Interim Results
Future PLC
14 June 2005
Financial highlights for half-year to 31 March 2005
Adjusted results * Constant
Reported currency
Change Change
Turnover £104.3m (2004: £98.9m) Up 5% Up 7%
Circulation revenue Up 6% Up 7%
Advertising revenue Up 5% Up 7%
Adjusted pre-tax profit £12.8m (2004: £12.7m) Up 1% Up 3%
Adjusted earnings per share 3.2p (2004: 3.0p) Up 7% Up 10%
Interim dividend of 0.5 pence per share New New
Statutory results
Turnover £104.3m (2004: £98.9m)
Goodwill amortisation £10.0m (2004: £8.0m)
Pre-tax profit £1.3m (2004: £4.7m)
(Loss)/earnings per share (0.3p) (2004: 0.6p)
Interim dividend of 0.5 pence per share
Other highlights
> Two largest businesses, in UK and US, achieved 9% and 8% revenue growth
respectively in constant currency
> Like-for-like Group revenue (excluding acquisitions made during the six
months to 31 March 2005) increased by 5% in constant currency.
> New product development spend to be increased by over £1m to circa £3m for
year to September 2005
> 16 titles acquired and four launched in first half. Nine launches due in
second half.
> Games revenues and profits both slightly up in constant currency at
half-year stage
> Significant expansion and diversification of Group planned through £30.5m
acquisition of 38 titles from Highbury, expected to complete in June
Definitions:
* Adjusted results are presented to provide a better indication of overall
financial performance and to reflect how the business is run on a day-to-day
basis. The only adjustments made are to remove goodwill amortisation and
exceptional items, including profit on disposal of subsidiaries.
Greg Ingham, Chief Executive of Future commented:
'This is an important year for the Group in our stated plan to double the size
of the business in terms of both revenues and profits in the next four years. We
have achieved much in the financial year to date. We have been very busy
developing, launching and acquiring. During the current financial year we have
acquired 16 titles, will have launched 13 new magazines and have agreed to buy
38 more. Whilst we have continued to build scale and diversify our magazine
portfolio, first half adjusted earnings per share have increased 7% and, as
indicated last year, we are introducing an interim dividend of 0.5 pence per
share.
The actions that we have taken this year will expand Future UK by over a third.
In the US, we have also expanded our magazine portfolio further by both
acquisition and launches. We are developing our Internet presence following last
month's acquisition of cheatplanet.com.
Trading in the second half has begun a little below our expectations and our
short-term outlook is therefore cautious. Second half performance is likely to
be affected to some degree by reported weakness in consumer demand. However on
advertising, Future is less exposed to any downturn in general advertising than
some in the media sector.
We are commited to ensuring the continued growth of the business through
acquisitions and increased new product development spend on launches and
Internet expansion. The games sector continues to perform well for us and faces
significant growth from 2006. More generally, we are enthused by the multiple
growth opportunities facing Future.
More immediately, and assuming approval by Highbury shareholders, we look
forward to welcoming the people who work on the Highbury titles. These are
classic special-interest magazines which will be great additions to the Future
portfolio.'
An analyst presentation will be held at 10.00am today at the offices of UBS
Investment Bank, 1 Finsbury Avenue, London, EC2M 2PP.
Enquiries:
Future plc
Greg Ingham, Chief Executive Tel: 01225 442244
John Bowman, Group Finance Director Tel: 01225 732281
Hogarth Partnership
James Longfield/Georgina Briscoe Tel: 020 7357 9477
Interim Report
Summary
This is an important year for the Group in our stated plan to double the size of
the business in terms of both revenues and profits in the next four years. We
have achieved much in the financial year to date. We have been very busy
developing, launching and acquiring. During the current financial year we have
acquired 16 titles, will have launched 13 new magazines and have agreed to buy
38 more. Whilst we have continued to build scale and diversify our magazine
portfolio, first half adjusted earnings per share have increased 7% and, as
indicated last year, we are introducing an interim dividend of 0.5 pence per
share.
Financial results for half-year to 31 March 2005
Group turnover was £104.3m, 5% up on 2004 and 7% up in constant currency.
Adjusted profit before tax was marginally ahead at £12.8m (2004: £12.7m). Our
results for the first half, which were enhanced by £1.6m of profit on the
disposal of certain non-trading subsidiaries, but held back by exceptional costs
including £2.2m for our aborted bid for Highbury House, also show a goodwill
amortisation charge of £10.0m (2004: £8.0m): the increase arises from
acquisitions made during the second half of 2004 and the first half of 2005.
After all of these items, the Group's pre-tax profit in the first half was £1.3m
(2004: £4.7m). Adjusted earnings per share were 3.2p (2004: 3.0p), an increase
of 7%.
Interim dividend
As indicated in our Annual Report last year, we are introducing an interim
dividend for the first time. After taking into account the results for the first
half, we have decided that the interim dividend will be one third of last year's
total dividend of 1.5p. The interim dividend of 0.5p per share will be paid on
11 July to all shareholders on the register on 24 June. The ex-dividend date is
22 June.
Magazine portfolio and new product development
During the half-year to 31 March 2005, we spent £9.5m on four acquisitions which
contributed for only a small part of the period: the contribution to the Group's
results was turnover of £2.5m and adjusted operating profit of £0.1m. These
titles are being integrated within the Group and this gave rise to exceptional
costs of £0.8m. After allowing for integration issues, overall performance of
our recent acquisitions is in line with our expectation.
As at 31 March 2005 the Group published more than 110 regular special-interest
magazines and following the expected acquisition of the titles from Highbury in
June the total number will rise to over 150. Prior to this, the top 10 titles in
the half-year accounted for 34% of Group turnover (2004: 39%).
Net spend on new product development (launches of titles and websites during the
period) in the first half-year was £0.7m (2004: £1.3m) and total spend in the
current year is expected to increase by over £1.0m to circa £3.0m. At this level
new product development spend represents 1.5% of turnover.
Analysis of results by segment
The table below analyses the Group's turnover for the six months to 31 March
2005 by segment.
Proportion of Group UK US Mainland Europe Group
------------------- -------- ----------- --------- ----------
Games 18% 14% 12% 44%
Computing 13% 6% 9% 28%
Entertainment 22% 6% - 28%
------------------- -------- ----------- --------- ----------
Total 53% 26% 21% 100%
------------------- -------- ----------- --------- ----------
Performance of recent acquisitions
During the two years to 30 September 2004 we spent £22.4m on six acquisitions.
In the half-year to 31 March 2005 these acquired titles generated turnover of
£13.7m and adjusted operating profit of £2.1m.
Analysis of Group pre-tax profit for half-year
----------------------- ----------- ------------ -----------
2005 2004 Change
£m £m £m
----------------------- ----------- ------------ -----------
UK 9.6 9.2 0.4
US 2.7 3.4 (0.7)
Mainland Europe 1.8 1.6 0.2
Central costs (1.4) (1.3) (0.1)
----------------------- ----------- ------------ -----------
Adjusted operating profit 12.7 12.9 (0.2)
----------------------- ----------- ------------ -----------
Profit on disposal of subsidiaries 1.6 - 1.6
Exceptional charges (3.1) - (3.1)
Net interest receivable/(payable) and 0.1 (0.2) 0.3
similar items
Goodwill amortisation (10.0) (8.0) (2.0)
----------------------- ----------- ------------ -----------
Pre-tax profit 1.3 4.7 (3.4)
----------------------- ----------- ------------ -----------
Currency effect on half-year profits
The average value of the Dollar against Sterling declined by 6% compared with
the first half last year, so that our revenue growth in Dollar terms was
stronger than that reported in Sterling. The average value of the Euro against
Sterling in the half-year strengthened by less than 1%. The Group impact of
adverse currency movements held back adjusted operating profits by £0.3m.
UK performance in half-year
------------------------------ --------- -------- --------
2005 2004 Change
£m £m %
------------------------------ --------- -------- --------
Circulation revenue 39.0 37.0 5%
Advertising revenue 14.7 12.1 21%
Other revenue 2.1 2.5 (16%)
------------------------------ --------- -------- --------
Turnover 55.8 51.6 8%
Adjusted operating profit 9.6 9.2 4%
------------------------------ --------- -------- --------
Adjusted operating profit margin 17% 18%
------------------------------ --------- -------- --------
UK turnover for the half-year rose by 8%, reflecting organic growth of 3% and
increased levels of acquisition and launch activity. The titles acquired
contributed for only the latter months, accounting for turnover of £2.5m and
adjusted operating profit of £0.2m. Integration costs arising from these
acquisitions gave rise to exceptional costs of £0.8m.
We continued to diversify our UK portfolio, including the acquisition of 11
motoring titles, two parenting titles, a wedding title and one computing title
in the period. This portfolio expansion is also reflected in our launch
programme, which includes Simply Knitting, Computer Upgrade and Scrapbook
Inspirations.
As announced in February, ABC newsstand sales for 2004 highlighted the
continuing diversification of the overall portfolio as well as growth in the
music-making, music-listening, motoring, stitching and home entertainment
sectors. Additionally there was a steady performance for games magazines and
development and adaptation of the computing portfolio. The UK games portfolio
showed a 5.7% rise, entertainment magazines were up 3.4%, and the computing
portfolio showed a 0.4% rise, all including acquisitions and first time ABCs.
More recent circulation trends indicate slight weakening in newsstand.
Our UK online business generated turnover of £0.8m and adjusted operating profit
of £0.3m.
During the first half-year, we completed the relocation of most of our 650
employees in Bath to Quay House which we have contracted to lease for 23 years.
Later this month, we expect to take ownership of the titles to be acquired from
Highbury (as explained later) and following this transaction, we will employ an
additional 200 staff, bringing our total number of employees in London to more
than 350. We are currently seeking appropriate office space in London in order
to relocate both existing and new staff to one location. As previously
explained, this may lead to a property provision.
Export and licensing activity
UK exports totalled £6.1m (2004: £5.9m). The weakening of the US dollar held
back export revenues by £0.2m, primarily in games and computing. Third party
licensing revenue receivable by the Group in the half-year was £1.5m, up 7% on
2004.
US performance in half-year
---------------------------- --------- -------- ----------
2005 2004 Change
$m $m %
---------------------------- --------- -------- ----------
Circulation revenue 27.6 24.1 15%
Advertising revenue 22.3 21.9 2%
Other revenue 0.9 1.2 (25%)
---------------------------- --------- -------- ----------
Turnover 50.8 47.2 8%
Adjusted operating profit 5.1 6.1 (16%)
---------------------------- --------- -------- ----------
Adjusted operating profit margin 10% 13%
---------------------------- --------- -------- ----------
US turnover rose by 8% as we continued to diversify our US portfolio, which now
serves four special-interest areas: games, computing, music and action sports.
We established our action sports division, based in San Diego, in the first
half, acquired Snowboard Journal and will launch Future Snowboarding in the late
summer. Future Music was launched in March and during the second half we will
launch Scrapbook Answers.
As previously indicated, US games advertising revenue in the quarter to December
was below its level for the previous year. By contrast, in the quarter to March,
games advertising revenue exceeded our expectation.
First-half results are stated after reduced losses of $0.4m from Mobile, which
was launched in January 2004, and its operating performance is satisfactory at
this stage.
Future has grown to become the 12th largest magazine publisher at newsstand in
2004 (source: Circulation Management magazine).
New product development, together with our new San Diego office, accounted for
$0.9m of expenditure in the first half. New product development expenditure in
the second half will be greater.
On 12 May we acquired CheatPlanet (www.cheatplanet.com), the US computer games
website, for a cash consideration of $8.7m. Launched in 1997,
www.cheatplanet.com is the number one cheat site (by site visitors and page
views) and is the fourth largest computer games website in the US. For 2004,
CheatPlanet generated revenues of $0.9m and pre-tax profits of $0.8m.
This acquisition was the first step in our plans to increase our Internet
presence and develop our games website activities in the US. We will make
further investment in this area in the second half and also in the next
financial year.
Mainland Europe performance in half-year
---------------------------------- ------- ------ ----------
2005 2004 Change
€m €m %
---------------------------------- ------- ------ ----------
Circulation revenue 24.8 23.8 4%
Advertising revenue 6.8 7.6 (11%)
Other revenue 0.1 0.2 (50%)
---------------------------------- ------- ------ ----------
Turnover 31.7 31.6 -
Adjusted operating profit 2.6 2.2 18%
---------------------------------- ------- ------ ----------
Adjusted operating profit margin 8% 7%
---------------------------------- ------- ------ ----------
The excellent progress made last year in France has been maintained. Adjusted
operating profit for Mainland Europe is stated after intra-group licence fees of
€0.6m (2004: €1.0m).
Games magazine performance exceeded our expectations in both France and Italy
whereas the performance of computing titles has been below expectation.
In March we launched a new computing title, Micro Actuel, in France, and early
signs for both circulation and advertising are encouraging. This is Future's
largest magazine launch this year.
Exceptional items
These amounted to £3.1m (2004: £Nil) representing £2.2m of aborted bid costs
(see below), £0.8m of restructuring costs associated with UK acquisition
activity in the first half-year, and £0.1m of restructuring costs within the
existing UK business.
Aborted bid for Highbury House Communications plc ('Highbury')
On 14 February 2005 Future announced a recommended share offer (with a partial
cash alternative) to acquire the whole of Highbury. This was a Class One
transaction for Future and shareholders in Future voted in favour of it at an
EGM held on 31 March 2005 when more than 80% of all shares in Future were voted
and of these, more than 99% were in favour.
On 14 April 2005 the Office of Fair Trading announced that it had referred the
recommended share offer to the Competition Commission. On 15 April 2005 Future
announced that it no longer intended to pursue this transaction. On 28 April
2005 the Competition Commission announced that it had formally cancelled the
reference.
The external professional fees and other costs of the aborted bid totalled
£2.2m.
Agreement to buy 38 titles from Highbury for £30.5m
On 29 April Future announced that it had entered into an agreement with the
Board of Highbury to acquire 38 magazine titles, and associated assets, for a
cash consideration of £30.5 million, to be funded from Future's committed bank
facilities.
This acquisition is conditional upon shareholder approval from Highbury
shareholders at an Extraordinary General Meeting convened for 16 June. If
approved, it is expected that Future will gain ownership of these titles on 21
June 2005.
The titles being acquired include Fast Car, Fast Bikes, DJ, DVD Review, the What
Video group of magazines and Highbury's puzzle magazines. Additionally, the deal
includes Highbury's US business which publishes five magazines. Highbury
management accounts for the year ended 31 December 2004 show that: (a) the
assets being acquired generated unaudited aggregated turnover of approximately
£34.1 million; (b) the unaudited aggregated profit (before interest, taxation
and amortisation) attributable to these assets was approximately £5.3 million;
and (c) the unaudited aggregated net assets relating to the transaction were
estimated at £20.1 million of which approximately £18.4 million related to
intangible publishing rights.
This transaction has several of the attractions of the larger one with Highbury
from which we withdrew in April. We built up considerable knowledge of
Highbury's portfolio over the past few months and were thus able to move
swiftly. We anticipate that a number of the benefits identified in relation to
its previous offer for the whole of Highbury, in particular further
diversification of Future's portfolio and the benefits from increased financial
and operational scale, are applicable to the acquisition of these Highbury
assets. There has been thorough integration planning including on projected cost
savings which are expected to be circa £0.5m in a full year. In time we see
further growth prospects for launching from this new portfolio.
None of the titles being acquired is a games title. As a result of this deal,
the estimated split of the Group's revenues is likely to become Games 38%;
Entertainment 34%; and Computing 28%.
For the financial year to 30 September 2006, Future anticipates that this
acquisition will enhance adjusted earnings per share (this statement does not
constitute a profit forecast nor should it be interpreted to mean that future
earnings per share of Future following this transaction will necessarily match
or exceed historical earnings per share of Future) and Future expects to achieve
a post-tax return on this investment in excess of its weighted average cost of
capital.
New bank facility
Future is a strongly cash-generative business and has had no net debt during the
last three years. In February 2005 we signed a £120m Credit Agreement with
Barclays in connection with Future's recommended Offer for Highbury. After this
Offer lapsed, we signed a Credit Agreement with Barclays in April for £90m,
enabling us to complete the Highbury transaction and providing a £60m revolving
credit facility at the same time.
Profit on disposal of subsidiaries
During the period, the Group sold three wholly-owned subsidiary companies for a
total cash consideration of £1.7m. After accounting for associated costs of
disposal, the profit on disposal of subsidiaries was £1.6m. The companies
disposed of contained capital tax losses which were surplus to Future's
requirements.
Net cash and capital expenditure
The Group started the half-year with net cash of £9.8m and, during the period,
the Group paid out a net £7.4m in respect of acquisitions and disposals, £4.9m
in respect of its second dividend, £2.2m in tax, and £0.6m for capital
expenditure. The Group's operations for the half-year resulted generated a net
cash inflow from operating activities of £11.4m and the Group ended the
half-year with net cash of £6.7m.
Leasehold property
The Group balance sheet contains property provisions totalling £0.6m (September
2004: £0.9m).
Tax
The tax charge for the period amounted to £2.2m which represents an effective
tax rate for the half-year of 19% (2004: 23%), ignoring goodwill amortisation.
During the period, Mainland Europe profits were again effectively tax-free,
reflecting the benefit of accumulated tax losses: this benefit should continue
for some years. This 19% rate is similar to the Group's estimate of the
effective tax rate likely to apply to taxable profits for the financial period
ending on 30 September 2005.
Quarterly performance
The table below provides a quarterly analysis of the pro forma results for the
12 months to September 2004, together with the corresponding quarterly figures
to March 2005.
------------------- --------- ---------- --------- --------- ------
Quarter to Quarter to Quarter to Quarter to Total
December March June September
£m £m £m £m £m
------------------- --------- ---------- --------- --------- ------
Turnover
Year ended 30
September 2004 57.4 41.5 45.6 45.9 190.4
Six months to
31 March 2005 58.0 46.3 - - -
Adjusted operating
profit
Year ended 30
September 2004 10.5 2.4 4.7 6.0 23.6
Six months to
31 March 2005 11.1 1.6 - - -
------------------ --------- ---------- --------- --------- ------
Impact of International Financial Reporting Standards (IFRS)
In our Annual Reports for 2003 and 2004 we updated shareholders on the impact of
IFRS which will apply to Future's interim results for the six months to 31 March
2006 and the full year results to 30 September 2006. As previously explained,
the areas of IFRS which are expected to have the most significant impact on
Future's financial results relate to (a) purchased goodwill, which will cease to
be amortised over its estimated useful life: instead we will perform annual
impairment reviews of goodwill; and (b) share based payments. We do not expect
IFRS to have any significant impact on Future's dividend policy or ability to
make dividend payments.
Trading outlook
This is an important year for the Group in our stated plan to double the size of
the business in terms of both revenues and profits in the next four years. We
have achieved much in the financial year to date. We have been very busy
developing, launching and acquiring. During the current financial year we have
acquired 16 titles, will have launched 13 new magazines and have agreed to buy
38 more. Whilst we have continued to build scale and diversify our magazine
portfolio, first half adjusted earnings per share have increased 7% and, as
indicated last year, we are introducing an interim dividend of 0.5 pence per
share.
The actions that we have taken this year will expand Future UK by over a third.
In the US, we have also expanded our magazine portfolio further by both
acquisition and launches. We are developing our Internet presence following last
month's acquisition of cheatplanet.com.
Trading in the second half has begun a little below our expectations and our
short-term outlook is therefore cautious. Second half performance is likely to
be affected to some degree by reported weakness in consumer demand. However on
advertising, Future is less exposed to any downturn in general advertising than
some in the media sector.
We are commited to ensuring the continued growth of the business through
acquisitions and increased new product development spend on launches and
Internet expansion. The games sector continues to perform well for us and faces
significant growth from 2006. More generally, we are enthused by the multiple
growth opportunities facing Future.
More immediately, and assuming approval by Highbury shareholders, we look
forward to welcoming the people who work on the Highbury titles. These are
classic special-interest magazines which will be great additions to the Future
portfolio.
Roger Parry, non-executive Chairman
Greg Ingham, Chief Executive
John Bowman, Group Finance Director
Michael Penington, senior independent non-executive Director
Patrick Taylor, independent non-executive Director
Lisa Gordon, independent non-executive Director
John Mellon, independent non-executive Director
14 June 2005
Analysis of turnover for half-year to 31 March
------------- ------- ----------- ------------- -----------
% of 2005 2004 Change
Group £m £m %
------------- ------- ----------- ------------- -----------
UK 53% 55.8 51.6 Up 8%
US 26% 27.1 26.6 Up 2%
Mainland Europe 21% 22.0 21.8 Up 1%
Intra-group - (0.6) (1.1) -
------------- ------- ----------- ------------- -----------
Group turnover 100% 104.3 98.9 Up 5%
------------- ------- ----------- ------------- -----------
In constant currencies the half year turnover is shown below:
------------- ------- ----------- ------------- -----------
% of 2005 2004 Change
Group £m £m %
------------- ------- ----------- ------------- -----------
UK 53% 56.0 51.6 Up 9%
US 27% 28.7 26.6 Up 8%
Mainland Europe 20% 21.8 21.8 -
Intra-group - (0.6) (1.1) -
------------- ------- ----------- ------------- -----------
Group turnover 100% 105.9 98.9 Up 7%
------------- ------- ----------- ------------- -----------
Enquiries:
Future plc
Greg Ingham, Chief Executive Tel: 01225 442244
John Bowman, Group Finance Director Tel: 01225 732281
Hogarth Partnership
James Longfield/Georgina Briscoe Tel: 020 7357 9477
About Future
Future plc was founded in the UK in 1985. Today, it publishes over 100
special-interest consumer magazines worldwide with strong portfolios in the
computing, games, music, sports, motoring, crafts and leisure sectors. Future
employs 1,200 people in offices in the UK, US, France and Italy. Over 100
international editions of Future's magazines are also published under licence in
30 other countries across the world. The company is listed on the London Stock
Exchange (symbol FUTR).
Group profit and loss account
for the six months ended 31 March 2005
----------------- ------ --------------------- -------- ---------
6 months to 31 March 2005 6 months to 31 12 months to 30
March 2004 September 2004
Note Continuing Acquisitions Total Total Total
operations
£m £m £m £m £m
----------------- ------ ---------- --------- ------ -------- ---------
Turnover 1 101.8 2.5 104.3 98.9 190.4
----------------- ------ ---------- --------- ------ -------- ---------
Operating
profit
Operating
profit before
exceptional
items and
amortisation
of intangible
assets 12.6 0.1 12.7 12.9 23.6
Exceptional
items 2 (2.3) (0.8) (3.1) - -
Amortisation
of intangible
assets 2,8 (9.1) (0.9) (10.0) (8.0) (16.6)
----------------- ------ ---------- --------- ------ -------- ---------
Operating
profit/(loss) 2 1.2 (1.6) (0.4) 4.9 7.0
Profit on
disposal of
subsidiaries 2 1.6 - 0.2
----------------- ------ ---------- --------- ------ -------- ---------
Profit on
ordinary
activities
before
interest 1.2 4.9 7.2
Net interest
receivable/(pa
yable) and
similar items 4 0.1 (0.2) -
----------------- ------ ---------- --------- ------ -------- ---------
Profit on
ordinary
activities
before tax 1 1.3 4.7 7.2
Tax on profit
on ordinary
activities 5 (2.2) (2.9) (4.7)
----------------- ------ ---------- --------- ------ -------- ---------
(Loss)/profit
for the
financial
period 16 (0.9) 1.8 2.5
----------------- ------ ---------- --------- ------ -------- ---------
Dividends
-December 2003
paid - (4.0) (4.0)
- September
2004 paid - - (4.9)
- March 2005
proposed 6 (1.6) - -
----------------- ------ ---------- --------- ------ -------- ---------
Retained loss
for the
financial
period (2.5) (2.2) (6.4)
----------------- ------ ---------- --------- ------ -------- ---------
Earnings per 1 pence Ordinary share
------------------------ -------- -------- -------- ---------
6 months to 31 6 months to 31 12 months to 30
March 2005 March 2004 September 2004
pence pence pence
------------------------ -------- -------- -------- ---------
Basic
(loss)/earnings per share 7 (0.3) 0.6 0.8
Adjusted basic earnings
per share 7 3.2 3.0 5.8
Diluted (loss)/earnings
per share 7 (0.3) 0.6 0.8
Adjusted diluted
earnings per share 7 3.2 3.0 5.8
------------------------ -------- -------- -------- ---------
Group statement of total recognised gains and losses
for the six months ended 31 March 2005
---------------------------- ------ -------- -------- ---------
6 months to 31 6 months to 31 12 months to 30
March 2005 March 2004 September 2004
Note £m £m £m
---------------------------- ------ -------- -------- ---------
(Loss)/profit
for the period 16 (0.9) 1.8 2.5
Dividend - December 2003
paid - (4.0) (4.0)
Dividend - September 2004
paid - - (4.9)
Dividend - March 2005
proposed 16 (1.6) - -
---------------------------- ------ -------- -------- ---------
Retained loss
for the period (2.5) (2.2) (6.4)
Net exchange adjustments
offset in reserves - (0.1) -
Tax on exchange adjustments - - -
offset in reserves
Release of
pre-acquisition loan - - 1.0
Tax on release of
pre-acquisition loan - - (0.4)
Unwinding of
licensing obligation - - 0.1
---------------------------- ------ -------- -------- ---------
Total recognised loss
relating to the period (2.5) (2.3) (5.7)
---------------------------- ------ -------- -------- ---------
Group reconciliation of movements in shareholders' funds
for the six months ended 31 March 2005
---------------------------- ------ -------- -------- ---------
6 months to 31 6 months to 31 12 months to 30
March 2005 March 2004 September 2004
Note £m £m £m
---------------------------- ------ -------- -------- ---------
(Loss)/profit for the period 16 (0.9) 1.8 2.5
Dividend - December 2003
paid - (4.0) (4.0)
Dividend - September 2004
paid - - (4.9)
Dividend - March 2005
proposed 16 (1.6) - -
---------------------------- ------ -------- -------- ---------
Retained loss for the period (2.5) (2.2) (6.4)
Share options exercised 16 0.1 - -
Premium on shares issued
during the period 16 0.5 0.6 0.9
Net exchange adjustments
offset in reserves - (0.1) -
Tax on exchange adjustments - - -
offset in reserves
Release of
pre-acquisition loan - - 1.0
Tax on release of
pre-acquisition loan - - (0.4)
Unwinding of licensing
obligation - - 0.1
---------------------------- ------ -------- -------- ---------
Net movement in
shareholders' funds (1.9) (1.7) (4.8)
Opening equity
shareholders' funds 107.7 112.5 112.5
---------------------------- ------ -------- -------- ---------
Equity shareholders'
funds as at
end of period 105.8 110.8 107.7
---------------------------- ------ -------- -------- ---------
Group balance sheet
as at 31 March 2005
------------------------ --------- --------- --------- ---------
31 March 2005 31 March 2004 30 September
2004
Note £m £m £m
------------------------ --------- --------- --------- ---------
Fixed assets
Intangible assets 8 108.5 112.4 108.4
Tangible assets 9 3.6 3.4 3.5
------------------------ --------- --------- --------- ---------
112.1 115.8 111.9
Current assets
Stocks 10 5.6 4.7 5.0
Debtors 11 40.6 31.8 39.5
Investments 12 - 3.4 2.5
Cash at bank and in
hand 10.4 21.1 12.0
------------------------ --------- --------- --------- ---------
56.6 61.0 59.0
Creditors: amounts
falling due within one
year 13 (61.8) (64.5) (62.3)
------------------------ --------- --------- --------- ---------
Net current liabilities (5.2) (3.5) (3.3)
------------------------ --------- --------- --------- ---------
------------------------ --------- --------- --------- ---------
Total assets less
current liabilities 106.9 112.3 108.6
------------------------ --------- --------- --------- ---------
Provisions for
liabilities and charges 14 (1.1) (1.5) (0.9)
------------------------ --------- --------- --------- ---------
Net assets 105.8 110.8 107.7
------------------------ --------- --------- --------- ---------
Capital and reserves
Called up share capital 15 3.3 3.2 3.2
Share premium account 16 24.2 0.6 23.7
Merger reserve 16 109.0 109.0 109.0
Other reserves 16 - 21.9 -
Profit and loss account 16 (30.7) (23.9) (28.2)
------------------------ --------- --------- --------- ---------
Equity shareholders'
funds 105.8 110.8 107.7
------------------------ --------- --------- --------- ---------
Group cash flow statement
for the six months ended 31 March 2005
--------------------------- ------ --------- --------- ---------
6 months to 31 6 months to 31 12 months to 30
March 2005 March 2004 September 2004
Note £m £m £m
--------------------------- ------ --------- --------- ---------
Net cash inflow from
operating activities A 11.4 16.8 17.7
--------------------------- ------ --------- --------- ---------
Returns on investments and
servicing of finance
Interest received 0.3 0.4 0.6
Interest paid (0.2) (0.3) (0.4)
--------------------------- ------ --------- --------- ---------
Net cash inflow from
returns on investments
and servicing of finance 0.1 0.1 0.2
--------------------------- ------ --------- --------- ---------
Tax
Tax paid (3.6) (5.2) (6.6)
Tax received 1.4 0.5 0.8
--------------------------- ------ --------- --------- ---------
Net tax paid (2.2) (4.7) (5.8)
--------------------------- ------ --------- --------- ---------
Capital expenditure and
financial investment
Purchase of
tangible fixed assets (0.6) (0.7) (1.4)
--------------------------- ------ --------- --------- ---------
Net cash outflow from
capital expenditure
and financial investment (0.6) (0.7) (1.4)
--------------------------- ------ --------- --------- ---------
Acquisitions and
disposals
Purchase of subsidiary
undertakings (8.6) (3.3) (3.3)
Net cash acquired with
subsidiary undertakings 0.8 - -
Purchase of magazine
titles (0.9) (1.6) (5.6)
Purchase of trademarks (0.2) - -
Payment of deferred
consideration (0.1) - (0.7)
Disposal of subsidiary
undertakings 1.6 - 0.2
--------------------------- ------ --------- --------- ---------
Net cash outflow for
acquisitions and disposals (7.4) (4.9) (9.4)
--------------------------- ------ --------- --------- ---------
Dividends
Equity dividends paid (4.9) - (4.0)
--------------------------- ------ --------- --------- ---------
Net cash outflow from
payment of dividends (4.9) - (4.0)
--------------------------- ------ --------- --------- ---------
Management of liquid
resources
Decrease in short term
deposits with bank 2.5 5.6 6.5
--------------------------- ------ --------- --------- ---------
Net cash inflow from
management of liquid
resources 2.5 5.6 6.5
--------------------------- ------ --------- --------- ---------
Net cash (outflow)/inflow
before financing (1.1) 12.2 3.8
--------------------------- ------ --------- --------- ---------
Financing
Proceeds from issue of
Ordinary share capital 0.6 0.6 0.9
Draw down of bank loans 4.0 0.6 -
Movement in other loan - (0.1) (0.5)
Repayment of bank loans (4.8) (0.6) (0.3)
--------------------------- ------ --------- --------- ---------
Net cash (outflow)/inflow
from financing (0.2) 0.5 0.1
--------------------------- ------ --------- --------- ---------
(Decrease)/Increase in cash
in the period (1.3) 12.7 3.9
--------------------------- ------ --------- --------- ---------
Notes to the Group cash flow statement
for the six months ended 31 March 2005
A. Cash flow from operating activities
The reconciliation of operating (loss)/profit to net cash inflow from operating
activities is as follows:
------------------------------ --------- --------- ---------
6 months to 31 6 months to 31 12 months to 30
March 2005 March 2005 September 2004
£m £m £m
------------------------------ --------- --------- ---------
Operating
(loss)/ profit (0.4) 4.9 7.0
Depreciation
charge 0.7 0.8 1.5
Amortisation
of intangible
assets 10.0 8.0 16.6
Movement in
provisions (0.4) (0.5) (1.2)
Increase in
stocks (0.5) (0.1) (1.4)
(Increase)/dec
rease in
debtors (1.3) 4.6 (1.6)
Increase/(decr
ease) in
creditors 3.3 (0.9) (3.2)
------------------------------ --------- --------- ---------
Net cash
inflow from
operating
activities 11.4 16.8 17.7
------------------------------ --------- --------- ---------
B. Analysis of net cash
------------ --------- ---------- ---------- --------- ----------
At 1 October Cash flow Acquisitions Exchange At 31 March
movements 2005
2004 £m £m £m £m
£m
------------ --------- ---------- ---------- --------- ----------
Cash at bank
and in hand 12.0 (2.4) 1.1 (0.3) 10.4
Overdrafts - 0.3 (0.3) - -
Debt due
within one
year (4.7) 0.8 - 0.2 (3.7)
Liquid
resources 2.5 (2.5) - - -
------------ --------- ---------- ---------- --------- ----------
Net cash 9.8 (3.8) 0.8 (0.1) 6.7
------------ --------- ---------- ---------- --------- ----------
C. Reconciliation of movement in net cash
--------------------------------- -------- -------- --------
6 months to 31 6 months to 31 12 months to 30
March 2005 March 2004 September 2004
£m £m £m
--------------------------------- -------- -------- --------
Net cash at
start of
period 9.8 10.4 10.4
(Decrease)/inc
rease in cash (2.4) 12.7 3.9
Cash acquired
with
subsidiaries 1.1 - -
Overdraft
acquired with
subsidiaries (0.3) - -
Movement in
overdraft 0.3 - -
Movement in
deposits (2.5) (5.6) (6.5)
Movement in
borrowings 0.8 0.1 0.8
Non-cash
movements - - 1.0
Exchange
movements (0.1) 0.5 0.2
--------------------------------- -------- -------- --------
Net cash at
end of period 6.7 18.1 9.8
--------------------------------- -------- -------- --------
Accounting policies
Basis of preparation of accounts
The results for the six months ended 31 March 2005 and 2004 and the 12 months to
30 September 2004 are unaudited. In 2004 the Group changed its financial year
end to 30 September from 31 December and the audited results for the nine month
period ended 30 September 2004, upon which an unqualified audit report was
given, have been delivered to the Registrar of Companies. The Interim report
does not constitute statutory accounts as defined in section 240 of the
Companies Act 1985. The accounting policies are as stated on pages 68 and 69 of
the 2004 Annual Report.
International Financial Reporting Standards (IFRS) will apply for the first time
to the Group's financial statements for the year ending 30 September 2006. As
discussed in the 2004 Annual Report on page 23 and 24, the Group is planning
carefully for the introduction of IFRS and will continue to monitor applicable
developments in this area.
Notes to the financial statements
1. Segmental reporting
The Group is involved in one class of business, the publication of magazines and
related websites. The analysis of turnover by category, geographical analyses of
turnover and profit before tax by origin were as follows:
a) Turnover by type
---------------------- --------- --------- -----------
6 months to 6 months to 12 months to
31 March 2005 31 March 2004 30 September 2004
£m £m £m
---------------------- --------- --------- -----------
Circulation 70.9 67.0 129.8
Advertising 31.3 29.7 56.2
Other 2.1 2.2 4.4
---------------------- --------- --------- -----------
Total 104.3 98.9 190.4
---------------------- --------- --------- -----------
b) Turnover by origin
---------------------- --------- --------- -----------
6 months to 6 months to 12 months to
31 March 2005 31 March 2004 30 September 2004
£m £m £m
---------------------- --------- --------- -----------
United Kingdom 55.8 51.6 100.4
United States 27.1 26.6 52.0
Mainland Europe 22.0 21.8 39.9
Turnover between segments (0.6) (1.1) (1.9)
---------------------- --------- --------- -----------
Total 104.3 98.9 190.4
---------------------- --------- --------- -----------
1. Segmental reporting (continued)
c) Turnover by destination
---------------------- --------- --------- -----------
6 months to 6 months to 12 months to
31 March 2005 31 March 2004 30 September 2004
£m £m £m
---------------------- --------- --------- -----------
United Kingdom 47.5 42.9 83.5
United States 27.3 27.5 53.6
Mainland Europe 24.8 25.6 46.0
Rest of the world 5.3 4.0 9.2
Turnover between segments (0.6) (1.1) (1.9)
---------------------- --------- --------- -----------
Total 104.3 98.9 190.4
---------------------- --------- --------- -----------
d) Profit before tax by origin
---------------------- --------- --------- -----------
6 months to 6 months to 12 months to
31 March 2005 31 March 2004 30 September 2004
£m £m £m
---------------------- --------- --------- -----------
United Kingdom 3.9 7.4 11.4
United States 0.3 0.8 0.4
Mainland Europe (0.5) (0.9) (1.7)
Central costs (2.4) (2.6) (2.9)
---------------------- --------- --------- -----------
Total 1.3 4.7 7.2
---------------------- --------- --------- -----------
2. Operating (loss)/profit
---------------------- --------- --------- -----------
6 months to 6 months to 12 months to
31 March 2005 31 March 2004 30 September 2004
£m £m £m
---------------------- --------- --------- -----------
Turnover 104.3 98.9 190.4
Cost of sales (69.3) (64.3) (126.3)
---------------------- --------- --------- -----------
Gross profit 35.0 34.6 64.1
Distribution expenses (6.9) (6.5) (13.1)
--------- --------- -----------
Administration expenses (18.5) (15.2) (27.4)
Amortisation of intangible
assets (10.0) (8.0) (16.6)
--------- --------- -----------
Total administration
expenses (28.5) (23.2) (44.0)
---------------------- --------- --------- -----------
Operating (loss)/profit (0.4) 4.9 7.0
---------------------- --------- --------- -----------
Included in administration expenses above are the following exceptional items:
---------------------- --------- --------- -----------
6 months to 6 months to 12 months to
31 March 2005 31 March 2004 30 September 2004
£m £m £m
---------------------- --------- --------- -----------
Aborted bid costs 2.2 - -
Restructuring costs 0.9 - -
---------------------- --------- --------- -----------
Total 3.1 - -
---------------------- --------- --------- -----------
The aborted bid costs relate to the external professional fees and other costs
of the aborted bid for the entire issued share capital of Highbury House
Communications plc during the period.
The restructuring costs relate to the costs incurred whilst integrating the
acquisitions of Beach Magazines and Publishing Limited and A&S Publishing
Limited into the main Future UK business, and restructuring within the ongoing
UK business.
During the period, the Group sold three wholly-owned subsidiary companies for a
total consideration of £1.7m. After accounting for associated costs of disposal,
the profit on disposal of subsidiaries was £1.6m. The companies disposed of
contained certain capital tax losses which were surplus to Future's
requirements.
3. Employees
---------------------- --------- --------- -----------
6 months to 6 months to 12 months to
31 March 2005 31 March 2004 30 September 2004
£m £m £m
---------------------- --------- --------- -----------
Wages and salaries 19.6 16.2 32.8
Social security costs 3.3 2.9 5.6
Other pension costs 0.3 0.4 0.7
---------------------- --------- --------- -----------
Total 23.2 19.5 39.1
---------------------- --------- --------- -----------
4. Net interest receivable/(payable) and similar items
------------------------ -------- -------- ----------
6 months to 6 months to 12 months to
31 March 2005 31 March 2004 30 September 2004
£m £m £m
------------------------ -------- -------- ----------
Interest payable on bank
loans and overdrafts (0.1) (0.2) (0.3)
Other interest payable - - (0.1)
------------------------ -------- -------- ----------
Interest payable and
similar items (0.1) (0.2) (0.4)
------------------------ -------- -------- ----------
Interest receivable 0.3 0.4 0.6
Exchange losses (0.1) (0.4) (0.2)
------------------------ -------- -------- ----------
Interest receivable and
similar items 0.2 - 0.4
------------------------ -------- -------- ----------
Net interest
receivable/(payable) and
similar items 0.1 (0.2) -
------------------------ -------- -------- ----------
5. Tax on profit on ordinary activities
The tax charge for the six months ended 31 March 2005 is based on the estimated
effective rate of tax for the full year. The effective rate is assessed on a
country by country basis and is applied to the profit before tax and
amortisation but after exceptional items.
6. Dividends
--------------------- ----------- ---------- ----------
Equity dividends 31 March 30 September 31 December
2005 2004 2003
--------------------- ----------- ---------- ----------
Number of shares in issue at
end of period (million) 325.8 324.5 320.7
Dividend proposed/paid
(pence per share) 0.5 1.5 1.25
--------------------- ----------- ---------- ----------
Dividend proposed/paid (£
million) 1.6 4.9 4.0
--------------------- ----------- ---------- ----------
7. Earnings per share
Basic earnings per share are calculated using the weighted average number of
Ordinary shares outstanding during the period. Diluted earnings per share have
been calculated by taking into account the dilutive effect of shares that would
be issued on conversion into Ordinary shares of options held under employee
share schemes.
The adjusted earnings per share removes the effect of the amortisation of
intangible assets and exceptional items (including the profit on disposal of
subsidiaries) from the calculation as follows:
Adjustments to profit on ordinary activities after tax
---------------------- --------- --------- -----------
6 months to 6 months to 12 months to
31 March 2005 31 March 2004 30 September
£m £m 2004
£m
---------------------- --------- --------- -----------
(Loss)/profit on ordinary
activities after tax (0.9) 1.8 2.5
Add: amortisation of intangible
assets 10.0 8.0 16.6
Add: exceptional items 3.1 - -
Less: profit on disposal of
subsidiaries (1.6) - (0.2)
Tax effect of the above
adjustments (0.3) - -
---------------------- --------- --------- -----------
Adjusted profit on ordinary
activities after tax 10.3 9.8 18.9
---------------------- --------- --------- -----------
---------------------- --------- --------- -----------
6 months to 31 6 months to 31 12 months to 30
March March September
2005 2004 2004
---------------------- --------- --------- -----------
Weighted average number of shares
outstanding during the period:
- basic 324,850,523 322,569,028 323,215,690
- dilutive
effect of
share options 1,125,610 1,712,831 886,179
- diluted 325,976,133 324,281,859 324,101,869
Basic
(loss)/earnings
per share
(in pence) (0.3) 0.6 0.8
Adjusted basic
earnings per
share (in
pence) 3.2 3.0 5.8
Diluted
(loss)/earnings
per share
(in pence) (0.3) 0.6 0.8
Adjusted
diluted
earnings per
share (in
pence) 3.2 3.0 5.8
---------------------- --------- --------- -----------
The share options do not have a dilutive effect where there is a loss.
The adjustments to profit have the following effects on EPS:
---------------------- --------- --------- -----------
6 months to 6 months to 12 months to
31 March 2005 31 March 2004 30 September
pence pence 2004
pence
---------------------- --------- --------- -----------
Basic (loss)/earnings per share (0.3) 0.6 0.8
Amortisation of intangible
assets 3.1 2.4 5.1
Exceptional items 1.0 - -
Profit on disposal of
subsidiaries (0.5) - (0.1)
Tax effect of the above
adjustments (0.1) - -
---------------------- --------- --------- -----------
Adjusted basic earnings per
share 3.2 3.0 5.8
---------------------- --------- --------- -----------
Diluted (loss)/earnings per
share (0.3) 0.6 0.8
Amortisation of intangible
assets 3.1 2.4 5.1
Exceptional items 1.0 - -
Profit on disposal of
subsidiaries (0.5) - (0.1)
Tax effect of the above
adjustments (0.1) - -
---------------------- --------- --------- -----------
Adjusted diluted earnings per
share 3.2 3.0 5.8
---------------------- --------- --------- -----------
8. Intangible fixed assets
--------------------------------------- -----------
Group Goodwill
£m
--------------------------------------- -----------
Cost
At 1 October 2004 324.8
Additions 10.4
Exchange adjustments (0.6)
--------------------------------------- -----------
At 31 March 2005 334.6
--------------------------------------- -----------
--------------------------------------- -----------
Amortisation
At 1 October 2004 (216.4)
Charge for the period (10.0)
Exchange adjustments 0.3
--------------------------------------- -----------
At 31 March 2005 (226.1)
--------------------------------------- -----------
Net book amount at 31 March 2005 108.5
--------------------------------------- -----------
Net book amount at 30 September 2004 108.4
--------------------------------------- -----------
9. Tangible fixed assets
-------------- ------------ ----------- ------------- -------
Land and Plant and Equipment, Total
buildings machinery fixtures and
fittings
£m £m £m £m
-------------- ------------ ----------- ------------- -------
Cost
At 1 October
2004 2.4 6.8 1.3 10.5
On acquisition - - 0.1 0.1
Additions - 0.5 0.1 0.6
Exchange
adjustments - - 0.1 0.1
-------------- ------------ ----------- ------------- -------
At 31 March
2005 2.4 7.3 1.6 11.3
-------------- ------------ ----------- ------------- -------
-------------- ------------ ----------- ------------- -------
Depreciation
At 1 October 2004 (0.8) (5.2) (1.0) (7.0)
Charge for the period - (0.6) (0.1) (0.7)
-------------- ------------ ----------- ------------- -------
At 31 March 2005 (0.8) (5.8) (1.1) (7.7)
-------------- ------------ ----------- ------------- -------
-------------- ------------ ----------- ------------- -------
Net book value at
31 March 2005 1.6 1.5 0.5 3.6
-------------- ------------ ----------- ------------- -------
Net book value at
30 September 2004 1.6 1.6 0.3 3.5
-------------- ------------ ----------- ------------- -------
10. Stock
----------------------- --------- ---------- -----------
31 March 31 March 30 September
2005 2004 2004
£m £m £m
----------------------- --------- ---------- -----------
Raw materials 2.1 1.7 1.6
Work in progress 2.2 1.6 2.8
Finished goods 1.3 1.4 0.6
----------------------- --------- ---------- -----------
Total 5.6 4.7 5.0
----------------------- --------- ---------- -----------
11. Debtors
----------------------- --------- ---------- -----------
31 March 31 March 30 September
2005 2004 2004
£m £m £m
----------------------- --------- ---------- -----------
Amounts falling due within one year:
Trade debtors 30.8 22.1 31.0
Corporation tax recoverable 0.6 1.3 2.0
Other debtors 4.0 3.7 2.9
Prepayments and accrued income 4.1 3.7 2.7
----------------------- --------- ---------- -----------
39.5 30.8 38.6
Amounts falling due after more than
one year:
Other debtors 1.1 1.0 0.9
----------------------- --------- ---------- -----------
Total 40.6 31.8 39.5
----------------------- --------- ---------- -----------
At 31 March 2005 a deferred tax asset has been recognised within other debtors
as follows:
----------------------- --------- ---------- -----------
31 March 31 March 30 September
2005 2004 2004
£m £m £m
----------------------- --------- ---------- -----------
Amounts falling due within one year 0.9 0.9 0.9
Amounts falling due after more than
one year 1.1 0.9 0.9
----------------------- --------- ---------- -----------
Total 2.0 1.8 1.8
----------------------- --------- ---------- -----------
12. Current asset investments
----------------------- --------- ---------- ------------
31 March 31 March 30 September
2005 2004 2004
£m £m £m
----------------------- --------- ---------- ------------
Short-term bank deposits - 3.4 2.5
----------------------- --------- ---------- ------------
Total - 3.4 2.5
----------------------- --------- ---------- ------------
13. Creditors: amounts falling due within one year
----------------------- --------- ---------- -----------
31 March 31 March 30 September
2005 2004 2004
£m £m £m
----------------------- --------- ---------- -----------
Bank and other borrowings 3.7 6.4 4.7
Trade creditors 14.6 15.5 16.5
Corporation tax 1.1 0.9 2.1
Other creditors including taxation
and social security 10.2 9.3 9.3
Accruals and deferred income 30.1 27.6 24.7
Proposed dividends 1.6 4.0 4.9
Deferred consideration for
acquisitions 0.5 0.8 0.1
----------------------- --------- ---------- -----------
Total 61.8 64.5 62.3
----------------------- --------- ---------- -----------
14. Provisions for liabilities and charges
------------------ ----------- ------------- -----------
Property and Restructuring Total
dilapidations
£m £m £m
------------------ ----------- ------------- -----------
At 1 October 2004 0.9 - 0.9
Charge in period - 0.6 0.6
Utilised in period (0.3) (0.1) (0.4)
------------------ ----------- ------------- -----------
At 31 March 2005 0.6 0.5 1.1
------------------ ----------- ------------- -----------
15. Called up share capital
----------------------------------------- ---------
Authorised share capital £m
Ordinary shares of 1 pence each
----------------------------------------- ---------
At 1 October 2004 and 31 March 2005 6.0
----------------------------------------- ---------
---------------------------------- --------- ---------
Allotted, issued and fully paid
Ordinary shares of 1 pence each No. of Shares £m
---------------------------------- --------- ---------
At 1 October 2004 324,476,926 3.2
Share options exercised 1,286,674 0.1
---------------------------------- --------- ---------
At 31 March 2005 325,763,600 3.3
---------------------------------- --------- ---------
16. Capital and reserves
------------- --------- ---------- -------- ---------- -------
Called up share Share premium Merger reserve Profit and loss Total
capital account account
£m £m £m £m £m
------------- --------- ---------- -------- ---------- -------
At 1 October
2004 3.2 23.7 109.0 (28.2) 107.7
Exercise of
share options 0.1 - - - 0.1
Premium on
exercise of
share options - 0.5 - - 0.5
Loss for the
period - - - (0.9) (2.5)
Dividend
proposed - - - (1.6)
------------- --------- ---------- -------- ---------- -------
At 31 March
2005 3.3 24.2 109.0 (30.7) 105.8
------------- --------- ---------- -------- ---------- -------
17. Acquisitions
The results for the period include the undernoted contribution from
acquisitions:
--------------- -------- --------- ---------- -------- -------
Beach A&S
Magazines Publishing
What & Publishing Company Snowboard
Laptop Limited Limited Journal Total
£m £m £m £m £m
--------------- -------- --------- ---------- -------- -------
Date acquired 30.11.04 03.12.04 24.01.05 26.01.05
--------------- -------- --------- ---------- -------- -------
Turnover 0.2 1.2 1.1 - 2.5
Adjusted
operating
profit 0.1 - 0.1 (0.1) 0.1
--------------- -------- --------- ---------- -------- -------
Amortisation
of intangible
assets (0.1) (0.3) (0.5) - (0.9)
Exceptional
items - (0.1) (0.7) - (0.8)
--------------- -------- --------- ---------- -------- -------
Operating loss - (0.4) (1.1) (0.1) (1.6)
--------------- -------- --------- ---------- -------- -------
18. Post balance sheet events
Acquisition of Cheatplanet
On 12 May 2005 the Group's US subsidiary, Future Network USA, acquired
CheatPlanet (www.cheatplanet.com) the US computer games website for a cash
consideration of $8.7m (£4.6m). For the year ended 31 December 2004 CheatPlanet
generated revenues of $0.9m and pre-tax profits of $0.8m.
Proposed acquisition of certain assets from Highbury House Communications plc
On 29 April 2005 Future announced that it had entered into an agreement with the
Board of Highbury House Communications plc to acquire 38 regular magazine titles
and associated assets for a cash consideration of £30.5m, to be funded from
Future's committed bank facilities.
Highbury management accounts for the year ended 31 December 2004 show that: (a)
the assets being acquired generated unaudited aggregated turnover of
approximately £34.1m; (b) the unaudited profit (before interest, taxation and
amortisation) attributable to these assets was approximately £5.3m; and (c) the
unaudited aggregated net assets relating to the transaction were estimated at
£20.1m of which approximately £18.4m related to intangible publishing rights.
The acquisition is conditional upon shareholder support from Highbury
shareholders at an Extraordinary General Meeting, convened for 16 June and it is
expected that, should the Highbury shareholders approve the transaction, Future
will gain ownership of these titles on 21 June 2005.
This information is provided by RNS
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