Interim Results

RNS Number : 9613Z
Informa PLC
28 July 2008
 



Interim Results for the six months ended 30 June 2008


High quality of earnings provides resilience in uncertain markets


Key Highlights



  • Revenue growth of 18% and adjusted operating profit growth of 21%


  • Organic1 revenue and organic adjusted2 operating profit growth of 4% 


  • Interim Dividend increased by 9%


  • Strong adjusted5 cash conversion of 104%


  • Renewal rates on subscription based publishing remain at a high level, consistent with previous years


  • Strong growth in leading events held to date and future booking trends remain encouraging


  • Broad portfolio of products and geographies creates platform for growth


  • Trading continues to be strong and outlook for full year remains in line with the Board's expectations



Financial Highlights


 

2008

2007

%

 

£m

£m

 

Revenue

627.6

532.5

18

Operating profit

77.7

74.8

4

Adjusted2 operating profit

140.1

116.0

21

Profit before tax

60.0

87.8

(32)

Adjusted3 profit before tax

104.7

95.6

10

Profit for period

46.5

68.9

(33)

Adjusted4 profit for period

77.3

71.7

8

Basic earnings per share (p)

10.96

16.24

(33)

Diluted earnings per share (p)

10.94

16.18

(32)

Adjusted diluted earnings per share (p)

18.19

16.84

8

Dividend per share (p)

6.10

5.60

9

Adjusted5 cash conversion (%)

104

79


Net debt

1,219.7

720.4

69



1 Adjusted for material acquisitions and disposals and effects of changes in foreign currency exchange rates.  

2 Excludes restructuring and reorganisation costs of £3.0m (2007:£nil) and intangible asset amortisation of £59.4m (2007:£41.1m).

3 Excludes restructuring and reorganisation costs of £3.0m (2007:£nil), intangible asset amortisation of £59.4m (2007:£41.1m), profit on disposal of business assets of £17.8m (2007:£nil) and profit on disposal of available for sale investment of £nil (2007:£33.4m).

4 Excludes restructuring and reorganisation costs of £3.0m (2007:£nil), intangible asset amortisation of £59.4m (2007:£41.1m), profit on disposal of business assets of £17.8m (2007:£nil), profit on disposal of available for sale investment of £nil (2007:£33.4m) and related tax of £13.8m (2007:£5.0m)

5 Adjusted cash generated by operations (note 12) divided by adjusted operating profit.


Commenting on current trading and prospects, Chairman Derek Mapp said,


'We are pleased with the strong start we have made to the year. Our results are underpinned by the high volume of subscription income and the resilient performance of our branded large scale exhibitions and conferences.  Having built a Group that has delivered market leading growth in recent years, we are delighted by how the same assets are performing in tougher economic conditions.  Our ability to convert profits into cash remains extremely strong and we are trading well within our banking covenants.


Deferred income already recorded and our experience on booking trends and pipeline management gives us very good visibility of earnings. We remain confident of the Group's full year prospects. 



Enquiries


Informa plc                                                                                            020 7017 5000

Peter Rigby, Chief Executive

Adam Walker, Finance Director 


Maitland                                                                                                020 7379 5151

Suzanne Bartch

Emma Burdett

 

There will be a presentation to analysts at 11.00am on 28 July 2008 at Merrill Lynch, King Edward Hall, 2 King Edward StreetLondonEC1A 1HQ.  A live webcast of the analyst presentation will be available on our website www.informa.com


Note to editors


Informa provides specialist, high value information to the global academic & scientific, professional, and commercial markets via Publishing, Events and Performance Improvement.  At the heart of every Informa product and service is research-based, proprietary information for a targeted, expert audience. Informa publishes approximately 2,500 subscription based products and services delivered electronically and in hardcopy, and 45,000 books.  Each year Informa produces over 12,000 events around the world, powered by a marketing database of over 20 million contacts.  It has an unparalleled portfolio of brands including Lloyds List, Routledge, Taylor and Francis, IIR, IBC, AchieveGlobal, ESI and Euroforum.  Informa operates in 80 countries and employs over 10,000 people.

  


Chairman's Statement


I am pleased to report the Group's interim results for the six months ended 30 June 2008. We have traded well in what has been a difficult macro economic environment which demonstrates the high quality of our earnings, the resilience of our asset base and the lack of exposure to the UK market.  Over 80% of our revenue is generated overseas.


The diversity of our product offering, our paid for content through subscription publishing and the low level of advertising revenue, is an attractive proposition against an uncertain trading background.  We operate in over 80 countries and in numerous vertical markets offering our customers proprietary niche information increasingly via an online offering.


Our publishing and subscription businesses have achieved high renewal rates, consistent with previous years, and customers remain keen to acquire our content across a number of distribution channels.  The trend of large scale, 'must attend' exhibitions and conferences continues to grow year on year as we build on our market leading brands and continue to geo-clone into new geographies.  


The Group combines different product formats, vertical sectors and geographies, all of which intertwine.  This is the Group's strength not only in times of growth but also in tougher conditions.  Almost all of our events and training businesses are leading indicators of economic conditions which allow us to react quickly in terms of output and resource in both the upper and lower parts of the cycle.  We consider that the high level of variable cost across our events and training businesses allows us to control costs if revenue streams weaken.


Update on Potential Offer


On 2 July 2008, Informa announced that Providence Equity LLP, The Carlyle Group and Hellman & Friedman (the 'Consortium') had approached Informa on 26 June 2008 with a proposal to acquire the existing share capital of Informa at a price of 506 pence per Informa ordinary share. The proposed price assumed that no dividends or other distributions were declared and paid subsequent to the final dividend for the year ended 31 December 2007. This announcement was made without the approval of the Consortium. There can be no certainty as to the terms of any offer nor whether any offer will be made. Talks are continuing with the Consortium and a further update will be made in due course.


Results


Revenue for the six months ended 30 June 2008, increased by 18% to £627.6m (2007:£532.5m) with adjusted operating profit up by 21% to £140.1m (2007:£116.0m). Adjusted profit before taxation increased by 10% to £104.7m (2007:£95.6m).


The Group's profit before taxation decreased to £60.0m (2007:£87.8m) and basic earnings per share decreased to 10.96p (2007:16.24p) as a result of higher amortisation charges arising from last year's acquisition of Datamonitor.


Adjusted diluted earnings per share increased by 8% to 18.19(2007:16.84p). 


With cash conversion of 104%, net debt as at 30 June was £1,219.7m (31 December 2007 £1,244.9m). Free cash flow was £72.4m (2007: £50.2m).


The Group has in place a £1.45bn multicurrency 5 year unsecured bank loan facility. The principal financial covenant ratios under the facility are maximum net debt to EBITDA and minimum EBITDA interest cover, tested semi-annually. At 30 June 2008 both financial covenants were comfortably achieved. The ratio of net debt to EBITDA at 30 June 2008 was 4.09 times and given the strong cash flow of the Group this is expected to drop below 3.75 times by the end of December 2008.


An interim dividend of 6.10per share, a 9% increase over last year's interim dividend of 5.60p per share, will be paid on 19 September 2008 to shareholders on the register at the close of business on 22 August 2008.

 

Current trading and prospects


We are pleased with the strong start we have made to the year.  Our results are underpinned by the high volume of subscription income and the resilient performance of our branded large scale exhibitions and conferences. Having built a Group that has delivered market leading growth in recent years, we are delighted by how the same assets are performing in tougher economic conditions.  Our ability to convert profits into cash remains extremely strong and we are trading well within our banking covenants.


Deferred income already recorded and our experience on booking trends and pipeline management gives us very good visibility of earnings.  We remain confident of the Group's full year prospects.  


Chief Executive's Review


Publishing


Our publishing businesses account for approximately 46% of the Group's revenue and 57% of the adjusted operating profit. The revenue split between academic and other verticals is approximately 40/60.


With over 60% of our publishing revenues delivered through annual subscriptions, we have high visibility of earnings which have a strong degree of predictability. In addition, with our academic journal subscriptions renewing at around 95% per annum by the end of the calendar year we benefit from a high degree of certainty a year in advance.


Our Academic offering has been enhanced this year with the launch of 29 new journals, across a range of subject areas and seven new journal archives.  We continue to benefit from migration to electronic delivery, the increased functionality of our electronic product platforms and the advantages that print on demand brings to our books business.  We have published the fifth edition of Molecular Biology of the Cell which has sold 28,000 copies to date worldwide.  Integration of Haworth Press and Productivity Press acquired late in 2007 has been successfully completed in line with expectations.


We work hard to make access to our offering as simple as possible for our customers and continue to invest in electronic distribution systems to facilitate ease of access as well as archiving our back list so that individual pages or chapters are readily available and can be downloaded on demand.  We are delighted that Taylor & Francis, which is at the heart of our academic publishing, has grown revenue by over 10% and increased its margins over the comparable period last year.


Our non academic publications go from strength to strength. We have market leading products in the healthcare, financial, maritime and professional areas and they have seen good growth over the past six months. Renewal rates remain high and journal sales remain strong. 


The acquisition of Citeline has stimulated product development within our pharmaceutical competitive intelligence business.  Cross-fertilisation of data has improved the content of our drug development database. Citeline continues to grow by over 30% and with more new products scheduled for 2009 and a fully integrated data management tool across all product lines, this will be a key area of future growth.


We launched a new division in May, Informa Business Information, comprising our Healthcare, Maritime, Professional and Commodities publishing businesses.  This is expected to streamline processes, increase cross selling and accelerate our product development, particularly electronically. 


Datamonitor continues to grow its subscription base across its core vertical markets and renewal rates amongst the high value subscribers have held firm at 87% Customers continue to appreciate the value of the breadth and depth of the research data and with the launch of the new Knowledge Centres this month they will be able to access it more dynamically With operations around the world, including working alongside Informa's Middle East operations, the potential for growth remains undiluted. With year on year profit growth of over 40%, we remain delighted with our most recent significant acquisition. 


Our financial data business has grown well with up to date market information on items such as interest rates, mortgage rates and corporate and government bond analysis even more critical to banks and other financial institutions in today's difficult macro financial markets.  IGM, the global leader in financial market commentary and analysis has grown revenues by 15% and increased margins over the comparative period last year. 


With only 3% of our annual revenues derived from advertising, we have a resilient subscription based publishing business with a good balance of print and online offerings and an increasing strength from the provision of essential data to a wide range of customers.


We are also seeing increasing benefits within many verticals from having strong complementary positions in both publishing and events. In our commodities business, the very close links between our publications, our database, our events and our websites give us brand supremacy making Informa the supplier of choice to many of our customers.  In addition, Nicholas Publishing, based in Dubai, has grown its revenues by 20% in its first full year of Informa ownership, benefiting from the access to our exhibition and conference portfolio.


Events


Our Events businesses account for approximately 37% of Group revenues and 33% of adjusted operating profit. We have the largest conference business in the world and continue to see growth across our Large Scale Event (LSE) portfolio, including exhibitions, with sponsorship revenue increasing double digit over 2007.  We run major industry events of a 'must attend' nature in the most important industrial verticals.


Geo-cloning has proved to be a continuing success. For example, SuperReturn US, the finance event for private equity, benefited from leveraging the global relationships generated by the European SuperReturn event which has been running for over 10 years. Tetra, focussing on telecommunication products used by the security services was launched in Hong Kong with over 2000 attendees and Cityscape, our market leading Dubai property exhibition was also held in Abu Dhabi, Shanghai and Singapore.


Our LSEs have high barriers to entry with strong brands utilising an extensive customised marketing database. SuperReturn, GAIM, German Energy and our principal Pharma event increased revenues by 15% over last year. 


Our Middle East and Far East operations continue to achieve significant growth.  Our Dubai conference business has grown its turnover by 32% driven by a 28% increase in sponsorship revenue.  To date we have held 18 exhibitions in these regions with growth of 37% in revenue.  Despite being venue bound, Arab Health, now in its 23rd year, grew revenues by 21% and Cityscape Abu Dhabi in its second year grew by 66%.


Momentum for next year across all our exhibitions is encouraging with re-sign levels already over 36%.


We have made a great start to the year across our Telecoms portfolio with two new exhibition launches with a resell of over 90% for 2009 and average delegate numbers across all our Telecoms operations up 21%. As part of our successful Com series of regional events we launched in Central and West Africa with over 1,000 attendees.


Our Pharma events have also outperformed 2007 led by strong growth of LSEs in the UK, US and the Far East We continue to launch new events in clinical and regulatory areas with success.


The German and Dutch conference businesses, which are our largest Continental European operations, have experienced a reduction in delegate numbers.  Our largest events in Germany continue to perform well but we have reduced the number of smaller training conferences in both geographies to reflect current market conditions and protect the bottom line. 


There has also been a decline in delegate numbers across some of our smaller operations, for example Spain and Italy We have worked hard and cut our cloth accordingly with headcount reduced by up to 14% so that cost control has for the main part negated the effect of revenue attrition.  Our wide geographic portfolio of smaller events businesses contains some improvements with profits doubling in Brazil and a turn around in our Danish operations.


Performance Improvement


Performance Improvement (PI), the smallest area of our business, accounted for 17% of Group revenues and 10% of adjusted operating profit.


As we have said previously this year, our businesses with long term US government contracts continue to grow, our international operations are the fastest growth area within PI and our US commercial work has declined year to date.


With a slowdown in the non government US business affecting AchieveGlobal, Forum, Huthwaite and in part ESI, we took action in the first quarter of 2008 to reduce the level of indirect costs. This resulted in annualised savings of more than $10 million and a reduction in headcount of 13%.  This early action has not impacted our ability to deliver the excellent service that our customers are used to and we will look to increase headcount as and when the macro market improves. AchieveGlobal, the weakest performer to date, has a number of larger opportunities scheduled to close this year which are critical to achieving its full year growth targets.


Notable successes during the first half include new multi million dollar contracts at ESI and Omega. Omega, our market leader in credit and commercial training, has made a great start to the year with revenues up 20% and margins significantly increased  


Robbins Gioia, the programme management specialist, continues to grow. In the Defence and Intelligence division, we secured new government contracts and our Civil and Homeland Security division delivered against multi-year long term contracts. We look to increasingly balance the portfolio and are pleased with our Commercial Division, where we secured contracts with Microsoft and SAP. 


We now have PI operations in London, Hong Kong, Dubai, Beijing, Sydney and a number of European centres.  Overall this part of the PI portfolio, which accounts for approximately 23% of PI revenues is growing at over 20per annum We remain confident that there are opportunities for further growth.


Our pipeline of opportunities across the six PI businesses remains strong although we are experiencing a lengthening in the time taken to draw down on engagements. With a number of very large contracts in the offering, we remain optimistic that we will achieve a result in line with last year's. 


Forward Looking Statements


This interim management report contains forward looking statements.  These statements are subject to a number of risk and uncertainties and actual results and events could differ materially from those currently being anticipated as reflected in such forward looking statements.  The terms 'expect', 'should be', 'will be' and similar expressions identify forward looking statements.  Factors which may cause future outcomes to differ from those foreseen in forward looking statements include, but are not limited to: general economic conditions and business conditions in Informa's markets; exchange rate fluctuations, customers' acceptance of its products and services; the actions of competitors; legislative, fiscal and regulatory developments; changes in law and legal interpretation affecting Informa's intellectual property rights and internet communications; and the impact of technological change.


Financial Review


Informa reported revenues for the first half of 2008 of £627.6m, 18% higher than for the same period in 2007. Adjusted operating profit increased by 21% to £140.1m and the adjusted operating margin increased by half a percentage point to 22.3%.


These results reflect the resilience of the earnings and the increased scale of the Group with the acquisition of Datamonitor, in the second half of 2007, contributing £57.2m of revenue and £17.5m of adjusted operating profit in the first half of 2008. The increase in adjusted operating profit and margin demonstrates the benefits across the Group of operational gearing and greater cost efficiency.


Revenue


In the six months ended 30 June 2008 we reported revenue of £627.6m, up 18% from the £532.5m reported in the same period last year. No material acquisitions were made during the first half of 2008 but those made in 2007 continued to trade strongly, contributing a further £10.0m (excluding Datamonitor) to revenue. The translation impact of mainly Euro to sterling currency movements was to increase revenue by £12.8m. Organic revenue growth of 4% reflects a strong performance in our publishing businesses and our larger events businesses, offset by performance improvement. 


Operating Profit


Operating profit increased by 4% to £77.7m from £74.8m in the first half of 2007, with the revenue increase partially offset by increases in amortisation of intangibles of 43%, raw materials of 24% and staff costs of 8%. Included in other expenses is £3.0m of restructuring and reorganisation costs. Organic adjusted operating profit growth of 4% represents a strong performance given the current market conditions in which the Group operates.


Operating Divisions


Revenue and adjusted operating profit by division are set out below together with the respective reported and organic growth rates.


Academic & Scientific



H1 2008

£m

H1 2007

£m

Growth

%

Organic

%

Revenue

 

 

 

 

Scientific, Technical & Medical

112.3

90.7

23.8%

7.4%

Humanities & Social Science

69.2

60.5

14.4%

5.8%

 

181.5

151.2

20.0%

6.8%

Adjusted Operating Profit

 

 

 

 

Scientific, Technical & Medical

32.3

24.7

30.8%

11.1%

Humanities & Social Science

15.7

12.7

23.6%

5.1%

 

48.0

37.4

28.3%

9.0%

 

 

 

 

 

Adjusted Operating margin

26.4%

24.7%

 

 


 
Professional



H1 2008

£m

H1 2007

£m

Growth

%

Organic

%

Revenue

 

 

 

 

Performance Improvement

108.6

109.7

-1.0%

-1.3%

Financial Data Analysis

45.1

31.2

44.6%

11.3%

Finance, Insurance, Law & Tax 

51.8

48.8

6.1%

5.4

 

205.5

189.7

8.3%

2.4%

Adjusted Operating Profit

 

 

 

 

Performance Improvement

14.1

15.6

-9.6%

-9.7%

Financial Data Analysis

12.8

8.2

56.1%

3.7%

Finance, Insurance, Law & Tax 

14.7

14.2

3.5%

3.8%

 

41.6

38.0

9.5%

-1.8%

 

 

 

 

 

Adjusted Operating margin

20.2%

20.0%

 

 



Commercial 



H1 2008

£m

H1 2007

£m

Growth

%

Organic

%

Revenue

 

 

 

 

Regional Events

152.3

123.6

23.2%

4.2%

Telecoms & Media

52.1

32.9

58.4%

3.5%

Maritime & Commodities

36.2

35.0

3.4%

-1.9%

 

240.6

191.5

25.5%

3.0%

Adjusted Operating Profit

 

 

 

 

Regional Events

29.4

22.1

33.0%

4.2%

Telecoms & Media

16.0

13.8

15.9%

4.2%

Maritime & Commodities

5.2

4.7

10.6%

1.3%

 

50.6

40.6

24.6%

3.9%

 

 

 

 

 

Adjusted Operating margin

21.0%

21.2%

 

 




Finance Costs


Net finance costs, which consist principally of interest costs net of interest receivable, increased by £15.0m from £20.4m to £35.4m, mainly as a result of the increase in debt in July 2007 to finance the Datamonitor acquisition.


Disposal


On 1 April 2008 the Group disposed of its interest in Map of Medicine for net cash consideration of £33.6m. Map of Medicine was reported as part of the Scientific, Technical & Medical market sector and the gain on disposal is included within the £17.8m profit on disposal of business assets shown on the face of the condensed consolidated income statement.


Taxation


Across the Group tax has been provided at an adjusted tax rate of 26.1% (2007: 25.0%). This adjusted tax rate benefits from profit generated in low tax jurisdictions. The effective Group tax charge was 22.5% (2007: 21.5%).


Adjusted Results


Adjusted operating profit, which is shown in note 4 of these results, is calculated after removing certain items not related to the underlying trading operations of the Group. Adjusted operating profit increased by 21% from £116.0m to £140.1m.


Adjusted operating profit before tax increased by 10% to £104.7m from £95.6m and adjusted profit for the period increased by 8% to £77.3m from £71.7m.


Adjusted diluted EPS of 18.2 pence is 8% ahead of 2007.


The Board believes these adjusted operational figures provide better information to explain the underlying performance and trends across the Group and further details are provided in note 4 of these results.


Dividend


In line with the Group's dividend policy and in recognition of the continued good trading prospects, the Board has recommended an interim dividend of 6.1 pence (2007: 5.6 pence). This represents an increase of 9% on the 2007 equivalent and will be payable on 19 September 2008 to ordinary shareholders registered as of the close of business on 22 August 2008.


Balance Sheet


The Group continues to generate excellent cash flows and this is reflected in a cash conversion rate (expressed as adjusted cash generated by operations as a percentage of adjusted operating profit, as set out in note 12 of the results) of 104% (2007: 79%). In the six months to 30 June 2008, before taking into account financing activities, spend on acquisitions or proceeds from the sale of assets, the Group generated free cash flow of £72.4m.


Net debt decreased by £25.2m from £1,244.9m to £1,219.7m reflecting cash flow of £42.5m partially offset by adverse exchange movements of £16.4m. During the first half of the year the Group paid £48.0m in relation to the 2007 final dividend.


The Group has in place a £1.45bn multicurrency 5 year unsecured bank loan facility. The principal financial covenant ratios under the facility are maximum net debt to EBITDA and minimum EBITDA interest cover, tested semi-annually. At 30 June 2008 both financial covenants were comfortably achieved. The ratio of net debt to EBITDA at 30 June 2008 was 4.09 times and given the strong cash flow of the Group this is expected to drop below 3.75 times by the end of December 2008.


Deferred income, which represents income received in advance, was up £69.6m (40%) at 30 June 2008 compared to the same date in 2007, to £242.2m. Adjusting for Datamonitor, deferred income at 30 June 2008 was 17% ahead of the same date last year.


The decrease in the hedging and translation reserve of £8.0m relates to the net currency impact from retranslating assets and goodwill offset by the conversion of liabilities (principally loans) also held in those same currencies. Additionally there was a net increase in the fair value of derivatives held of £3.2m.


On 4 April 2008 the Group disposed of all the freehold property that was classified as held for sale for cash consideration of £2.2 million, which equalled the carrying amount.


Risks and Uncertainties


In addition to the areas of challenge and potential weakness referred to in this report, the principal risks and uncertainties affecting the business activities of the Group for the remaining six months of the financial year remain those detailed in the section entitled 'Risks and Uncertainties' on pages 51 to 53 of Informa plc's Annual Report and Financial Statements for the financial year ended 31 December 2007, a copy of which is available at www.informa.com. In summary these are:


  • The Group's businesses could be adversely affected by general economic downturns or declines or disruptions in industries which are purchasers of the Group's products and services


  • The Group could be impacted if changes in the business model were widely adopted in the academic publishing market


  • The Group is subject to high sensitivity in relation to average delegate attendance


  • Competitive pressures may adversely affect the financial performance of the Group's businesses; in particular there are low barriers to entry in the events' market


  •  Proxy Board Arrangements may limit the control exercisable over the Robbins-Gioia business


  • The PI market is partially reliant on evolving workplace practices and good economic conditions


  • The Group's results may be impacted by exchange rate fluctuationsfailure to attract or retain senior management or other key employees and damage to reputation and/or brand


  • The Group's intellectual property rights could be challenged and enforcement of those rights could be costly and data protection and security of databases could be compromised


  • Dependency on Internet and electronic delivery platforms, networks or distribution systems


Related Party Transactions


There are no related party transactions, other than those relating to Directors' remuneration in the six months ended 30 June 2008 and as referred in the Note 18 to the condensed set of consolidated financial statements for the six month ended 30 June 2008.  Also, there have been no changes in related party transactions described in Informa plc's Annual Report and Financial Statements for the financial year ended 31 December 2007 that could have a material effect on the financial position or performance on the Group in the first six months ended 30 June 2008.


Statement of Directors' Responsibilities


We confirm that to the best of our knowledge:


a)  the condensed set of consolidated financial statements has been prepared in accordance with IAS 34;

b)  the interim management 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)  the interim management report includes a fair review of the information required by  DTR 4.2.8R (disclosure of related party transaction and changes therein).



By order of the Board



Peter Rigby

Chief Executive


28 July 2008



Adam Walker

Finance Director


28 July 2008



On behalf of the Board:


Derek Mapp, Non-Executive Chairman

Dr Pamela Kirby, Senior Independent Non-Executive Director

Sean Watson, Non-Executive Director

John Davis, Non-Executive Director

Dr Brendan O'Neill, Non-Executive Director

 

  INDEPENDENT REVIEW REPORT TO INFORMA PLC


We have been engaged by the Company to review the condensed set of consolidated financial statements in the half-yearly financial report for the six months ended 30 June 2008 which comprises the Condensed Consolidated Income Statement, the Condensed Consolidated Statement of Recognised Income and Expensethe Condensed Consolidated Balance Sheet, the Condensed Consolidated Cash Flow Statement and related notes 1 to 19. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of consolidated financial statements.


This report is made solely to the Company in accordance with International Standard on Review Engagements 2410 issued by the Auditing Practices Board. Our work has been undertaken so that we might state to the Company those matters we are required to state to them in an independent review report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company, for our review work, for this report, or for the conclusions we have formed.


Directors' Responsibilities

The half-yearly financial report is the responsibility of, and has been approved by, the Directors. The Directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure and Transparency Rules of the United Kingdoms' Financial Services Authority.


As disclosed in note 2, the annual consolidated financial statements of the Group are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of consolidated financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting,' as adopted by the European Union.


Our Responsibility

Our responsibility is to express to the Company a conclusion on the condensed set of consolidated financial statements in the half-yearly financial report based on our review.


Scope of Review 

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity' issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.


Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of consolidated financial statements in the half-yearly financial report for the six months ended 30 June 2008 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.




Deloitte & Touche LLP

Chartered Accountants and Registered Auditors

28 July 2008

 

Reading

UK

 

 

Condensed Consolidated Income Statement

For the Six Months Ended 30 June 2008 - Unaudited



6 months ended

 30 June

2008 

6 months ended

 30 June

2007 

12 months ended

31 December 2007

 

Note

£'000

£'000

£'000

Revenue

3

627,551

532,500

1,129,098

Change in inventories of finished goods and work 

in progress

 

(998)

(2,060)

2,009

Raw materials and consumables used 

 

(209,974)

(169,874)

(378,880)

Employee benefit expense

 

(170,731)

(157,631)

(318,586)

Depreciation expense

 

(5,061)

(4,428)

(9,066)

Amortisation of intangible fixed assets

 

(62,174)

(43,376)

(104,957)

Impairment of available for sale investments

 

-

-

(755)

Other expenses

 

(100,934)

(80,283)

(164,893)

Operating profit

3

77,679

74,848

153,970

Profit on disposal of businesses

 

17,790

-

-

Profit on disposal of available for sale investment

 

-

33,365

33,365

Finance costs

 

(38,167)

(22,768)

(67,763)

Investment income

 

2,738

2,370

4,793

Profit before tax 

 

60,040

87,815

124,365

Tax charge

6

(13,512)

(18,946)

(24,279)

Profit for the period

 

46,528

68,869

100,086

Attributable to:

 

 

 

 

- Equity holders of the parent  

11

46,528

68,786

99,192

- Minority interests

 

-

83

894

Earnings per share 

9

 

 

 

- Basic (p)

 

10.96

16.24

23.40

- Diluted (p)

 

10.94

16.18

23.32



Condensed Consolidated Statement of Recognised Income and Expense

For the Six Months Ended 30 June 2008 - Unaudited

 

 

6 months ended

 30 June

2008 

6 months ended

 30 June

2007 

12 months ended

31 December 2007

 

Note

£'000

£'000

£'000

Gain/(loss) on cash flow hedges

11

7,120

4,599

(16,577)

Loss on translation of foreign operations

11

(2,348)

(14,285)

(9,781)

Actuarial (losses)/gains on defined benefit pension schemes

11

(7,041)

4,939

1,375

Tax on items taken directly to equity

11

1,994

(2,862)

11,457

Net loss recognised directly in equity

 

(275)

(7,609)

(13,526)

Transferred to profit or loss on cash flow hedges

11

1,274

(1,878)

(1,904)

Profit for the period

 

46,528

68,869

100,086

Total recognised income and expense for the period

 

47,527

59,382

84,656

Attributable to:

 

 

 

 

- Equity holders of the parent

 

47,527

59,299

83,762

- Minority interests

 

-

83

894


  Condensed Consolidated Balance Sheet

As at 30 June 2008 - Unaudited



 

30 June 2008

30 June 2007

31 December 2007

 

Note

£'000

£'000

£'000

ASSETS

 

 

 

 

Non-current assets

 

 

 

 

Goodwill

 

1,573,530

1,126,951

1,554,351

Other intangible assets

 

1,110,953

916,109

1,154,534

Property and equipment

 

21,885

23,053

24,603

Available for sale investments 

 

257

1,012

257

Deferred tax assets

 

29,328

19,808

31,835

Derivative financial instruments

 

5,575

10,038

1,990

 

 

2,741,528

2,096,971

2,767,570

Current assets

 

 

 

 

Inventory 

 

34,165

31,574

31,523

Trade and other receivables 

 

251,721

211,862

247,647

Cash and cash equivalents

 

12,128

2,635

23,973

Derivative financial instruments

 

201

775

790

 

 

298,215

246,846

303,933

Non-current assets classified as held for sale 

13

-

2,247

2,247

Total assets 

 

3,039,743

2,346,064

3,073,750

EQUITY AND LIABILITIES

 

 

 

 

Capital and reserves

11

 

 

 

Called up share capital 

 

425

42,455

425

Share premium account

 

941

504,779

-

Reserve for shares to be issued

 

6,181

3,848

5,394

Merger reserve

 

496,400

496,400

496,400

Other reserve

 

37,398

37,398

37,398

ESOP trust shares

 

(619)

(1,684)

(1,955)

Hedging and translation reserve

 

(75,534)

(72,898)

(83,574)

Capital reserve

 

-

-

547,075

Retained profit/(loss)

 

460,928

(77,760)

(73,312)

Equity attributable to equity holders of the parent  

 

926,120

932,538

927,851

Minority interests

 

116

166

612

Total equity

 

926,236

932,704

928,463

Non-current liabilities

 




Long-term borrowings

 

1,173,784

617,373

1,205,427

Deferred tax liabilities

 

286,597

238,317

293,151

Retirement benefit obligation

 

14,606

6,038

8,437

Provisions

 

10,056

11,147

28,027

Trade and other payables

 

7,636

4,563

5,725

Derivative financial instruments

 

10,444

-

13,142

 

 

1,503,123

877,438

1,553,909

Current liabilities

 

 

 

 

Short-term borrowings

 

58,074

105,606

63,396

Current tax liabilities

 

103,638

96,200

92,483

Provisions

 

18,231

726

8,616

Trade and other payables

 

188,063

160,734

189,523

Deferred income

 

242,236

172,656

237,360

Derivative financial instruments

 

142

-

-


 

610,384

535,922

591,378

Total liabilities

 

2,113,507

1,413,360

2,145,287

Total equity and liabilities

 

3,039,743

2,346,064

3,073,750


The Board of Directors approved this condensed set of consolidated financial statements on 28 July 2008.


  Condensed Consolidated Cash Flow Statement

For the Six Months Ended 30 June 2008 - Unaudited



6 months ended

 30 June

2008 

6 months ended

 30 June

2007 

12 months ended

31 December 2007


Note

£'000

£'000

£'000

Operating activities

 

 

 

 

Cash generated by operations 

12

140,896

94,254

279,160

Income taxes paid

 

(14,778)

(11,034)

(30,970)

Interest paid 

 

(30,635)

(19,897)

(84,340)

Net cash from operating activities

 

95,483

63,323

163,850

Investing activities

 

 

 

 

Investment income

 

2,352

2,370

4,459

Proceeds on disposal of property, equipment and non-

current assets classified as held for sale

 

4,646

72

105

Purchases of intangible software assets

 

(20,740)

(11,338)

(25,666)

Purchases of property and equipment

 

(4,735)

(4,120)

(8,332)

Disposal of available for sale investment

 

-

38,893

38,893

Acquisition of subsidiaries and businesses

15

(15,528)

(43,958)

(598,984)

Disposal of businesses

 

31,087

-

-

Net cash used in investing activities 

 

(2,918)

(18,081)

(589,525)

Financing activities

 

 

 

 

Dividends paid

8

(47,986)

(37,759)

(61,520)

Repayments of borrowings

 

(164,056)

(201,785)

(1,073,971)

New bank loans raised

 

115,785

173,986

1,555,467

Repayments of obligations under finance leases

 

(2)

-

(8)

Proceeds from the issue of share capital

 

941

3,592

3,863

Investment in own shares

 

(3,000)

-

-

Net cash (used in)/from financing activities


(98,318)

(61,966)

423,831

Net decrease in cash and cash equivalents

12

(5,753)

(16,724)

(1,844)

Cash and cash equivalents at beginning of period net 

of overdrafts

 

16,906

18,750

18,750

Cash and cash equivalents at end of period net of overdrafts

12

11,153

2,026

16,906


  Notes to the condensed set of consolidated financial statements

For the Six Months Ended 30 June 2008 - Unaudited


1 General information

Informa plc (the 'Company') is a company incorporated in the United Kingdom. The unaudited condensed set of consolidated financial statements as at 30 June 2008 and for the six months then ended comprise those of the Company and its subsidiaries and its interests in associates and jointly controlled entities (together referred to as the 'Group').

The information for the year ended 31 December 2007 does not constitute statutory accounts as defined in section 240 of the Companies Act 1985. A copy of the statutory accounts for that year has been delivered to the Registrar of Companies. The Auditors' Report on those accounts was not qualified, did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying the report and did not contain statements under section 237(2) or (3) of the Companies Act 1985. The consolidated financial statements of the Group as at, and for the year ended, 31 December 2007 are available upon request from the Company's registered office at Mortimer House, 37-41 Mortimer Street, London, W1T 3JH or at www.informa.com.

2 Accounting policies and estimates

The annual consolidated financial statements are prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union. The condensed set of consolidated financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standards 34 'Interim Financial Reporting', as adopted by the European Union.

The accounting policies, presentation and methods of computations applied by the Group in the condensed set of consolidated financial statements are the same as those applied by the Group in its consolidated financial statements for the year ended 31 December 2007.

The preparation of the condensed set of consolidated financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.

In preparing these condensed set of consolidated financial statements, the significant judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those that were applied to the consolidated financial statements as at and for the year ended 31 December 2007.


  Notes to the condensed set of consolidated financial statements - continued

For the Six Months Ended 30 June 2008 - Unaudited


3 Business segments

For management purposes, the Group is currently organised into three operating divisions, Academic & Scientific, Professional and Commercial. These divisions are the basis on which the Group reports its primary segment information. 

Analysis by market sector 

 

Revenue

Operating profit

 

6 months

6 months

12 months

6 months

6 months

12 months

 

2008

2007

2007

2008

2007

2007

 

£'000

£'000

£'000

£'000

£'000

£'000

Academic & Scientific Division

 

 

 

 

 

 

Scientific, Technical & Medical

112,283

90,682

200,948

17,972

15,435

36,293

Humanities & Social Sciences

69,231

60,525

138,513

10,699

7,917

23,161

 

181,514

151,207

339,461

28,671

23,352

59,454

Professional Division

 

 

 

 

 

 

Performance Improvement

108,630

109,736

225,260

3,924

7,166

17,899

Financial Data Analysis

45,102

31,241

72,422

8,118

6,899

16,893

Finance, Insurance, Law & Tax

51,760

48,789

95,648

10,011

9,907

17,155

 

205,492

189,766

393,330

22,053

23,972

51,947

Commercial Division

 

 

 

 

 

 

Regional Events

152,256

123,537

250,701

11,298

9,726

14,860

Telecoms & Media

52,074

32,942

73,990

10,892

13,066

17,744

Maritime & Commodities

36,215

35,048

71,616

4,765

4,732

9,965

 

240,545

191,527

396,307

26,955

27,524

42,569

 

627,551

532,500

1,129,098

77,679

74,848

153,970

 

 

 

 

 

 

 

 

 

 

 

Adjusted operating profit

 

 

 

 

6 months

6 months

12 months

 

 

 

 

2008

2007

2007

 

 

 

Note

£'000

£'000

£'000

Academic & Scientific Division

 

 

 

 

 

 

Scientific, Technical & Medical

 

 

 

32,292

24,698

62,896

Humanities & Social Sciences

 

 

 

15,687

12,737

34,034

 

 

 

 

47,979

37,435

96,930

Professional Division

 

 

 

 

 

 

Performance Improvement

 

 

 

14,125

15,648

35,292

Financial Data Analysis

 

 

 

12,752

8,184

21,964

Finance, Insurance, Law & Tax

 

 

 

14,686

14,151

26,667

 

 

 

 

41,563

37,983

83,923

Commercial Division

 

 

 

 

 

 

Regional Events

 

 

 

29,434

22,044

46,519

Telecoms & Media

 

 

 

15,971

13,770

23,225

Maritime & Commodities

 

 

 

5,167

4,733

10,396

 

 

 

 

50,572

40,547

80,140

Adjusted operating profit 

 

 

4

140,114

115,965

260,993


  Notes to the condensed set of consolidated financial statements - continued

For the Six Months Ended 30 June 2008 - Unaudited


4    Adjusted figures


 

 

6 months

6 months

12 months

 

 

2008

2007

2007

 

Note

£'000

£'000

£'000

Reconciliation of operating profit to adjusted operating profit:

 

 

 

 

Operating profit

3

77,679

74,848

153,970

Adjusting operating profit items

 

 

 

 

Restructuring and reorganisation costs

5

3,012

-

7,672

Intangible asset amortisation1

 

59,423

41,117

99,351

Adjusting operating profit items 

 

62,435

41,117

107,023

Adjusted operating profit

 

140,114

115,965

260,993

Reconciliation of statutory profit before tax to adjusted profit before tax:

 

 

 

 

Profit before tax

 

60,040

87,815

124,365

Adjusting operating profit items

 

62,435

41,117

107,023

Profit on disposal of businesses 

 

(17,790)

-

-

Profit on disposal of available for sale investment

 

-

(33,365)

(33,365)

Finance costs

 

 

 

 

Excess interest on early repayment of private placement loan notes

 

-

-

915

Bank loan facility fees written off on refinancing

 

-

-

3,666

 

 

-

-

4,581

Adjusting profit before tax items

 

44,645

7,752

78,239

Adjusted profit before tax

 

104,685

95,567

202,604

Reconciliation of profit for the period to adjusted profit for the period:

 

 

 

 

Profit for the period

 

46,528

68,869

100,086

Adjusted profit before tax items

 

44,645

7,752

78,239

Attributable tax expense on adjusting items

 

(13,846)

(4,954)

(26,465)

Adjusting profit for the period items

 

30,799

2,798

51,774

Adjusted profit for the period

 

77,327

71,667

151,860

1 Excludes software amortisation.

 

 Notes to the condensed set of consolidated financial statements - continued

For the Six Months Ended 30 June 2008 - Unaudited


5    Restructuring and reorganisation costs

 


6 months


6 months


12 months

 

2008

2007

2007

 

£'000

£'000

£'000

Business restructuring

3,012

-

5,426

Acquisition integration costs

-

-

1,774

Board level changes

-

-

472

 

3,012

-

7,672


In the six months ended 30 June 2008, restructuring and reorganisation costs comprise board level changes of £nil (year ended 31 December 2007: £472,000), reorganisation costs of £1,455,000 (year ended 31 December 2007: £2,354,000) and redundancy costs of £1,557,000 (year ended 31 December 2007: £4,846,000).


6     Tax charge

The tax charge comprises:

 

6 months

6 months

12 months

 

2008

2007

2007

 

£'000

£'000

£'000

Current tax:

 

 

 

UK corporation tax

8,459

22,851

20,617

Foreign tax

16,782

9,111

24,107

 

25,241

31,962

44,724

Deferred tax:

 

 

 

Current year 

(11,729)

(13,016)

(20,445)

Total tax charge on profit on ordinary activities

13,512

18,946

24,279


UK corporation tax is calculated at 28% and 30% (2007: 30%) of the estimated assessable profit for the year. Taxation for other jurisdictions is calculated at the rates prevailing in the relevant jurisdictions.

A reduction in the UK tax rate from 30% to 28% has been applied from 1 April 2008. This will impact the current tax charge for the year to 31 December 2008 and has been applied to the deferred tax attributable to the UK in these accounts.


 

Notes to the condensed set of consolidated financial statements - continued

For the Six Months Ended 30 June 2008 - Unaudited


7     Bank overdraft and loans

The Group maintains the following lines of credit:

  • £1,450 million unsecured multicurrency loan facility (30 June 2007: £854 million and 31 December 2007: £1,450 million). Interest is payable at the rate of LIBOR plus 1.00% (30 June 2007: LIBOR + 1.00% and 31 December 2007: LIBOR + 1.25%);

  • £55 million unsecured facilities that can be drawn down to meet short-term financing needs (30 June 2007: £47 million and 31 December 2007: £59 million). Interest is payable at the applicable local base rate plus a margin.

There have been no breaches of bank covenants during the period. The bank loans are guaranteed by material subsidiaries of the Group. The Group has not pledged any of its property and equipment as security for bank loans.


8    Dividends

 

6 months

6 months

12 months

 

2008

2007

2007

 

£'000

£'000

£'000

Amounts recognised as distributions to equity holders in the period:

 

 

 

Final dividend for the year ended 31 December 2006 of 8.90p per share

-

37,759

37,759

Interim dividend for the year ended 31 December 2007 of 5.60p per share

-

-

23,761

Final dividend for the year ended 31 December 2007 of 11.30p per share

47,986

-

-

 

47,986

37,759

61,520


The proposed interim dividend for the six months ended 30 June 2008 of 6.1 pence per share was approved by the Board on 28 July 2008 and has not been included as a liability as at 30 June 2008.


9    Earnings per share

Basic

The basic earnings per share calculation is based on a profit attributable to equity shareholders of the Company of £46,528,000 (2007 profit: £68,786,000 six months and £99,192,000 twelve months). This profit on ordinary activities after taxation is divided by the weighted average number of shares in issue (less those non-vested shares held by employee share ownership trusts) which is 424,706,652 (2007: 423,518,487 six months and 423,972,990 twelve months).

Diluted

The diluted earnings per share calculation is based on the basic earnings per share calculation above except that the weighted average number of shares includes all potentially dilutive options granted by the Balance Sheet date as if those options had been exercised on the first day of the accounting period or the date of the grant, if later, giving a weighted average of 425,220,376 (2007: 425,130,597 six months and 425,437,510 twelve months).

  Notes to the condensed set of consolidated financial statements - continued

For the Six Months Ended 30 June 2008 - Unaudited


9    Earnings per share (continued)

The table below sets out the adjustment in respect of diluted potential ordinary shares:

 

6 months

6 months

12 months

 

2008

2007

2007

Weighted average number of shares used in basic earnings per share calculation

424,706,652

423,518,487

423,972,990

Effect of dilutive share options

513,724

1,612,110

1,464,520

Weighted average number of shares used in diluted earnings per share calculation

425,220,376

425,130,597

425,437,510


Adjusted earnings per share

The basic and diluted adjusted earnings per share calculations have been made to allow shareholders to gain a better understanding of the trading performance of the Group. They are based on the basic and diluted earnings per share calculations above except that profits are based on continuing operations attributable to equity shareholders and are adjusted for items that are not perceived by management to be part of the underlying trends in the business and the tax effect on those adjusting items as follows:


 

 

6 months

6 months

12 months

 

 

2008

2007

2007

 

Note

£'000

£'000

£'000

Profit for the period

 

46,528

68,869

100,086

Minority interests

 

-

(83)

(894)

Adjusting items net of attributable taxation

4

30,799

2,798

51,774

Adjusted profit for the period attributable to equity shareholders

 

77,327

71,584

150,966

 

 

 

 

 

Earnings per share:

 

 

 

 

- Adjusted basic (p)

 

18.21

16.90

35.61

- Adjusted diluted (p)

 

18.19

16.84

35.48


10    Share capital

Share capital as at 30 June 2008 amounted to £425,000 (30 June 2007: £42,455,000 and 31 December 2007: £425,000). During the period, the Company issued 340,657 (30 June 2007: 1,284,493 and 31 December 2007: 1,358,383) ordinary shares of 0.10 pence for consideration of £941,000 (30 June 2007: £3,592,000 and 31 December 2007: £3,863,000) with nominal value of £341 (30 June 2007: £128,000 and 31 December 2007: £136,000) as a result of the exercise of options.      Notes to the condensed set of consolidated financial statements - continued

For the Six Months Ended 30 June 2008 - Unaudited


11    Capital and reserves

Share Capital

£'000

Share Premium Account

£'000

Reserve for Shares to be Issued

£'000

Merger Reserve

£'000

Other Reserve

£'000

ESOP Trust Shares

£'000

Revaluation

Reserve

£'000

Hedging and Translation Reserve

£'000

Capital Reserve

£'000

Retained 

(Losses)/  Profits

£'000

At 1 January 2007 

42,327

501,310

2,803

496,400

37,398

(3,332)

26,190

(59,954)

-

(111,742)

Profit for the period attributable to equity holders of the parent


-


-


-


-


-


-


-


-


-


68,786

Actuarial gain on defined benefit pension scheme


-


-


-


-


-


-


-


-


-


4,939

Tax on items taken directly to equity

-

-

-

-

-

-

  7,200  

(1,380)

-

(1,482)

Exchange differences on translation of foreign operations


-


-


-


-


-


-


-


(14,285)


-


-

Increase in fair value of derivatives

-

-

-

-

-

-

-

4,599

-

-

Transfer to income 

-

-

-

-

-

-

-

(1,878)

-

-

Dividends to shareholders (note 8)

-

-

-

-

-

-

-

-

-

(37,759)

Share award expense

-

-

1,045

-

-

-

-

-

-

-

Options exercised

128

-

-

-

-

1,648

-

-

-

(502)

Premium arising on options exercised during period


-


3,469


-


-


-


-


-


-


-


-

Sale of available for sale investment

-

-

-

-

-

-

(33,390)

-

-

-

At 30 June 2007 

42,455

504,779

3,848

496,400

37,398

(1,684)

-

(72,898)

-

(77,760)

Profit for the period attributable to equity holders of the parent


-


-


-


-


-


-


-


-


-


30,406

Actuarial loss on defined benefit pension scheme


-


-


-


-


-


-


-


-


-


(3,564)

Tax on items taken directly to equity

-

-

-

-

-

-

-

6,022

-

1,097

Exchange differences on translation of foreign operations


-


-


-


-


-


-


-


4,504


-


-

Decrease in fair value of derivatives

-

-

-

-

-

-

-

(21,176)

-

-

Transfer to income 

-

-

-

-

-

-

-

(26)

-

-

Dividends to shareholders (note 8)

-

-

-

-

-

-

-

-

-

(23,761)

Share award expense

-

-

1,546

-

-

-

-

-

-

-

Options exercised

8

-

-

-

-

(271)

-

-

-

270

Premium arising on options exercised during period


-


258


-


-


-


-


-


-


-


-

Capital reduction

(42,038)

(505,037)

-

-

-

-

-

-

547,075

-

At 1 January 2008

425

-

5,394

496,400

37,398

(1,955)

-

(83,574)

547,075

(73,312)

Profit for the period attributable to equity holders of the parent


-


-


-


-


-


-


-


-


-


46,528

Actuarial loss on defined benefit pension scheme


-


-


-


-


-


-


-


-


-


(7,041)

Tax on items taken directly to equity

-

-

-

-

-

-

-

1,994

-

-

Exchange differences on translation of foreign operations


-


-


-


-


-


-


-


(2,348)


-


-

Increase in fair value of derivatives

-

-

-

-

-

-

-

7,120

-

-

Transfer to income 

-

-

-

-

-

-

-

1,274

-

-

Dividends to shareholders (note 8)

-

-

-

-

-

-

-

-

-

(47,986)

Share award expense

-

-

787

-

-

-

-

-

-

-

Purchase of own shares

-

-

-

-

-

(3,000)

-

-

-

-

Options exercised

-

-

-

-

-

4,336

-

-

-

(4,336)

Premium arising on options exercised during period


-


941


-


-


-


-


-


-


-


-

Capital reduction

-

-

-

-

-

-

-

-

(547,075)

547,075

At 30 June 2008

425

941

6,181

496,400

37,398

(619)

-

(75,534)

-

460,928

 

As at 30 June 2008 the Informa Employee Share Trust held 159,781 (30 June 2007: 302,978 and 31 December 2007: 297,616) ordinary shares in the Company at a cost of £619,000 (30 June 2007: £1,740,000 and 31 December 2007: £1,955,000) and a market value of £660,000 (30 June 2007: £1,689,000 and 31 December 2007: £1,374,000).  Of the 159,781 shares, 93,269 shares are held by the Informa Employee Share Trust with designation for Adam Walker. Dividends are paid on the 93,269 shares to Adam Walker. These shares form part of Adam Walker's joining arrangement with Informa plc and vesting of these shares are subject to conditions relating to his continued employment over a two year period. The remaining 66,512 shares have not been allocated to individuals and accordingly, dividends on these shares have been waived.  Informa Quest Ltd held nil (30 June 2007: 106,495 and 31 December 2007: 2,775) ordinary shares at a book cost of £nil (30 June 2007: £106,000 and 31 December 2007: £15,000) and a market value of £nil (30 June 2007: £594,000 and 31 December 2007: £13,000). 

At 30 June 2008 the Group held 0.0% (30 June 2007: 0.1% and 31 December 2007: 0.1%) of its own called up share capital.

On 31 March 2008, the entire capital reserve, created as a result of the reduction of the Company's issued share capital and cancellation of the Company's share premium account on 19 December 2007, was released to retained earnings in accordance with the terms of an undertaking given to the court in connection with the reduction and cancellation.

  Notes to the condensed set of consolidated financial statements - continued

For the Six Months Ended 30 June 2008 - Unaudited


12    Notes to the Condensed Consolidated Cash Flow Statement

 

 

6 months

6 months

12 months

 

 

2008

2007

2007

 

Note

£'000

£'000

£'000

Operating profit

3

77,679

74,848

153,970

Adjustments for: 

 

 

 

 

Depreciation of property and equipment

 

5,061

4,428

9,066

Amortisation of intangible assets 

 

62,174

43,376

104,957

Impairment of available for sale investments

 

-

-

755

Loss on disposal of property and equipment

 

-

6

228

Operating cash flows before movements in working capital

 

144,914

122,658

268,976

 

 

 

 

 

(Increase)/decrease in inventories

 

(2,643)

2,088

2,694

Increase in receivables

 

(1,328)

(16,547)

(11,985)

(Decrease)/increase in payables

 

(233)

(13,928)

17,449

Movement in other operating items

 

186

(17)

2,026

Cash generated by operations 

 

140,896

94,254

279,160

 

Adjusted cash generated by operations

 

 

6 months

6 months

12 months

 

 

2008

2007

2007

 

Note

£'000

£'000

£'000

 

 

 

 

 

Cash generated by operations

 

140,896

94,254

279,160

Restructuring and reorganisation costs

5

3,012

-

7,672

Adjusting items on a cash flow basis

 

143,908

94,254

286,832

Accrued in prior period 

 

5,450

5,725

5,725

Accrued at period end 

 

(3,704)

(8,166)

(5,450)

Adjusted cash generated by operations

 

145,654

91,813

287,107

Adjusted operating profit

4

140,114

115,965

260,993

 

 

6 months

6 months

12 months

 

 

2008

2007

2007

 

 

%

%

%

Percentage of adjusted operating profit converted to adjusted cash generated by operations 

 

104

79

110

 

Analysis of changes in net debt

 

At 1 January 2008

Non-cash items

Cash flow 

Exchange movement 

At 30 June 2008

 

£'000

£'000

£'000

£'000

£'000

Cash at bank and in hand

23,973

-

(11,845)

-

12,128

Overdrafts

(7,067)

-

6,092

-

(975)

Net cash

16,906

-

(5,753)

-

11,153

Bank loans due in less than one year

(55,775)

-

(813)

-

(56,588)

Loan notes due in less than one year

(551)

-

41

-

(510)

Bank loans due in more than one year

(1,200,861)

(982)

46,906

(16,418)

(1,171,355)

Loan notes due in more than one year

(4,563)

-

2,137

-

(2,426)

Finance leases due in less than one year

(3)

-

2

-

(1)

Finance leases due in more than one year

(3)

-

-

-

(3)

Total

(1,244,850)

(982)

42,520

(16,418)

(1,219,730)

Cash and cash equivalents (which are presented as a single class of assets on the face of the balance sheet) comprise cash at bank and other short-term highly liquid investments with a maturity of three months or less.


 Notes to the condensed set of consolidated financial statements - continued

For the Six Months Ended 30 June 2008 - Unaudited


13    Non-current assets classified as held for sale

On 4 April 2008 the Group disposed of all the freehold property that was classified as held for sale for cash consideration of £2.2 million, which equalled the carrying amount.


14    Disposal of subsidiary

On 1 April 2008 the Group disposed of its interest in Map of Medicine. The net assets of Map of Medicine at the date of disposawere as follows:


 

1 April

 

2008

 

£'000

Property, plant and equipment

8,096

Trade and other receivables

1,734

Trade and other payables

(827)

Attributable goodwill

7,663

 

16,666

Gain on disposal

17,801

Total consideration

34,467

 

 

Satisfied by:

 

Cash

35,000

Deferred consideration

907

Directly attributable costs

(1,440)

 

34,467



 Notes to the condensed set of consolidated financial statements - continued

For the Six Months Ended 30 June 2008 - Unaudited


15    Business combinations

Cash paid on acquisition net of cash acquired


Date acquired

6 months

2008

£'000

6 months

2007

£'000

12 months

2007

£'000

Current period acquisitions

 

 

 

 

Multilingual Matters Limited

31 March 2008

2,428

-

-

INMEX

3 April 2008

1,207

-

-

Binet Exhibitions Pte Ltd

30 April 2008

120

-

-

Keegan Paul Limited

31 May 2008

90

-

-

Other

 

1,606

-

-

Prior-year acquisitions

 

 

 

 

2007 acquisitions:

 

 

 

 

Prepaid Card Expo

 

-

1,518

1,531

By Legal for Legal Limited

 

28

228

228

MECOM & MEMEX

 

-

874

889

Nicholas Publishing International

 

-

749

870

Infoline Conferences Limited

 

610

4,347

4,428

Investment Scorecard, Inc.

 

-

25,180

24,532

Forum Pacific Rim Franchises

 

(179)

4,089

4,133

TMTG Asia Pte Ltd

 

-

847

841

HQ Link Pte Limited

 

15

-

2,857

Shared Insights US, LLC

 

-

-

2,806

Datamonitor plc

 

7,921

-

497,082

Productivity Press

 

273

-

5,238

The Superyacht Cup SA

 

236

-

1,041

The Haworth Press, Inc.

 

23

-

34,184

Online-Congress AG

 

-

-

9,642

Informanews Iberia, SA

 

231

-

303

Selper Limited

 

(35)

-

621

Other

 

474

1,166

3,242

2006 acquisitions:

 

 

 

 

Parks & Company

 

268

64

-

David Fulton Publishers Limited

 

-

(53)

(53)

Lawrence Erlbaum Associates, Inc.

 

-

-

(99)

Junction Limited

 

212

32

45

Other

 

-

-

-

2005 acquisitions:

 

 

 

 

Mark Two Communications BV

 

-

49

88

Medic-to-Medic

 

-

4,087

4,087

Other

 

-

86

-

2004 acquisitions:

 

 

 

 

Falconbury Limited

 

-

499

-

Other

 

-

196

448

 

 

15,528

43,958

598,984


  

Notes to the condensed set of consolidated financial statements - continued

For the Six Months Ended 30 June 2008 - Unaudited


15    Business combinations - continued

Business combinations

The Group acquired the trading assets or 100% of the issued share capital of Multilingual Matters Limited, Keegan Paul Limited, INMEX, Binet Exhibitions Pte Limited and various other publishing titles. Total cash consideration of £6,163,000 was paid. Including deferred consideration, total consideration is not expected to exceed £6,606,000. 


 

 

Fair value

 

Net assets acquired

Book value

adjustments

Fair value

 

£'000

£'000

£'000

Intangible assets

-

6,391

6,391

Cash and cash equivalents

712

-

712

Trade and other payables

(1)

-

(1)

Deferred income

(496)

-

(496)

Deferred tax liabilities

-

(2,019)

(2,019)

 

215

4,372

4,587

Provisional goodwill

 

 

2,019

Total consideration

 

 

6,606

Satisfied by:

 

 

 

Cash

 

 

6,144

Deferred consideration

 

 

443

Directly attributable costs

 

 

19

 

 

 

6,606

Net cash outflow arising on acquisition

 

 

 

Cash consideration

 

 

6,163

Cash and cash equivalents acquired

 

 

(712)

 

 

 

5,451


In the six months ended 30 June 2008, acquisitions generated revenue of £220,000 and net income (based on an assumed tax rate of 28%) of £94,000.

Notes to the condensed set of consolidated financial statements - continued

For the Six Months Ended 30 June 2008 - Unaudited



16    Share based payments

The Group Share Options, Share Matching and Long Term Incentive Plans provide for a grant price equal to the closing quoted market price of the Company's shares on the date prior to grant. The vesting period is generally 3 years and options are forfeited if the employee voluntarily leaves the Group before the options vest.  The options expire if they remain unexercised after the exercise period has lapsed. The options are equity settled.



17    Defined benefits schemes

The defined benefit obligation as at 30 June 2008 is calculated on a year-to-date basis, using the latest actuarial valuation as at 31 December 2007. Other than the discount rate applied, the actuarial assumptions made at 31 December 2007 have not been adjusted as it is considered there have not been any significant fluctuations or one-time events since that date. The discount rate has been increased so as to appropriately reflect current market conditions.


The defined benefit plan assets have been updated to reflect their market value as at 30 June 2008. Differences between the expected return on assets and the actual return on assets have been recognised as an actuarial gain or loss in the Condensed Consolidated Statement of Recognised Income and Expense in accordance with the Group's accounting policy.  



18    Related party transactions

There were no related party transactions other than those relating to Directors' remuneration in the six months ended 30 June 2008.



19    Events after the Balance Sheet date

There have been no significant events since the Balance Sheet date.

   

Directors and Advisers


Directors

Registered Office

Derek Mapp (Non-Executive Chairman)

Peter Rigby (Chief Executive)

Adam Walker (Finance Director)

Sean Watson (Non-Executive Director)

Dr Pamela Kirby (Senior Independent Non-Executive Director)

John Davis (Non-Executive Director)

Dr Brendan O'Neill (Non-Executive Director)

Informa plc

Mortimer House

37-41 Mortimer Street

London W1T 3JH


Registration

Registered in England and Wales Number 3099067

 

 

 

Secretary

Stockbrokers

 

John Burton

RBS Hoare Govett Limited

 

 

250 Bishopsgate

 

Public Relations

London EC2M 4AA

 

Maitland

Merrill Lynch International

 

Orion House

Merrill Lynch Financial Centre

 

5 Upper St Martin's Lane

2 King Edward Street

 

London WC2H 9EA

London EC1A 1HQ

 

 

 

 

Principal Lawyers

Registrars

 

CMS Cameron McKenna

Equiniti

 

Mitre House

Aspect House

 

160 Aldersgate Street

Spencer Road, Lancing

 

London  EC1A 4DD

West Sussex  BN99 3QQ

 

 

 

 

Ashurst

Auditors

 

Broadwalk House

Deloitte & Touche LLP

 

5 Appold Street

Chartered Accountants

 

London EC2A 2HA

Abbots House, Abbey Street

 

 

Reading

 

 

Berkshire RG1 3BD

 




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