Trading Statement
London Stock Exchange Plc
10 January 2006
10 January 2006
LONDON STOCK EXCHANGE plc
TRADING STATEMENT
UNAUDITED RESULTS FOR THE THREE AND NINE MONTHS ENDED 31 DECEMBER 2005
AND UNAUDITED EARNINGS FOR THE 12 MONTHS ENDED 31 DECEMBER 2005
London Stock Exchange plc ("the Exchange") today issued its quarterly trading
statement for the three months and nine months ended 31 December 2005 ("Q3")
together with earnings per share on a calendarised basis for the 12 months ended
31 December 2005. All figures for the current year are unaudited.
In summary, the Exchange has produced another very strong financial performance,
benefiting from continued good momentum in all main business areas in the third
quarter, compared to the same quarter last year:
• Main Market new issues increased 20 per cent to 36; total new issues,
including AIM, up from 148 to 168
• SETS bargains/day up 25 per cent to 218,000
• Professional terminals up 4,000 since Q3 last year to 86,000 at end of
December 2005
Reflecting continuing strong performance in Q3, financial results (excluding
exceptional items) for the nine months ended 31 December 2005 show:
• Revenue up 16 per cent to £210.6 million
• Adjusted EPS up 43 per cent to 25.5 pence
For the three months ended 31 December 2005, revenue was £80.9 million (2004:
£62.5 million) including exceptional income of £6.4 million in respect of
settlement reached with a customer in relation to reporting for information
services. Operating profit was £37.5 million (2004: £21.9 million) and basic EPS
was 11.1 pence (2004: 6.5 pence). Before exceptional items, revenue grew 19 per
cent to £74.5 million (£62.5 million) and operating profit increased 45 per cent
to £32.4 million (2004: £22.4 million) while adjusted EPS showed growth of 46
per cent, rising to 9.8 pence (2004: 6.7 pence).
For the nine months ended 31 December 2005, revenue was £217.0 million (2004:
£180.8 million). Operating profit was £62.6 million (2004: £67.3 million) and
EPS was 20.7 pence (2004: 19.3 pence per share). Excluding net exceptionals of
£20.6 million, revenue rose 16 per cent to £210.6 million, operating profit
climbed 31 per cent to £83.2 million (£63.3 million) and adjusted EPS increased
43 per cent to 25.5 pence (2004: 17.8 pence).
For the 12 months ended 31 December 2005, adjusted EPS was 31.9 pence and basic
EPS was 25.6 pence.
Commenting on current trading and prospects, Clara Furse, Chief Executive
Officer, said:
"The Exchange has once again delivered very good top line growth in all main
business areas and the strong momentum in earnings growth has been maintained,
with adjusted EPS growth of 43 per cent for the year so far.
"This performance and the increasing value this creates for shareholders and
customers, together with the quality of the Exchange's brand, technology,
franchise and global position, reinforces our dismissal of Macquarie's offer
which entirely fails to recognise the value of the business and its unique
position. We remain confident of an excellent outcome for this year and
continued strong trading should keep us on course to deliver a strong
performance in financial year 2007."
Issuer Services
In Q3, Issuer Services continued the strong performance seen earlier in the year
with revenue increasing 37 per cent to £15.5 million (2004: £11.3 million),
mainly reflecting the number and size of UK and international new issues during
the period.
During the quarter there was a total of 168 new issues on the Exchange's
markets, up 14 per cent on the same period last year (2004: 148), including 36
on the Main Market (2004: 30). In December alone, a record 83 new companies
joined the Exchange's markets. Money raised on the Main Market increased 145 per
cent to £8.1 billion (2004: £3.3 billion) and the average market capitalisation
of an IPO increased over 250 per cent to £269 million.
The growth in new issues for the first nine months of the financial year was the
principal driver for the 35 per cent rise in Issuer Services' revenue to £42.3
million (2004: £31.3 million). At 474, the total number of new issues increased
31 per cent over the corresponding period last year (2004: 362). Main Market new
issues increased 38 per cent to 83 (2004: 60) while AIM also performed well with
a 29 per cent increase in new issues from 302 to 389. As at 31 December 2005,
the number of companies on AIM grew to a new record level of 1,399 (2004:
1,021), with the total number of companies on our markets increasing to 3,093
(2004: 2,837).
RNS performed well during Q3 with revenues of £2.5 million for the quarter, up
39 per cent. For the nine months of the financial year to date, revenue
increased 26 per cent to £6.7 million, reflecting an increase in the number of
company announcements during the year.
Broker Services
Broker Services delivered an excellent performance as revenue in Q3 increased 22
per cent to £30.9 million (2004: £25.4 million). The average number of equity
bargains per day increased 22 per cent to 344,000 (2004: 281,000) and value
traded totalled £1.4 trillion during the period, an increase of 17 per cent
(2004: £1.2 trillion).
Trading volumes on SETS, the Exchange's electronic order book, continued to grow
strongly. The average number of SETS bargains per day for the quarter reached
record levels at 218,000, a 25 per cent increase (2004: 175,000), including
229,000 bargains per day in October, a new record month. Value traded on SETS
increased 33 per cent to £292 billion (2004: £219 billion). During the quarter,
the average value of a SETS bargain increased five per cent to £21,000 (2004:
£20,000).
SETS growth was supported by the continued success of SETSmm (up 131 per cent to
37,000 bargains per day) which was extended in December 2005 to include the
constituents of the AIM 50 Index as well as the remaining 100 Main Market small
cap stocks not already traded on the service. Overall, trading on SETS
contributed 69 per cent of Broker Services' revenue during the quarter.
In Q3, the average number of off-book bargains decreased to 44,000 per day
(2004: 47,000) while the average number of international bargains rose to 82,000
per day (2004: 59,000).
For the nine months ended 31 December 2005, Broker Services' strong performance
was reflected in a 19 per cent increase in revenue to £87.8 million (2004: £74.0
million). During the period, the daily average number of equity bargains was
326,000 (2004: 258,000) and the daily average number of SETS bargains was
206,000 (2004: 162,000), a financial year to date increase of 27 per cent. The
average value of a SETS bargain was unchanged over the same period last year at
£21,000 (2004: £21,000).
Information Services
Information Services made good progress during the quarter. Revenue for Q3
before exceptional items rose eight per cent to £24.4 million (2004: £22.5
million), reflecting an increase in the number of terminals as well as increased
contributions from SEDOL and Proquote.
The overall number of terminals taking real time Exchange data increased to
99,000, up 5,000 since the same point last year (31 December 2004: 94,000). The
number of terminals attributable to professional users rose to 86,000 (31
December 2004: 82,000). Proquote, the Exchange's provider of financial market
software and data, continued to expand with 3,000 screens (31 December 2004:
2,500).
SEDOL Masterfile, the Exchange's securities numbering service, continued to make
good progress during the period with the number of securities with SEDOL
identification increasing from 700,000 at the end of September 2005 to over one
million.
Information Services' turnover for the financial year to date, before
exceptional items, increased seven per cent from £64.9 million to £69.5 million,
reflecting the increase in number of terminals taking Exchange data and the
success of other information products.
Derivatives Services
Derivatives Services, mainly comprising EDX London, the Exchange's equity
derivatives business, contributed revenues of £1.9 million in Q3 (2004: £1.5
million) and £5.8 million for the first nine months of the year (2004: £5.1
million). During the quarter EDX traded 5.5 million contracts (2004: 4.4
million) and 15.6 million contracts were traded in the nine months ended 31
December 2005 (2004: 13.6 million).
Current Trading and Prospects
The positive market trends seen in the first half of the financial year have
continued in the second half, with strong growth in new issues on both the Main
Market and on AIM and record trading volumes on SETS. In addition, demand for
real time data remains good with professional terminal numbers increasing since
the same point last year. As stated with the release of the Interim Results, the
Exchange is committed to ongoing cost control and should keep operating costs in
the second half of the year at the same level as the first half. In addition,
costs next year should be maintained at the same level as the current financial
year.
Overall, the Exchange is confident of an excellent outcome for the current
financial year and continuing strong market conditions should ensure a strong
performance for the financial year ended 31 March 2007.
Further information is available from:
London Stock Exchange John Wallace - Media 020 7797 1222
Paul Froud - Investor Relations 020 7797 3322
Lyndal Kennedy - Investor Relations 020 7797 3322
Finsbury James Murgatroyd 020 7251 3801
Simon Moyse 020 7251 3801
The Directors of the Exchange accept responsibility for the information
contained in this announcement. To the best of the knowledge and belief of the
Directors of the Exchange (who have taken all reasonable care to ensure that
such is the case), the information contained in this announcement for which they
accept responsibility is in accordance with the facts and does not omit anything
likely to affect the import of such information.
PricewaterhouseCoopers LLP, Merrill Lynch International and Lehman Brothers
Europe Limited have each given and not withdrawn their consent to the inclusion
of their respective reports in this announcement.
Merrill Lynch International, which is regulated in the United Kingdom by the
Financial Services Authority, is acting exclusively for the Exchange and no-one
else in connection with the offer and will not be responsible to anyone other
than the Exchange for providing the protections afforded to clients of Merrill
Lynch International nor for providing advice in relation to the offer.
Lehman Brothers Europe Limited, which is regulated in the United Kingdom by the
Financial Services Authority, is acting exclusively for the Exchange and no-one
else in connection with the offer and will not be responsible to anyone other
than the Exchange for providing the protections afforded to clients of Lehman
Brothers Europe Limited nor for providing advice in relation to the offer.
Consolidated income statement
Nine months ended 31 December 2005
Three months ended Nine months ended
31 December 31 December
________________________________________________________________________________________________________________
2005 2004 2005 2004
Unaudited Unaudited Unaudited Unaudited
Continuing operations Notes £m £m £m £m
________________________________________________________________________________________________________________
Revenue
Issuer Services 15.5 11.3 42.3 31.3
Broker Services 30.9 25.4 87.8 74.0
Information Services - ongoing 24.4 22.5 69.5 64.9
Information Services - exceptional 2 6.4 - 6.4 -
Derivatives Services 1.9 1.5 5.8 5.1
Other 1.8 1.8 5.2 5.5
________________________________________________________________________________________________________________
Total 80.9 62.5 217.0 180.8
________________________________________________________________________________________________________________
Expenses _____________________________________________________
Operating expenses before exceptional items (42.1) (40.1) (127.4) (117.5)
Exceptional expenses 2 (1.3) (0.5) (27.0) (0.5)
____________________________________________________
Total (43.4) (40.6) (154.4) (118.0)
Profit on disposal of Stock Exchange Tower 2 - - - 4.5
________________________________________________________________________________________________________________
Operating profit 37.5 21.9 62.6 67.3
________________________________________________________________________________________________________________
Analysed as:
Operating profit before exceptional items 32.4 22.4 83.2 63.3
Exceptional items 2 5.1 (0.5) (20.6) 4.0
________________________________________________________________________________________________________________
Operating profit 37.5 21.9 62.6 67.3
____________________________________________________
Finance income 5.2 4.5 15.1 14.7
Finance costs (3.5) (3.1) (10.0) (9.5)
____________________________________________________
Net finance income 1.7 1.4 5.1 5.2
Share of profit after tax of joint venture 0.3 0.2 0.9 0.8
Investment income - - 0.3 0.1
________________________________________________________________________________________________________________
Profit before taxation 39.5 23.5 68.9 73.4
Taxation (11.4) (7.1) (20.2) (20.9)
________________________________________________________________________________________________________________
Profit for the financial period 28.1 16.4 48.7 52.5
________________________________________________________________________________________________________________
Loss attributable to minority interest (0.1) (0.1) (3.9) (0.3)
Profit attributable to equity holders 28.2 16.5 52.6 52.8
________________________________________________________________________________________________________________
28.1 16.4 48.7 52.5
________________________________________________________________________________________________________________
Basic earnings per share 3 11.1p 6.5p 20.7p 19.3p
Diluted earnings per share 3 11.0p 6.5p 20.5p 19.1p
Adjusted basic earnings per share 3 9.8p 6.7p 25.5p 17.8p
1. Basis of preparation and accounting policies
The statement above has been prepared on the same basis and applying the same accounting policies as were applied in
preparation of the Group's Interim Report for the six months ended 30 September 2005 approved and issued on
3 November 2005.
The Group's statutory consolidated financial statements for the year ended 31 March 2005 were presented under
UK Generally Accepted Accounting Principles (UK GAAP), carried an unqualified audit report and have been delivered to
the Registrar of Companies. To comply with European Union legislation the Group is required to prepare its
consolidated financial statements for the year ending 31 March 2006 in accordance with International Financial
Reporting Standards (IFRS). Accordingly, this financial information has been prepared using the IFRS accounting
policies which management expects to apply in the Group's first IFRS financial statements for the year ending 31
March 2006 (the IFRS Accounting Policies). The IFRS Accounting Policies are consistent with those adopted for the
restatement of the Group's financial statements for the year ended 31 March 2005, which was published on 21 July 2005.
The results for the three month period ended 31 December 2005 are based on the unaudited management accounts for the
three months ended 31 December 2005. The results for the three month period ended 31 December 2004 are based on the
UK GAAP unaudited management accounts for the three months ended 31 December 2004 adjusted for the IFRS Accounting
Policies. The results for the nine month periods ended 31 December 2005 and 2004 are based on the unaudited management
accounts for the three month periods ended 31 December 2005 and 2004 (as adjusted for the IFRS Accounting Policies)
and the unaudited interim results for the six month periods ended 30 September 2005 and 2004.
The financial information is unaudited and does not constitute statutory financial statements within the meaning of
section 240 of the Companies Act 1985.
2. Exceptional items
Three months ended Nine months ended
31 December 31 December
________________________________________________________________________________________________________________
2005 2004 2005 2004
Unaudited Unaudited Unaudited Unaudited
£m £m £m £m
________________________________________________________________________________________________________________
Exceptional revenue (see below) 6.4 - 6.4 -
Fees in respect of potential offers for the Company (1.3) (0.5) (3.9) (0.5)
Impairment of goodwill and provision in respect of EDX
London Ltd - - (23.1) -
Profit on disposal of Stock Exchange Tower - - - 4.5
________________________________________________________________________________________________________________
Total exceptional items 5.1 (0.5) (20.6) 4.0
________________________________________________________________________________________________________________
The exceptional revenue relates to a settlement reached with a customer in relation to reporting for information
services.
3. Earnings per share
Earnings per share is presented on three bases: basic earnings per share; diluted earnings per share; and adjusted
basic earnings per share. Basic earnings per share is in respect of all activities and diluted earnings per share
takes into account the dilution effects which would arise on the conversion or vesting of share options and share
awards under the Employee Share Ownership Plan (ESOP). Adjusted basic earnings per share excludes exceptional items
to enable comparison of the underlying earnings of the business with prior periods.
Three months ended Nine months ended
31 December 31 December
________________________________________________________________________________________________________________
2005 2004 2005 2004
Unaudited Unaudited Unaudited Unaudited
Continuing operations
________________________________________________________________________________________________________________
Basic earnings per share 11.1p 6.5p 20.7p 19.3p
Diluted earnings per share 11.0p 6.5p 20.5p 19.1p
Adjusted basic earnings per share 9.8p 6.7p 25.5p 17.8p
________________________________________________________________________________________________________________
£m £m £m £m
Profit for the financial period attributable to equity
holders 28.2 16.5 52.6 52.8
Adjustments:
Exceptional items (5.1) 0.5 20.6 (4.0)
Tax effect of exceptional items 1.9 - (4.7) -
Exceptional items and taxation attributable to
minority interest - - (3.7) -
________________________________________________________________________________________________________________
Adjusted profit for the financial period attributable to
equity holders 25.0 17.0 64.8 48.8
________________________________________________________________________________________________________________
Weighted average number of shares - million 254.2 253.2 254.0 274.0
Effect of dilutive share options and awards - million 3.0 2.2 2.9 1.9
________________________________________________________________________________________________________________
Diluted weighted average number of shares - million 257.2 255.4 256.9 275.9
________________________________________________________________________________________________________________
Earnings per share figures for the twelve months ended 31 December 2005 are derived as follows:
Adjusted
Basic basic
earnings earnings
per share per share
_________ _________
p p
_ _
Year ended 31 March 2005 on IFRS basis (as disclosed in Interim Report) 24.2 24.2
Less: Nine months ended 31 December 2004 (as above) (19.3) (17.8)
Add: Nine months ended 31 December 2005 (as above) 20.7 25.5
_________ _________
25.6 31.9
_________ _________
The London Stock Exchange would like to clarify that references to March 2006 PE consensus multiples and analysts'
2006 consensus in its announcement of 15 December 2005 did not constitute a profit forecast for the 12 months ending 31
March 2006, nor has the London Stock Exchange made a profit forecast for the financial year 2006.
_______________________________________________________________________________
The Directors
London Stock Exchange plc
10 Paternoster Square
London
EC4M 7LS
Merrill Lynch International
Merrill Lynch Financial Centre
2 King Edward Street
London EC1A 1HQ
Lehman Brothers Europe Limited
25 Bank Street
London E14 5LE
10 January 2006
Dear Sirs
London Stock Exchange plc
We report on the unaudited results of London Stock Exchange plc (the "Company")
and its subsidiaries (together the "Group") for the three month and nine month
periods ended 31 December 2005 and 2004 and the adjusted and basic earnings per
share of the Group for the twelve month period ended 31 December 2005 (together
the "Unaudited Financial Information"). The Unaudited Financial Information and
the basis on which it is prepared are included in the Company's third quarter
results announcement (the "Announcement") issued by the Company on 10 January
2006.
This report is required by Rule 28.3(b) of the City Code and is given for the
purpose of complying with that rule and for no other purpose. Accordingly, we
assume no responsibility in respect of this report to Macquarie London Exchange
Investments Limited (the "Offeror") or any person connected to, or acting in
concert with, the Offeror or to any other person who is seeking or may in future
seek to acquire control of the Company (an "Alternative Offeror") or to any
other person connected to, or acting in concert with, an Alternative Offeror.
Responsibilities
It is the responsibility of the directors of the Company (the "Directors") to
prepare the Unaudited Financial Information in accordance with the requirements
of the City Code. In preparing the Unaudited Financial Information the Directors
are responsible for correcting errors that they have identified which may have
arisen in unaudited financial results and unaudited management accounts used as
the basis of preparation for the Unaudited Financial Information.
It is our responsibility to form an opinion as required by the City Code as to
the proper compilation of the Unaudited Financial Information and to report that
opinion to you.
Basis of Preparation of the Unaudited Financial Information
The Unaudited Financial Information is required to be presented on a basis
consistent with the accounting policies the Group expects to be applied in its
consolidated financial statements for the year ending 31 March 2006 following
the adoption of International Financial Reporting Standards (the "IFRS
Accounting Policies"), as set out in the Company's unaudited interim
announcement for the six month period ended 30 September 2005 issued by the
Company on 3 November 2005.
The Unaudited Financial Information has been prepared on the basis set out in
the notes to the Announcement, and:
(a) the results for the three month period ended 31 December 2005 are based
on the unaudited management accounts for the three months ended 31
December 2005; and the results for the three month period ended 31
December 2004 are based on the UK GAAP unaudited management accounts
for the three months ended 31 December 2004 as adjusted for the IFRS
Accounting Policies;
(b) the results for the nine month periods ended 31 December 2005 and 2004
are based on the unaudited management accounts for the three month
periods ended 31 December 2005 and 2004 set out above and the
unaudited interim results for the six month periods ended 30 September
2005 and 2004 included in the interim announcement issued by the
Company on 3 November 2005; and
(c) the adjusted and basic earnings per share for the twelve month period
ended 31 December 2005 are based on the results for the nine month
period ended 31 December 2005 set out above and the unaudited
management accounts for the three months ended 31 March 2005.
Basis of Opinion
We conducted our work in accordance with the Standards for Investment Reporting
issued by the Auditing Practices Board in the United Kingdom. Our work included
evaluating the basis on which the historical financial information for the
periods included in the Unaudited Financial Information has been prepared and
considering whether the Unaudited Financial Information has been accurately
computed using that information and whether the basis of accounting used is
consistent with the IFRS Accounting Policies.
We planned and performed our work so as to obtain the information and
explanations we considered necessary in order to provide us with reasonable
assurance that the Unaudited Financial Information has been properly compiled on
the basis stated.
However, the Unaudited Financial Information has not been audited. The actual
results, therefore, may be affected by revisions to accounting estimates due to
changes in circumstances, the impact of unforeseen events and the correction of
errors in the unaudited interim announcement for the six month period ended 30
September 2005 and unaudited management accounts.
Our work has not been carried out in accordance with auditing or other standards
and practices generally accepted in the United States of America and accordingly
should not be relied upon as if it has been carried out in accordance with those
standards and practices.
Opinion
In our opinion, the Unaudited Financial Information has been properly compiled
on the basis stated and the basis of accounting used is consistent with the IFRS
Accounting Policies.
Yours faithfully
PricewaterhouseCoopers LLP
Chartered Accountants
_______________________________________________________________________________
The Directors
London Stock Exchange plc
10 Paternoster Square
London EC4M 7LS
10 January 2006
Dear Sirs,
We have discussed with you as Directors of London Stock Exchange plc the
unaudited results of London Stock Exchange plc and its subsidiaries for the
three month and nine month periods ended 31 December 2005 and 2004 and the
adjusted and basic earnings per share for the twelve month period ended 31
December 2005 included in the third quarter results announcement to be issued on
10 January 2006 (together the "Unaudited Financial Information") and the basis
on which this has been prepared.
We have also discussed the accounting policies and basis of calculation for the
Unaudited Financial Information with PricewaterhouseCoopers LLP, London Stock
Exchange's auditors, and have considered their letter of today's date addressed
to yourselves and ourselves on this matter. You have confirmed to us that all
information material to the Unaudited Financial Information has been disclosed
to us. We have relied on the accuracy and completeness of all such information
and have assumed such accuracy and completeness for the purpose of rendering
this letter.
On the basis of the foregoing, we consider that the Unaudited Financial
Information, for which you as Directors of London Stock Exchange plc are solely
responsible, has been compiled with due care and consideration.
This letter is provided to you solely in connection with Rule 28.3(b) of the
City Code on Takeovers and Mergers and for no other purpose.
Yours faithfully,
Merrill Lynch International Lehman Brothers Europe Limited
This information is provided by RNS
The company news service from the London Stock Exchange