Interim Results

Intermediate Capital Group PLC 11 October 2005 Embargoed until 07.00am on Tuesday 11th October 2005 INTERIM RESULTS FOR THE SIX MONTHS ENDED 31 JULY 2005 Intermediate Capital Group PLC ('ICG'), the leading specialist European provider of mezzanine finance, announces its results for the six months ended 31 July 2005. For the first time these results have been prepared under IFRS. IFRS Financial highlights: • Core income* up 28% to £44.0m (2004: £34.5m) • Gains on investments up 173% to £64.6m (2004: £23.7m) • Pre-tax profits up 94% to £78.5m (2004: £40.5m) • EPS up 81% to 71.5p (2004: 39.4p) • Interim dividend up 19% to 14.0p per share Operational highlights: • New investments of £168m by ICG compared to repayments at exit of £141m • £208m of loans were refinanced with ICG reinvesting £216m in these companies • Loan book up 5% to £1.3bn Commenting on the results, John Manser, Chairman of ICG said: 'I am delighted to report a record performance by ICG in our first half with pre-tax profits up by over 94% at £78.5m year on year. Core income and pre-tax profits reached record levels by any accounting measure. We have had satisfactory levels of new lending despite the continued competition for mezzanine assets. On a like for like basis, the loan book has increased by 5% to £1.3bn in the last six months which is encouraging in the light of the high levels of refinancing and repayments. The buoyant exit market for LBOs has resulted in strong gains on investments of £64.6m in the first six months. While it is too early to comment on the second half, the first half growth in the portfolio and the encouraging pipeline for new deals and exits should lead to another good performance'. The comparatives have been restated under IFRS, but do not include the effects of IAS 32 and IAS 39 and are therefore not directly comparable to this year. A table setting out comparisons under UK GAAP, as well as IFRS, is shown below. UK GAAP** IFRS ------------------------------- ------------------------ July 2004 July 2005 July 2004 July 2005 Jan 2005 ----------- ----------- ----------- ----------- ---------- (Unaudited) (Unaudited) % (Unauditied) (Unaudited) % (Pro-forma, unaudited)*** £m £m £m £m £m Net Interest Income 35.1 46.3 35.1 49.6 88.5 Core Income* 34.8 41.1 18% 34.5 44.0 28% 76.5 Gains on investments 23.7 56.1 137% 23.7 64.6 173% 57.0 Provisions (13.0) (15.3) (13.0) (17.5) (26.5) Profit before Tax 40.8 69.6 71% 40.5 78.5 94% 107.0 Investments 1,033.5 1,239.0 1,033.5 1,311.2 1,253.5 *The definition of core income may be found in the 'analysis of profit before tax' **References to UK GAAP refer to UK GAAP used to present the 31 January 2005 financial statements rather than currently in existence ***From the transitional statement released on 16 September 2005 Enquiries: Tom Attwood (020) 7628 9898 Managing Director, Intermediate Capital Group PLC Paul Piper (020) 7628 9898 Director, Intermediate Capital Group PLC Gill Ackers, Brunswick Group Limited (020) 7404 5959 An interview with Tom Attwood, Managing Director, Intermediate Capital Group PLC, in video, audio and text format is available at www.icgplc.com and at www.cantos.com CHAIRMAN'S STATEMENT Introduction I am delighted to report an excellent performance by ICG in the six months to 31 July 2005. Core income, prepared for the first time under IFRS, rose by 28% to £44.0m compared to the first half of last year. This resulted from growth in net interest income due to an increase in the loan book and the impact of the new accounting standards. On a like for like basis, under UK GAAP, the increase would have been 18%. Gains on investments were particularly strong in the period and, after taking into account provisions against impaired assets, pre-tax profits for the first half almost doubled to £78.5m. While we have seen a good flow of mezzanine opportunities throughout Europe and had satisfactory levels of new lending, we have been selective in the increasingly competitive mezzanine market and continue to reject a number of potential deals on the grounds of inadequate return for the perceived risk. Refinancing and repayments have been at record levels. The second half has started well, in similar market conditions to those of the first half. We continue to experience high levels of repayment which are being matched by a satisfactory level of investment opportunities. Profits for the second half should again benefit from a good level of gains on investments resulting from exit activity and from further growth in core income. Loan Portfolio In the six months to July our extensive coverage throughout Europe generated healthy deal flow. While we have continued to be selective in the face of increasing leverage, we have maintained a good level of new lending. We arranged or underwrote £302m in 14 new deals, with £168m being taken onto our own balance sheet, £94m being taken by our fund management clients and the balance being syndicated to third parties. Seven of these new deals were in France, two in each of Sweden and Germany and one in each of the UK, South Korea and the Netherlands. Twelve of these loans were to finance buyouts, one was acquisition capital and one a high yield bond. After a good year for repayments in 2004/05, this year has been stronger still. The level of repayments in the first half amounted to £141m from 13 companies in our portfolio. Additionally, existing borrowers with £208m of lending from ICG took advantage of the current hot debt market to refinance the debt in their balance sheet at lower pricing and, for the lender, higher risk. ICG chose to increase its overall exposure to these companies by £8m. In aggregate £349m of loans were repaid or refinanced, 28% of our opening loan book. Taking into account the levels of new lending, repayments and impairment provisions, the value of the loan book has risen by 5% to £1.3bn over the last six months. In addition the depreciation of sterling against the US dollar increased the loan book by £7.4m. While the majority of our portfolio continues to trade well and we benefit from having a well-diversified portfolio, both by sector and geography, a small number of our loans continue to disappoint and appropriate provisions have been made. The European Mezzanine Market The European buyout market was very active in the first half of the year, with its total value amounting to approximately £37bn, a 50% increase on the level of buyouts in the first half of 2004. There is heavy competition among financial buyers who have or are in the process of raising record levels of liquidity for new funds. This has led to ever higher prices being paid for some companies. Further increase in the levels of liquidity in the debt markets has resulted in banks being more aggressive in the amount of senior debt that they are prepared to offer to finance some of the larger buyouts. This is evident in the record levels of refinancing experienced across the leveraged buyout sector and in the banks', and other lenders', new willingness to allow private equity investors to take substantial amounts of money out of their investments prior to exit. The high yield bond market had a strong first quarter but activity fell in the second quarter following the rating downgrades of General Motors and Ford. During the first half, there continued to be good demand for mezzanine, with growth of some 10% over last year. However, it should be noted that over 75% of this volume was derived from recapitalisations and secondary or tertiary buyouts. Mezzanine accounted for approximately 6% of the total value of buyouts. In the highly competitive banking market, banks are being tempted to reduce margins and increase leverage for some larger mezzanine transactions. Banks, hedge funds and structured debt funds are targeting the mezzanine market. Accordingly, mezzanine loans have been arranged where, in ICG's opinion, the terms do not adequately reflect the risk and in which ICG has therefore chosen not to invest. The first half has also seen an increase in the use of second lien debt which, in some cases, replaced all or part of the mezzanine layer but at lower pricing. Outside the larger transactions, lenders such as ICG, which have long credit experience in the mezzanine market and the ability to structure complex transactions, coupled with a pan European presence, remain well placed. Asia Pacific The Asia Pacific markets are becoming increasingly active. Private equity investors are targeting the region and over the last twelve months a significant number of new funds have been raised which is stimulating investment activity. During the first six months of the year, we achieved our second exit, recording a very satisfactory return, and in the same period made one new mezzanine loan. In addition, we have in recent weeks launched our first Asia Pacific Mezzanine Fund targeting third party funds of US$200m. The raising of a dedicated fund in Asia is an important step in building our business there. We believe the Asia Pacific Region will provide a source of good investment opportunities and growth. Funds under management Our mezzanine funds are performing well. Total mezzanine funds under management now stand at £1.05m of which £668 million (€968 million) is invested. Our latest fund, the ICG Mezzanine Fund 2003, is 57% invested. Our specialist sub-investment grade fund management business has continued to perform satisfactorily. The strong liquidity in the high yield bond market that characterised the second half of 2004 continued into the first quarter but was reversed by mid year on the back of concerns in the Automotive Sector and inflationary fears in the US. The performance of our two older CDOs has been stable and both funds made distributions to their equity investors during the period. Our four loan funds are also performing well and are fully invested despite a high level of prepayments. We now manage assets of over €2.25bn (£1.55bn) for the six existing funds and, additionally, hold assets of £86m as current assets on our own balance sheet as a warehouse for future funds. We have launched our new credit fund, Eurocredit Opportunities I PLC, which has attracted considerable interest from both existing and new investors. This fund is more lowly geared than our previous funds allowing us the flexibility to pursue alternative strategies in European credit markets. We expect to close this fund within the next month at a level of €400m. We remain confident that we have the potential to increase significantly the size of our fund management business in the years ahead. IFRS This year we have prepared our interim accounts under IFRS. We have restated last year's figures, but have taken advantage of the exemption to exclude the impact of IAS 32 (Financial Instruments: Disclosure and Presentation) and IAS 39 (Financial Instruments: Recognition and Measurement). The results for the year are therefore not directly comparable. On page 1 is a table which sets out our headline figures in such a way that a comparison may be made. The overall impact of IFRS has been the earlier recognition of capital profits and non-cash interest which, along with the requirement to fair value financial derivatives, is likely to lead to increased volatility in our profits going forward. Core Income Under IFRS, core income, which is the key component of ICG's profitability and consists of net interest and fee income less relevant administrative expenses, rose by 28% to £44.0m compared to the first half of last year. Under UK GAAP, the increase would have been 18%. Net interest income at £49.6m rose strongly in the period due to the effects of an increased loan book plus the impact of IFRS from, firstly, the inclusion of underwriting and agency fees as part of interest income and, secondly, reserves against unpaid interest income now being shown as part of provisions. Total fee income has reduced to £11.4m from £12.5m last year. The principal reason for this is that agency and deal fees have decreased from £3.9m to £2.8m as a result of their partial inclusion in interest income under IFRS. Fees from fund management remained at similar levels to last year at £8.6m. Operating expenses, excluding the cost of the medium term incentive scheme, increased to £12.2m from £10.1m for the period mainly as a result of increased staffing and staff costs. Gains on investments As the market for exits has improved, the level of gains on investments increased substantially in the first six months of the year. Total gains amounted to £64.6m, of which £56.1m came as a result of cash gains arising from one IPO, eight trade sales and the sale of shares from our quoted portfolio. In addition, there has been a net increase of £8.5m in the fair value of warrants and listed shares held in the balance sheet and therefore included in gains on investments. Provisions Provisions relating to loans and investments during the period amounted to £17.5m compared to £13.0m for the same period last year. These provisions primarily relate to the recent significant underperformance of one of our portfolio companies, along with some further provisions against existing impaired assets. Dividends The Board has declared an interim dividend of 14.0p per share, an increase of 19% over the interim dividend last year, reflecting the strong results and exceptional capital gains. This will be paid on 11 November 2005 to shareholders on the register at 21 October 2005. Funding In April we took advantage of the liquidity in the banking market and completed a new five year revolving credit facility with a group of banks for £845m, replacing previous banking facilities of £359m. At the end of the period, ICG had £1bn of debt, which resulted in comparatively low gearing of 2.3:1. Board appointment It is with regret that I have to announce the resignation of Dr. Martin Kohlhaussen as a non-executive director of the company. Martin is Chairman of the Supervisory Board of Commerzbank and this sadly led to some conflicts of interest. I would like to take this opportunity to thank Martin for his valuable contribution to our discussions at the Board. Year End It is our intention to change the year end of the company from 31 January to 31 March for this and future years. The reason for the change is that we wish to align ICG's year end with those of our fund clients to enable us to provide common information to both our shareholders and our fund investors. The results for this accounting period will therefore be for 14 months ending 31 March 2006. Prospects The buyout market remains extremely buoyant, leading to a healthy stream of mezzanine opportunities. We expect this level of activity to continue in the medium term fuelled by record amounts of new fund raising by private equity funds. The demand for mezzanine also remains high but competition in the European mezzanine market, including that from second lien debt, will continue to have an adverse influence on the pricing and structuring of some larger mezzanine loans. Maintaining our credit discipline in this environment will of course be essential. Nevertheless, we believe that with our brand, pan European network, long term commitment to the market and our ability to underwrite and supply large amounts of mezzanine, we will continue to see a satisfactory level of quality deal flow. However, the current trend of refinancing of loans to existing borrowers is having the effect of increasing the overall levels of risk. We will, therefore, remain particularly selective in new lending. In the remainder of the year, we forecast that the level of repayments will remain high, as evidenced by six repayments totalling £65m since July. We expect that this will continue to temper loan book growth although we have invested in four new loans totalling £59m over the same period. The growth in the portfolio in the first half and the increase in funds under management should lead to decent momentum in core income. The strong exit market leads us to view confidently the outlook for gains on investments for the remainder of the year. As a result we expect to be able to record another good performance in profits in the second half. While there are a few of our investments whose performance gives us concern, our portfolio overall continues to do well. We therefore continue to view the future with confidence. INTERMEDIATE CAPITAL GROUP PLC CONSOLIDATED INCOME STATEMENT for the six months ended 31 July 2005 Half year to 31 Half year to 31 Year to 31 July 2005 July 2004 January 2005 (unaudited) (unaudited) (audited) £m £m £m Interest and dividend income 67.9 46.9 101.6 Gains on investments 64.6 23.7 62.9 Fee and other operating income 11.4 12.5 27.4 ----------- ----------- --------- 143.9 83.1 191.9 Interest payable and similar charges (18.3) (11.8) (26.5) Provisions for impairment of assets (17.5) (13.0) (28.2) Administrative expenses (29.6) (17.8) (42.2) ----------- ----------- --------- Profit before tax 78.5 40.5 95.0 Income tax expense (28.7) (13.2) (33.5) ----------- ----------- --------- Profit for the period attributable to the equity shareholders 49.8 27.3 61.5 =========== =========== ========= Earnings per share 71.5p 39.4p 88.6p =========== =========== ========= In accordance with the transitional rules on first-time adoption of IFRS, the 2004/05 statutory comparatives do not follow IAS 32 'Financial Instruments: Disclosure and Presentation' and IAS 39 'Financial Instruments: Recognition and Measurement', but instead follow applicable UK GAAP requirements. ANALYSIS OF PROFIT BEFORE TAX for the six months ended 31 July 2005 Half year to 31 Half year to 31 Year to 31 July 2005 July 2004 January 2005 (unaudited) (unaudited) (audited) £m £m £m Income Interest and dividend income 67.9 46.9 101.6 Fee and other operating income 11.4 12.5 27.4 --------- ---------- --------- 79.3 59.4 129.0 Less: Related expenses Interest payable and similar charges (18.3) (11.8) (26.5) Administrative expenses - Salaries and benefits (7.8) (6.5) (13.3) Operating expenses (4.4) (3.6) (8.3) Medium term incentive scheme (4.8) (3.0) (6.3) --------- ---------- --------- Core Income 44.0 34.5 74.6 --------- ---------- --------- Realised capital gains and changes in warrant valuations 64.6 23.7 62.9 Medium term incentive scheme (12.6) (4.7) (14.3) --------- ---------- --------- Net Capital Gains 52.0 19.0 48.6 --------- ---------- --------- Provisions for impairment of assets (17.5) (13.0) (28.2) --------- ---------- --------- Profit before tax 78.5 40.5 95.0 ========= ========== ========= INTERMEDIATE CAPITAL GROUP PLC CONSOLIDATED BALANCE SHEET 31 July 2005 31 July 2005 31 July 2004 31 January 2005 (unaudited) (unaudited) (audited) £m £m £m Non current 1.3 1.3 1.3 assets Property, plant and equipment Financial assets, loans and 1,311.2 1,033.5 1,182.8 investments Deferred tax - 0.9 0.8 asset --------- --------- -------- 1,312.5 1,035.7 1,184.9 --------- --------- -------- Current assets Trade and other 5.8 25.5 20.2 receivables Financial assets, loans and 156.5 1.4 40.9 investments Cash and cash 83.7 83.3 55.6 equivalents --------- --------- -------- 246.0 110.2 116.7 --------- --------- -------- --------- --------- -------- Total assets 1,558.5 1,145.9 1,301.6 ========= ========= ======== Equity and reserves Called up share 13.9 13.9 13.9 capital Share premium 174.0 172.4 172.5 account Capital 1.4 1.4 1.4 redemption reserve Other reserves 13.4 0.4 0.5 Retained earnings 231.2 165.7 191.6 --------- --------- -------- Equity 433.9 353.8 379.9 shareholders' --------- --------- -------- funds Non current liabilities Financial 955.1 649.3 711.4 liabilities Deferred tax 11.7 - - liabilities --------- --------- -------- 966.8 649.3 711.4 --------- --------- -------- Current liabilities Trade and other 52.4 56.9 58.9 payable Financial 73.0 69.1 131.5 liabilities Liabilities for 32.4 16.8 19.9 current tax --------- --------- -------- 157.8 142.8 210.3 --------- --------- -------- --------- --------- -------- Total liabilities 1,124.6 792.1 921.7 --------- --------- -------- --------- --------- -------- Total equity and liabilities 1,558.5 1,145.9 1,301.6 ========= ========= ======== In accordance with the transitional rules on first-time adoption of IFRS, the 2004/05 statutory comparatives do not follow IAS 32 'Financial Instruments: Disclosure and Presentation' and IAS 39 'Financial Instruments: Recognition and Measurement', but instead follow applicable UK GAAP requirements. INTERMEDIATE CAPITAL GROUP PLC CONSOLIDATED CASH FLOW STATEMENT for the six months ended 31 July 2005 Half year to 31 Half year to 31 Year to 31 July 2005 July2004 January 2005 (unaudited) (unaudited) (audited) £m £m £m Cash flows from operating activities Interest and fee receipts 59.2 55.1 115.3 Dividends received 3.1 0.2 0.9 Gain on disposals 56.4 23.7 62.9 Interest payments (17.0) (13.9) (24.4) Cash payments to suppliers and employees (30.6) (17.8) (28.9) --------- --------- --------- Cash generated by operations 71.1 47.3 125.8 Income taxes paid (19.8) (11.6) (26.5) --------- --------- --------- Net cash from operating activities 51.3 35.7 99.3 --------- --------- --------- Cash flows from investing activities Interest received 0.9 0.7 1.6 Purchase of current financial assets (110.5) 26.1 (14.2) Purchase of loans and investments (213.4) (168.7) (398.6) Proceeds from sale of loans and investments 160.8 190.3 311.7 Purchase of property, plant and equipment (0.1) (0.1) (0.3) --------- --------- --------- Net cash (used in)/from investing activities (162.3) 48.3 (99.8) --------- --------- --------- Cash flows from financing activities Dividends paid (19.6) (16.7) (24.9) Increase/(decrease) in long-term borrowings 163.3 (34.4) 39.8 (Decrease)/increase in other borrowings (6.1) 9.4 - Increase in share capital 1.5 2.4 2.6 --------- --------- --------- Net cash from/(used in) financing activities 139.1 (39.3) 17.5 --------- --------- --------- Net increase in cash 28.1 44.7 17.0 Cash at beginning of year 55.6 38.6 38.6 --------- --------- --------- Cash at end of year 83.7 83.3 55.6 ========= ========= ========= INTERMEDIATE CAPITAL GROUP PLC CONSOLIDATED STATEMENT OF RECOGNISED INCOME AND EXPENSE for the six months ended 31 July 2005 Half year to 31 Half year to 31 Year ended 31 July 2005 July 2004 January 2005 (Unaudited) (Unaudited) (Unaudited) £m £m £m Available for sale investments: Valuation gains / (losses) taken to equity 11.6 - - Transferred to profit or loss for the period (9.0) - - Tax on items taken directly to or transferred from equity (0.8) - - -------------------------- --------- --------- ---------- Net income recognised directly in equity 1.8 - - Profit for the period 49.8 27.3 61.5 -------------------------- --------- --------- ---------- Total recognised income and expense for the period attributable to shareholders 51.6 27.3 61.5 -------------------------- --------- --------- ---------- CONSOLIDATED STATEMENT OF CHANGES IN EQUITY for the six months ended 31 July 2005 Retained earnings Half year to 31 Half year to 31 Year ended 31 July 2005 July 2004 January 2005 (Unaudited) (Unaudited) (Unaudited) £m £m £m Balance at 31 January (IFRS excluding IAS 32 and 39) 191.6 155.0 155.0 IFRS adjustments for IAS 32 and 39 9.4 - - ------------------------- --------- --------- ---------- Balance at 1 February (IFRS including IAS 32 and IAS 39) 201.0 155.0 155.0 Profit on ordinary activities after tax 49.8 27.3 61.5 Dividends paid (19.6) (16.7) (24.9) ------------------------- --------- --------- ---------- Balance at 31 July / 31 January 231.2 165.6 191.6 ------------------------- --------- --------- ---------- This information is provided by RNS The company news service from the London Stock Exchange
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