and by 60%
to £66.0m post MViva. Earnings per share before amortisation of goodwill for
the period increased from 2.8p to 6.2p following exceptionals of £6.6m.
Earnings per share (pre-exceptionals and amortisation of goodwill) grew from
3.8p to 5.4p.
In line with previous years our results continue to reflect our business
seasonality between the first and second half of the year with over 75% of
earnings achieved in the six months to March 2001.
Distribution
The revenue streams for Distribution are divided into Retail, Online,
Insurance and Wholesale.
The Distribution business generated total revenues of £1,079.1 million against
£685.8 million last year and contribution of £101.2 million (2000 £63.1
million). A significant contributor towards the Group's growth in
profitability in the period was the enhanced gross profit percentage enjoyed
through our retail business. When excluding the Group's Wholesale activities
the Distribution gross profit margin improved from 31.3% to 33.0%.
The Retail business connected over 3.6 million customers, an increase of 65%
against the comparative period last year, and achieved sales of £649.3m (2000
£504.5m). This growth came from both subscription, where handsets are sold to
customers who enter into airtime contracts and pre-pay sales, where users pay
for airtime in advance.
At 31 March 2001 the Retail business had a store portfolio of 1,059 across
Europe in contrast to the 631 (excluding Tandy) branded stores at the same
time last year, of which 411 were in the UK. Growth and investment in our key
markets, the UK, France, Ireland, Spain, Germany, Sweden, Belgium, The
Netherlands and Portugal has been significant. In our other key markets our
focus continues to be the development of the Phone House brand and customer
proposition.
In certain smaller non-key markets, where the prospects of achieving
acceptable financial returns are not evident, the Group has announced its
intention to either restructure its operations or withdraw its involvement.
Online sales for the period were strong, increasing from £23.8m to £32.6m,
derived through European call-centres, transactional websites and our presence
on Open, the interactive TV channel. These channels continue to be a good
source of revenue for the group.
The Insurance business continues to perform well with growth in our
policyholder base to 795,000 and turnover of £49.2m (£27.4m last year).
Other distribution activities including the Wholesale division continued to
reflect the overall market for handsets, with sales of £348.0m against £130.1m
last year. This activity was enhanced by the acquisition of the Cellcom
business and its voucher distribution operations.
Telecoms Services
The Telecoms Services division generated revenue of £30.5 million (2000 £10.5
million) and contribution of £18.1 million (2000 £9.7 million) representing
growth of 192% and 86% respectively. The division's business is based on
continued growth in the on-going customer base and in the Group's facilities
management base. The Group currently manages more than 214,000 customers,
compared to 9,000 in March 2000 and this area will be a significant focus over
the forthcoming period as demonstrated by the announcement of our acquisition
in France.
The revenue streams for Telecoms Services are divided into both airtime
revenue and facilities management services for network operators and our own
virtual network. The Group generates a share of airtime revenue from
subscribers introduced through our distribution network to a wide range of
European mobile network operators. This income is generated as a result of our
alignment with the networks in wanting to attract and retain high spending
customers.
The Facilities Management business provides a range of services from billing,
revenue management and credit control, through to customer call and messaging
services. Increased ARPU (average revenue per user) levels indicate that the
facilities management business has the potential for significant growth, and
relationships with additional European networks are being developed.
Wireless Data Services
In June 2000, the Wireless Data Services division launched MViva, the group's
wireless Internet portal. MViva is now available in the UK, France, Spain,
Sweden and The Netherlands. The portal had 220,000 registered customers by the
end of March 2001 and has over 200 content partners across Europe.
In June 2000, the group also entered into a strategic alliance with AOL
Europe, which acquired a 15% stake in MViva for $25m. This investment has
given rise to an exceptional profit of £16.5m in the period.
In addition to MViva, the Group's Wireless Internet fund has made a series of
strategic investments in new wireless technology companies in order to
strengthen our ability to capture and influence the rapid advance from these
new technologies and services.
Prior to the year-end our investments were successfully transferred into an
independently managed fund. As a result a further $25m was raised from new
partners. At 31 March 2001 the fund had capital under management of $85m,
which is expected to increase as new investors subscribe.
Balance Sheet and Cash Generation
The Group has maintained its debt free position at the year end with net cash
and short-term investments of £103.5m. This has been due to our ability to
generate cash from operating activities and the raising of £187.1m from the
issue of shares in the year. In turn £109.3m has been invested in acquisitions
and capital expenditure on converting stores into the Group's brand and on our
operational infrastructure. In addition, the Group invested a further £31.4m
in the Wireless Internet Fund. Our working capital management is closely
attuned to this aim of cash generation and our cash conversion ratio is
monitored closely.
Net assets increased during the period from £43.4m to £438.4m and the Group's
liquidity ratio increased from 1.0 to 1.4 reflecting the strength of the
Group's financial position.
Capital Expenditure
During the period the Group invested £109.3m in new stores, acquisitions and
further enhancements to its operating systems.
Earnings per Share and Dividend Policy
Basic EPS grew by 85% to 5.0p for the period ending 31 March 2001. As in
previous periods the Board has decided to retain these earnings for continued
investment in the development of the Group and the future enhancement of
shareholder value. The Board is therefore not proposing a dividend for the
period.
Current Trading
Trading for the seven-week period to 19 May 2001 reflects connections growth
of 30% to 399,600 and a 4% swing in our mix profile in favour of subscription,
compared to the same period last year. Our insurance base has risen to
817,000, facility management base to 231,000 and MViva base to 292,000.
ENDS
For further information please contact:
The Carphone Warehouse Group PLC 07771 868 601 / 0208 896 5573
Charles Dunstone - Chief Executive Officer
David Ross - Chief Operating Officer
Roger Taylor - Chief Financial Officer
Tristia Clarke - Head of Communications
To obtain a copy of our annual report please logon to:
www.carphonewarehouse.com or email: investorrelations@cpw.co.uk
FINANCIAL REVIEW
Consolidated profit and loss account for the 53 weeks ended 31 March 2001
53 weeks 52 weeks
ended ended
31 March 25 March
2001 2000
£000 £000
Turnover
Existing operations 991,690 697,720
Acquisitions 118,988 -
1,110,678 697,720
Cost of sales (830,126) (505,738)
Gross profit 280,552 191,982
Operating expenses (excluding amortisation and (214,536) (150,593)
depreciation)
EBITDA pre - Mviva 70,787 41,838
MViva losses (4,771) (449)
EBITDA 66,016 41,389
Depreciation (18,788) (10,617)
Amortisation of goodwill (8,771) (340)
Operating profit 38,457 30,432
Existing operations 37,700 30,432
Acquisitions 757 -
Net exceptional items 6,555 (5,132)
Profit before interest and taxation 45,012 25,300
Net interest receivable (payable) 2,385 (196)
Profit on ordinary activities before taxation 47,397 25,104
Tax on profit on ordinary activities (8,675) (8,831)
Profit on ordinary activities after taxation 38,722 16,273
Equity minority interests (563) 54
Profit for the financial period 38,159 16,327
Earnings per share
Basic 5.0p 2.7p
Diluted 4.9p 2.6p
Headline earnings per share (basic)
Earnings before amortisation of goodwill 6.2p 2.8p
Earnings before amortisation of goodwill and 5.4p 3.8p
exceptional items
Consolidated statement of total recognised gains and losses for the 53 weeks
ended 31 March 2001
53 weeks 52 weeks
ended ended
31 March 2001 25 March 2000
£000 £000
Profit for the financial period 38,159 16,327
Loss on foreign currency translation (383) (543)
Total recognised gains and losses relating to the 37,776 15,784
period
Consolidated balance sheet as at 31 March 2001
31 March 25 March
2001 2000
£000 £000
Fixed assets
Intangible assets
Positive goodwill 231,471 28,361
Negative goodwill - (1,428)
Total goodwill 231,471 26,933
Tangible assets 120,278 63,190
Investments 44,426 11,584
Total fixed assets 396,175 101,707
Current assets
Stock 52,437 51,842
Debtors due within one year 149,200 82,826
Short-term investments 46,374 11,144
Cash at bank and in hand 67,517 25,348
Total current assets 315,528 171,160
Creditors: amounts falling due within one year (222,348) (173,820)
Net current assets (liabilities) 93,180 (2,660)
Total assets less current liabilities 489,355 99,047
Creditors: amounts falling due after more than one (14,107) (21,033)
year
Provisions for liabilities and charges (36,803) (34,594)
Net assets 438,445 43,420
Capital and reserves
Called-up share capital 833 600
Share premium 356,235 -
Capital redemption reserve 30 30
Profit and loss account 79,660 43,560
Equity shareholders' funds 436,758 44,190
Minority interests 1,687 (770)
Total capital employed 438,445 43,420
Consolidated cash flow statement for the 53 weeks ended 31 March 2001
53 weeks ended 52 weeks ended
31 March 2001 £'000 25 March 2000
£'000
Net cash inflow from operating activities 43,663 44,475
Net cash inflow (outflow) from returns on investments 2,385 (196)
and servicing of finance
Net cash outflow from taxation (6,991) (7,412)
Net cash outflow from capital expenditure and (141,687) (46,990)
financial investment
Net cash outflow from acquisitions and disposals (18,818) (17,107)
Net cash outflow before management of liquid resources (121,448) (27,230)
and financing
Net cash inflow from management of liquid resources 196 7,296
Net cash inflow from financing 168,608 11,201
Increase (decrease) in cash in the period 47,356 (8,733)
Reconciliation of operating profit to net cash inflow from operating activities
53 weeks ended 52 weeks ended
31 March 2001 25 March 2000
£'000 £'000
Operating profit 38,457 30,432
Depreciation of tangible fixed assets 18,788 10,617
Amortisation of goodwill 8,771 340
EBITDA 66,016 41,389
Loss (profit) on disposal of tangible fixed assets 31 (254)
(Decrease) increase in provisions (11,256) 7,233
Decrease (increase) in stock 5,187 (14,446)
Increase in debtors (54,248) (36,661)
Increase in creditors 37,933 47,214
Net cash inflow from operating activities 43,663 44,475
Notes to the financial statements
For the 53 weeks ended 31 March 2001
Accounting policies
The financial statements have been prepared in accordance with applicable
accounting standards under the historical cost convention. The principal
accounting policies have been applied consistently throughout the period and
the preceding period.
Segmental analysis
Divisional results are analysed as follows:
2001 2000
Turnover Profit Net Turnover Profit Net
before tax assets before tax assets
£000 £000 £'000 £000 £000 £000
Distribution 1,079,143 101,160 363,970 685,838 63,136 21,019
Telecoms Services 30,481 18,125 21,802 10,456 9,746 11,270
Wireless Data Services 1,054 (5,265) 52,673 1,426 977 11,131
Common costs - (48,004) - - (32,470) -
1,110,678 66,016 438,445 697,720 41,389 43,420
Depreciation (18,788) (10,617)
Amortisation (8,771) (340)
Operating profit 38,457 30,432
Exceptional items 6,555 (5,132)
Net interest 2,385 (196)
receivable (payable)
Profit before tax 47,397 25,104
Results by geographical location are analysed by origin as follows:
2001 2000
Turnover Profit Net Turnover Profit Net
before tax assets before tax assets
£000 £000 £'000 £'000 £000 £000
United Kingdom 749,160 91,118 391,220 532,618 61,436 47,770
Rest of Europe 361,518 22,902 47,225 165,102 12,423(4,350)
Common costs - (48,004) - - (32,470) -
1,110,678 66,016 438,445 697,720 41,389 43,420
Depreciation (18,788) (10,617)
Amortisation (8,771) (340)
Operating profit 38,457 30,432
Exceptional items 6,555 (5,132)
Net interest 2,385 (196)
receivable (payable)
Profit before tax 47,397 25,104
There is not a material difference between turnover by destination and
turnover by origin.
Acquisitions during the period generated the following turnover and profit
before tax by segment.
Turnover Profit before tax
£000 £000
Distribution 102,920 187
Telecoms Services 16,608 3,704
Common costs - (3,134)
118,988 757
United Kingdom 107,112 3,562
Rest of Europe 11,876 329
Common costs - (3,134)
118,988 757
It is not practicable to determine the operating assets for the acquisitions
made during the period at 31 March 2001 as subsequent to the acquisitions,
these assets were incorporated into the operations of other Group undertakings
for financial reporting purposes.
Tax on profit on ordinary activities
The tax charge for the period comprises:
2001 2000
£000 £000
UK corporation tax 7,662 7,523
Deferred tax 2,428 -
Overseas tax 473 1,308
Adjustments in respect of prior periods - UK (1,888) -
8,675 8,831
The effective tax rate before amortisation and exceptionals for the Group for
the period to 31 March 2001 was 20.2% compared to 31.7% in the previous
period. This rate benefited from the use of prior year tax losses and the
effect of the profit within the Group's offshore insurance business.
Earnings per share
The calculations of earnings per share are based on the following profits and
numbers of shares:
Basic and diluted
2001 2000
£000 £000
Profit for the financial period 38,159 16,327
Amortisation of goodwill 8,771 340
Earnings before amortisation of goodwill 46,930 16,667
Exceptional items (net of tax and minority interests) (5,429) 5,893
Earnings before amortisation of goodwill and exceptional 41,501 22,560
items
2001 2000
Number Number
of of
shares shares
000's 000's
Weighted average number of shares:
For basic earnings per share 763,002 600,000
Dilutive effect of share options 23,122 19,415
For diluted earnings per share 786,124 619,415
Basic Diluted
pence per pence per
share share
2001 2000 2001 2000
Unadjusted earnings per share 5.0 2.7 4.9 2.6
Headline earnings per share:
Earnings before amortisation of goodwill 6.2 2.8 6.0 2.7
Earnings before amortisation of goodwill and 5.4 3.8 5.3 3.7
exceptional items
Headline earnings per share calculations are provided since the Directors
consider that earnings before amortisation of goodwill and exceptional items
gives a better indication of performance than Basic earnings per share.
Exceptional items
2001 2000
£'000 £'000
Profit (loss) on disposal of subsidiary undertakings (a) 16,514 (1,613)
Loss (profit) on disposal of fixed assets (b)(i) (2,484) 1,981
(b)(ii) (2,945) -
Cost of fundamental reorganisation (c) (4,530) (5,500)
6,555 (5,132)
a) Profit and loss on disposal of subsidiary undertakings
MViva
On 13 June 2000 the Group entered into a strategic partnership
agreement with AOL Europe SA to provide funding, functionality,
content and services for the Group's subsidiary, MViva Limited. AOL
Europe paid $25m for a 15 % interest resulting in a gain of £16.5m.
The loss in the period ended 25 March 2000 resulted primarily from the
sale of the subsidiary Tecno Holdings Limited.
b) Profit and loss on disposal of fixed assets
i. On 30 March 2001, the Group disposed of the individual investments in its
Wireless Internet Portfolio
into an independently managed fund. Although the consideration for the
transfer was equal to the aggregate cost of the individual
investments, in accordance with the Group's accounting policy,
exceptional losses of £2.5m have been recognised in respect of the
disposal of certain investments. The prior period gain of £2.0m
relates to the disposal of various properties for a cash consideration
of £4.4m.
(ii) In certain non-key markets where the prospect of achieving
acceptable financial returns are not evident, the Group has announced
its intention to either restructure its operations or to withdraw its
involvement. As such the Group has provided for the loss of £2.9m
expected to arise on the disposal of specific fixed assets. The Group
anticipates that further restructuring costs of £3.0m will be incurred
in the period to 30 March 2002.
c) Cost of fundamental reorganisation
In the period ended 25 March 2000, the Group made provision of £5.5m
for the anticipated costs of a fundamental reorganisation arising from
the integration of the support function and retail operations of
Antika Retail Limited (trading as Tandy) into those of the other UK
operations. The total cost of the integration, which was completed by
31 March 2001, was £10.0m and as such a charge of £4.5m has arisen in
the period.
Effect of exceptional items on taxation and minority interests
The effects of the exceptional items reported after operating profit
on the amounts charged to the profit and loss account for taxation and
minority interests were:
Tax on profit on Minority
ordinary activities interests
2001 £'000 2000 £'000 2001 2000
£'000 £'000
(a) Profit and loss on disposal of - - 2,475 (56)
subsidiary undertakings
(b) Profit and loss on disposal of - - - 817
fixed assets
(c) Cost of fundamental reorganisation (1,350) - - -
(Decrease) increase in charge to (1,350) - 2,475 761
profit and loss account
Reserves
Share premium Capital redemption
account reserve
Profit and loss Total
account
£000 £000 £000 £000
Group
At 25 March 2000 43,560 - 30 43,590
Profit for the 38,159 - - 38,159
financial period
Currency translation (383) - - (383)
Issue of share - 356,235 - 356,235
capital*
Other movements (1,676) - - (1,676)
At 31 March 2001 79,660 356,235 30 435,925
* Net of issue costs of £19.4m.
In accordance with the exemption permitted by S230 of the Companies Act 1985,
the profit and loss account of the Company is not separately presented. The
profit attributable to the shareholders of the Company for the period is £0.6m
(2000 - £0.9m).
Other movements of £2.1m relate to the exercise of employee share options and
reversal of a charge recognised in the profit and loss account of £0.4m
relating to shares issued to employees at below market value prior to
flotation.
The cumulative amount of goodwill written off against the Group's reserves is
£0.1m (2000 - £0.1m).
Reconciliation of movements in shareholders' funds
2001 2000
£000 £000
Profit for the financial period 38,159 16,327
Currency translation (383) (543)
New shares issued 356,468 -
Other movements (1,676) -
Net movements in shareholders' funds 392,568 15,784
Opening shareholders' funds 44,190 28,406
Closing shareholders' funds 436,758 44,190
Reconciliation of net cash inflow (outflow) to movements in net funds (debts)
2001 2000
£000 £000
Increase (decrease) in cash in the period 47,356 (8,733)
Cash outflow (inflow) from decrease (increase) in loans 18,667 (11,425)
Cash inflow (outflow) from (inception) repayment of finance (179) 224
leases
Cash inflow from decrease in short-term deposits (196) (7,296)
Change in net funds 65,648 (27,230)
Loans acquired with subsidiary undertakings (2,884) (309)
Currency retranslation - 959
Movement in net funds in the period 62,764 (26,580)
Net (debt) funds brought forward (6,218) 20,362
Net funds (debt) carried forward 56,546 (6,218)
Dividends
Profits for the period attributable to shareholders were £38,159,000. As in
previous periods the Board has decided to retain these earnings for continued
investment in the development of the Group and the future enhancement of
shareholder value and is not therefore proposing a dividend for the period.
Preliminary Financial Information
This financial information is prepared on the basis of accounting policies set
out in the Group's statutory accounts for the 53 weeks ended 31 March 2001.
The Directors of The Carphone Warehouse Group PLC are responsible in
accordance with the Listing Rules of the Financial Services Authority and
applicable United Kingdom accounting standards for preparing and issuing this
preliminary announcement which was approved on 29 May 2001.
The financial information is extracted from the Group's full financial
statements for the year ended 31 March 2001 which were approved by the
Directors on 29 May 2001 and which received an unqualified audit report. This
financial information is abridged and does not constitute statutory accounts
for the 53 weeks ended 31 March 2001 and 52 weeks ended 25 March 2000. Full
financial statements for the 53 weeks ended 31 March 2001 will be filed with
the Registrar of Companies in good course. The 2000 Annual Report and
Financial Statements on which the auditors gave an unqualified report has been
filed with the Registrar of Companies.