Final Results

Intermediate Capital Group PLC 3 April 2002 PRELIMINARY RESULTS FOR THE YEAR ENDED 31 JANUARY 2002 Intermediate Capital Group PLC ('ICG'), the leading specialist European provider of mezzanine finance, announces its results for the year ended 31 January 2002. Financial highlights: * Core income, the best measure of ICG's growth, up 16% to £39.0m * Net capital gains of £2.7m (2001 - £24.5m) * Pretax profits of £41.7m (2001 - £58.0m) * Proposed final dividend of 19.4p making 28p per share for the year, a 12% increase * Loan book increased by 12% to a record £704m Operational highlights: * £308m of financings arranged during the year * A new Euro450m (£280m) loan fund raised * Funds under management reach £1.2bn, a 20% increase * Hong Kong office opened to cover Asia Pacific market Commenting on the results, John Manser, Chairman of ICG said: 'In the context of a testing business environment I am pleased to report a good performance by ICG in the last financial year. Despite the economic slowdown we yet again increased our loan book to a new record level. Core income, which is the key element of ICG's profits, showed further strong growth. We are very pleased to have successfully launched a new loan fund, resulting in our funds under management increasing to approximately £1.2bn at the year end. We have had an encouraging start to our current financial year, having completed four new deals. While the current business environment presents us with challenges it also offers us good opportunities from which we believe ICG and its shareholders can benefit.' Enquiries: Tom Bartlam, Managing Director, Intermediate Capital Group PLC (020)7628 9898 Tom Attwood, Managing Director, Intermediate Capital Group PLC (020)7628 9898 Gill Ackers/Tricia Parish, Brunswick Group Limited (020)7404 5959 Note to the Editors A brief explanation of Intermediate Capital Group's lending activities is attached. Results Pretax profits for the year amounted to £41.7m, down from £58.0m in the previous year. This reduction was in line with expectations given the weak market for realisations and the exceptionally high levels of capital gains in the previous year. Dividends The Board is recommending a final dividend of 19.4p net per share to be paid on 24 May 2002, which, with the interim dividend of 8.6p per share, brings the total for the year to 28.0p net per share, an increase of 12% over last year's dividend. It is ICG's policy to deliver continuing dividend growth, driven by growth in core income. This year's dividend maintains our record of producing double digit dividend growth every year since we floated in 1994. The dividend is covered 1.7 times by core income net of tax and 1.8 times by post tax earnings. Core Income Core income, the most important element of our profits, which ICG defines as net interest income plus fee income less related administrative expenses, rose to £39.0m, an increase of 16%, on the back of growth in both net interest income and fund management fee income. Net interest and dividend income grew by 21% to £36.0m, primarily as a result of the increased loan book and the increased levels of rolled-up interest. Transaction fees reduced to £4.7m compared to £7.0m last year as a result of lower lending activity. Fund management income increased by 57% to £8.8m primarily as a result of increased funds under management and the increased amount of carried interest profit share on our mature mezzanine funds. Total fee income amounted to £14.3m (2001 - £13.3m). Operating expenses increased by 18% to £11.3m, primarily as a result of increased staff costs, higher professional fees and the costs of our new Hong Kong office. These expenses represent 29% of core income (2001 - 29%). Capital Gains and Provisions Gross capital gains for the year amounted to £21.1m compared with the record £56.9m last year. ICG made provisions of £18.2m in respect of loans to four companies. Following a write back of a £2m provision no longer required, net provisions amounted to £16.2m. Capital gains, net of provisions and the £2.2m cost of related employee incentives, amounted to £2.7m. The Loan Portfolio At the year end our portfolio of loan and investments amounted to £704m, which represented a good increase of 12% over the year. In a less active market we had a satisfactory year for new lending. We arranged and provided a total of £308m of funding in respect of 16 deals, of which £176m was invested on our own Balance Sheet, the balance being taken by our fund management clients and syndicated to third parties. We were particularly active in France, where we made eight new investments, and at the year end our continental European portfolio represented over 60% of our loan book. The lower level of M&A activity also resulted in fewer realisations and thus a lower level of repayments, which amounted to £81m in respect of 12 investments. The more difficult economic environment has inevitably led to underperformance by some companies in our portfolio. In a small number of these instances, where the companies were already performing poorly earlier in the year, their situation is now of greater concern and in these cases we have made appropriate provisions. In most other cases the level of underperformance is currently of less concern, and we would expect the trading of these companies to start to improve once we see an upturn in the global economy. Overall we are pleased to be able to report that the bulk of our portfolio is performing satisfactorily. Funding During the year we took the opportunity to increase our facilities so as not to be constrained in our ability to finance new lending opportunities in what could be an attractive environment for mezzanine investment. We raised £100m through a further private placement with maturities between five and ten years and have since the year end raised an additional £90m of medium term bank facilities. This has resulted in our total borrowing facilities amounting to £768m. At the year end our total borrowings amounted to £523m, which represents a relatively conservative gearing ratio for a financial institution like ICG of 2.6:1. Fund Management Last year saw further growth in our fund management activities with funds under management increasing by 20% to £1.2bn. The highlight of the year was raising a new Euro450m (£280m) loan fund which will invest primarily in higher yielding European bank loans. The fund attracted considerable investor interest even in the difficult investment climate at the end of September and we believe the opportunity exists to raise further funds in this area. Our two existing CDO funds totalling Euro750m (£470m), are both fully invested. The European high yield bond market again performed very badly last year. Although our CDOs have continued to significantly outperform the market, their absolute performance has been worse than our original expectations. In mezzanine fund management we continued to steadily invest our recent Euro475m (£295m) mezzanine fund. Higher than expected repayments of assets held by the earlier, more mature funds however led to the amount of money invested falling slightly to £250m at the year end. ICG and the European Mezzanine Market Last year, as concerns about the economy mounted and corporate confidence fell, there was a material reduction in the level of activity in the UK and European buyout markets. The value of buyouts in the second half of 2001 was 45% less than in the same period of the previous year. In this environment we have seen most banks becoming less aggressive in their senior lending except for the large safer transactions. Most of them have also been more wary of taking on large underwriting risks since September. As a consequence, the demand for mezzanine finance has been quite good as it is the natural financing instrument to fill the gap left by the banks. Overall we have seen most financial structures becoming somewhat more conservative since September with lower levels of gearing which is of course a welcome trend. In terms of pricing on new deals we have comfortably been able to maintain the cash yield as well as the overall level of projected returns. During the last financial year the high yield bond markets were only really open for bond issues in excess of £100m for larger safer companies. Consequently we rarely compete with that market. The competitive threat from banks providing mezzanine themselves has reduced somewhat from the previous year. There remain a small number of banks that are particularly keen to build their own mezzanine portfolio and they have continued to be active in the market place along with a few independent mezzanine providers. While at present the competitive threat from banks offering both senior debt and mezzanine may have reduced, in due course we expect this trend to reverse. In 2001 ICG was the second most active arranger of mezzanine in European buyouts. We recognise that we are operating in a market place which is already competitive and may become more so. We are confident we will continue to succeed in the winning of mezzanine mandates and maintaining a good market share because of our reliability, our geographic coverage, our commercial flexibility and the quality and size of our professional team. The Asian Mezzanine Market Last autumn we decided to set up a small office in Hong Kong with two experienced ICG professionals from Europe and we expect to add two further executives with suitable local knowledge and experience. We conducted detailed research over the previous twelve months on the prospects for mezzanine in the Asia Pacific market place and came to the conclusion that there are potentially interesting opportunities in selected countries within the region. Apart from ICG, there is currently no dedicated provider of mezzanine in that market but there are a number of major international private equity houses who are well known to us and who are generally of the view that there will be increasing opportunities for mezzanine in buyouts, acquisition finance and refinancings. As a result of opening the office, we should be in a better position to assess the opportunities in the Asia Pacific mezzanine marketplace and, subject to this, build a leading position in the region. Prospects While it remains difficult to forecast market conditions, it is our assumption in looking at the year ahead that activity levels will remain well below their peak of 2000, although we expect to see some recovery from the very depressed level of the last quarter of 2001. In this uncertain market a more conservative approach by the banks should lead to relatively good demand for mezzanine and a reasonable number of attractive opportunities from which ICG is well placed to benefit. We have started the year well, having completed four new loans in the first two months of our financial year, of which nearly £60m has been invested on our Balance Sheet. We would not expect this rate of investment to be continued throughout the year, but do believe it realistic to expect to be able to continue to grow our loan book. This should lead to growth in net interest income. During the year we will continue our efforts to increase funds under management with particular emphasis being placed on the leveraged loan market. In our existing high yield CDOs improvement in performance will depend on a recovery in the high yield market. There are a number of companies in our portfolio that are seeking a sale or an IPO this year and these are capable of producing good capital gains. The achievement of such gains is, of course, dependent on the strength of the M&A and IPO markets during the year. Our portfolio continues to be well diversified both geographically and across a wide range of sectors, but it is not immune to the effects of a prolonged recession across Europe. We will continue to devote much time to managing the portfolio and protecting its value. In today's changing environment we continue to believe in the growth prospects of the markets in which we operate and look forward to the future with confidence. INTERMEDIATE CAPITAL GROUP PLC CONSOLIDATED PROFIT AND LOSS ACCOUNT For the year ended 31 January 2002 Year to Year to Jan 02 Jan 01 £m £m ___________________________________________________________________________ Interest and dividend income 62.9 55.8 Gain on disposals 21.1 56.9 Fee and other operating income 14.3 13.3 _________ _________ 98.3 126.0 Interest payable and similar charges (26.9) (26.0) Provisions against loans and investments (16.2) (16.9) Administrative expenses (13.5) (25.1) ___________________________________________________________________________ Profit on ordinary activities before taxation 41.7 58.0 Tax on profit (12.8) (17.5) _________ _________ Profit on ordinary activities after taxation 28.9 40.5 Dividend proposed (16.4) (14.6) _________ _________ Retained profit transferred to reserves 12.5 25.9 _________ _________ Earnings per share 49.3 69.2p All activities represent continuing operations Profit on ordinary activities before taxation is split as follows: Core Income Capital Gains Year to Year to Year to Year to Jan 02 Jan 01 Jan 02 Jan 01 £m £m £m £m ______________________________________________________________________________ Income Interest and dividend income 62.9 55.8 - - Gain on disposals - - 21.1 56.9 Fee and other operating income 14.3 13.3 - - ______________________________________________________________________________ 77.2 69.1 21.1 56.9 Less: Interest payable and similar charges (26.9) (26.0) - - Provisions against loans and investments - - (16.2) (16.9) Administrative expenses and incentive payments (11.3) (9.6) (2.2) (15.5) ______________________________________________________________________________ 39.0 33.5 2.7 24.5 ______________________________________________________________________________ INTERMEDIATE CAPITAL GROUP PLC CONSOLIDATED BALANCE SHEET For the year ended 31 January 2002 Jan-02 Jan-01 £m £m Fixed assets Tangible assets 1.5 0.3 Loans 633.3 550.0 Investments 70.7 80.4 Current assets Debtors 14.4 9.4 Loans and investments 33.0 46.7 Cash at bank 1.1 3.1 ________ ________ 48.5 59.2 ________ ________ ___________________________________________________________________ Total assets 754.0 689.9 ___________________________________________________________________ Capital and reserves Called up share capital 11.7 11.7 Share premium account 85.2 85.0 Capital redemption reserve 1.4 1.4 Profit and loss and other reserves 100.2 87.7 ________ ________ Equity shareholders' funds 198.5 185.8 Creditors: amounts falling due after more than one year 523.5 461.2 Creditors: amounts falling due within one year 32.0 42.9 ___________________________________________________________________ Total capital and liabilities 754.0 689.9 ___________________________________________________________________ INTERMEDIATE CAPITAL GROUP PLC CONSOLIDATED CASH FLOW For the year ended 31 January 2002 Year to Year to Jan 02 Jan 01 £m £m Operating activities Interest and dividends received 58.5 55.4 Gain on disposals 21.3 57.4 Fee and other operating income 16.0 13.2 Administrative expenses (25.6) (19.0) ________ ________ 70.2 107.0 Interest paid (26.7) (24.8) ________ ________ Net cash inflow from operating activities 43.5 82.2 Taxation paid (16.5) (14.7) Capital expenditure and financial investment Loans and investments made (184.0) (274.2) Realisations of loans and investments 82.7 115.2 Loans for syndication 13.8 (22.8) ________ ________ (87.5) (181.8) Purchase of tangible fixed assets (1.3) (0.1) ________ ________ (88.8) (181.9) ________ ________ Equity dividends paid (15.2) (13.5) __________________________________________________________________________ Net cash outflow before financing (77.0) (127.9) __________________________________________________________________________ Financing Increase in share capital 0.2 0.3 Increase in debt 74.8 130.6 __________________________________________________________________________ (Decrease)/increase in cash and cash equivalents (2.0) 3.0 __________________________________________________________________________ The financial information set out in the announcement does not constitute the group's statutory accounts for the years ended 31 January 2002 or 2001. The financial information for the year ended 31 January 2001 is derived from the statutory accounts for that year which have been delivered to the Registrar of Companies. The auditors reported on those accounts; their report was unqualified and did not contain a statement under s237(2) or (3) Companies Act 1985. The statutory accounts for the year ended 31 January 2002 will be finalised on the basis of the financial information presented by the directors in this preliminary announcement and will be delivered to the Registrar of Companies following the company's annual general meeting. NOTE TO EDITORS ICG was founded in 1989 and was floated in 1994. Its principal business is to arrange and provide intermediate, or mezzanine, capital for companies in the UK and Continental Western Europe. ICG also has a specialist fund management business relating to higher yielding European debt. ICG makes mezzanine loans from both its own resources and from third party funds under its management. Mezzanine finance ranks in terms of risk and reward between bank debt and equity capital. In return for providing finance, ICG seeks a strong cash yield and an additional return related to the success of the investee company, usually in the form of a capital gain. Mezzanine finance has been principally used to finance management buyouts but is increasingly used as expansion and acquisition capital. ICG has a fast growing fund management business which invests institutional client money in European high yield debt and leveraged loans. Total funds under management amount to £1.2bn. ICG now has a market capitalisation of £450m. In the year ended 31 January 2002 ICG made the following loans and investments: Baxi is a manufacturer of domestic hot water and central heating boilers and products based in the U.K. ICG took a participation of £10m in the mezzanine facility provided to assist in the buyout. Cantrell & Cochrane is a leading Irish manufacturer, wholesaler and distributor of alcoholic and non-alcoholic drinks. In November 2001 ICG assisted in refinancing the company by arranging an additional mezzanine facility of Euro35m. Courtpaille is a leading chain of grill restaurants in France. ICG took a participation of Euro10.6m in the mezzanine facility provided to assist in the buyout. Craegmoor is a UK operator of homes in the long term care market. ICG took a participation of £6m in the mezzanine facility provided to assist in the buyout. Duni AB is a leading supplier of tabletop products for retail, professional and travel markets based in Sweden. ICG arranged a mezzanine facility of Euro44.5m to assist in refinancing the company. Eliokem, based in France, is a leading international manufacturer and supplier of speciality chemicals used in paints, masonry coatings, rubber, plastic, printer toners, textiles and latex. ICG arranged and provided a Euro20.7m mezzanine facility to assist in the buyout. ERM is a leading global provider of environment consultancy and risk management services for both the private and public sectors. ICG arranged and provided a mezzanine facility of $25m to assist in the buyout. Eurogestion, an existing borrower, is a French company with a leading position in pest control for the housing and commercial building sectors. ICG arranged a mezzanine facility of FF 46m to assist in the purchase of the market leader in Italy for pest control services. Gerflor, based in France, is the number two in Europe in the manufacture of PVC flooring. ICG took a participation of FF 170m in the mezzanine facility provided to assist in the buyout. Leisure Link manages a wide range of both gaming machines and other entertainment machines. ICG arranged the mezzanine facility of £37.5m provided to assist in this secondary buyout. Malmberg is a leading publisher of educational material in the Netherlands and Belgium. ICG provided Euro12.5m of the mezzanine facility required to assist in the buyout. Picard is a leading French manufacturer, distributor and retailer of frozen foods. ICG arranged and provided a mezzanine facility of Euro164m to assist in the buyout. Pinewood, an existing borrower based in the U.K., is the leading film studio complex in Europe. ICG arranged and provided a mezzanine facility of £3m to assist in the acquisition of Shepperton Studios. Plastimo, an existing borrower based in France, is a manufacturer and distributor of recreational marine equipment. ICG arranged and provided a mezzanine facility of FF 53m to assist in the purchase of a U.K. nautical equipment distributor. Retif is the leading French wholesaler and retailer of equipment and display units used by small retail outlets, restaurants and hotels. ICG arranged and provided a mezzanine facility of Euro21.4m to assist in the buyout. Sebia is a French based company operating in the clinical diagnostic market, developing and producing equipment and reagents. ICG arranged and provided a mezzanine facility of Euro11.5m to assist in the buyout. This information is provided by RNS The company news service from the London Stock Exchange
UK 100

Latest directors dealings