Outcome of Business Review
Trinity Mirror PLC
14 December 2006
Trinity Mirror plc
Outcome of the Business Review
Highlights
• Trinity Mirror plc to focus on National newspaper titles and key Regional
titles in Scotland, the North of England and Wales and UK digital assets
• Sports division, including Racing Post, and regional titles in the
Midlands and London and the South East to be sold
• Adoption of new technology led operating model across Group to accelerate
growth and reduce costs
• Programme will deliver additional annualised cost savings of £20 million
by 2008
• The Board intends to at least maintain the current level of annual
dividend per share
• The Board intends to return to shareholders surplus capital arising from
the disposals, net of related tax charges and such pension payments as are
necessary
Commenting on the results of the comprehensive Business Review Sly Bailey, Group
Chief Executive, said: 'It has taken a great deal of hard work by everyone
involved but I am very pleased we can now present a strategic plan for Trinity
Mirror that, once delivered, will make us one of the most efficient and modern
media groups in Europe.
'The proposed disposals will enable us to concentrate on the heart of the group
and adopt a new, technology-led operating model that will ensure we serve our
advertisers and readers better from a significantly lower cost base. The new
integrated model will allow Trinity Mirror plc to develop as a multi-platform
media business and capitalise on the enormous strengths we have in our core
markets. Now this review has been completed we can move forward swiftly and turn
our vision into a reality.'
Introduction
The Board of Trinity Mirror plc (the 'Board') today announces the outcome of the
review of the Group's businesses which was announced on 3 August 2006.
Background to the Business Review
Since 2003 the Trinity Mirror plc has significantly improved the underlying
performance of its portfolio of businesses. The Group has been strengthened
through a combination of investment, new launches and selected acquisitions and
divestments. These include continuing investment in IT systems and printing
presses, the acquisition of five digital businesses and the launch of more than
300 products and services. Non-core assets, including the Irish regional
newspapers and the Magazines and Exhibitions division, have been divested. In
addition, performance has been improved by a reduction in operating costs of
over £60 million per annum and new digital revenues (including revenues from
acquisitions) of around £30 million across the Group.
As the next logical step to maximise value the Board, in August, initiated an
in-depth review of the Group's businesses, operating models and structure. The
Review had two key objectives. Firstly, to determine the best way of maximising
value from the Group's existing asset base. Secondly, to ensure the Group is
properly positioned to capture the opportunities available to it in a rapidly
changing media environment.
The Review has taken into account the current advertising market conditions
impacting its Nationals and Regionals businesses, the synergies existing between
different parts of the Group as well as the considerable opportunities available
to the Group through the development of its digital activities.
In the course of this comprehensive Review several third parties have expressed
an interest in acquiring a number of the Group's assets. These unsolicited
approaches have naturally been fully considered as part of the Review. The
approaches included a conditional indicative offer for the Nationals businesses
which the Board concluded substantially undervalued these assets.
In addition, the Review, led by the Chief Executive, examined a full range of
alternative structures for the Group including the separation of the Regionals
and Nationals businesses by way of full demerger. Having thoroughly considered
the implications the Board has concluded that a separation through de-merger
would adversely impact shareholder value.
The Review demonstrated that there is considerable additional value that can be
delivered to shareholders through a new, technology-enabled operating model that
will generate benefits for advertisers and readers alike. These changes will
enable the Group to make a number of cost savings and also offer opportunities
to generate additional revenue as well as provide a stronger platform for
investment and long-term growth.
Conclusions of Business Review
Group Structure
The Board sees the future of the Group as a multi-platform publishing and
advertising business based on a combination of market leading newspaper titles
and digital assets offering best-in-class margin potential and significant
growth potential once advertising market conditions improve.
The Review led the Board to conclude that in order to maximise shareholder value
for the medium to long term it should rationalise its portfolio of titles. The
Review identified that the Group's Regional businesses in Scotland, the North of
England, and Wales, complemented by its strong UK wide digital assets and
supported by the strong cash flows of the Nationals, represent the best
opportunities for growth.
Our newspaper titles in these regions enjoy leading positions in each of their
well-defined and concentrated geographic markets. The complementary local
digital businesses and the acquired digital assets provide the platform for
strong growth opportunities and increasing shareholder value.
The Board believes that, whilst valuable assets, the Group's Regional businesses
in the Midlands and London and the South East, do not offer the same
opportunities for the Group and are likely to be more attractive to other
owners. The Board has, therefore, concluded that it should seek to dispose of
the Regional businesses in the Midlands and London and the South East.
Our National titles, with industry leading margins, generate strong, sustainable
and robust cash flows which underpin the financial strength of the Group to
enable it invest in and grow the business.
The Review also concluded that the Sports division, principally the Racing Post,
has minimal overlap in terms of readership, advertising base or editorial
content with the Group's other titles and operates as a standalone business
within the Group. The Board therefore believes that the growth opportunities
available to this specialist publishing business would be better served under
different ownership. It is the intention of the Board that, as part of any
divestment, the Racing Post brand is protected and strengthened.
These disposals will result in a Group with increased focus on a streamlined
portfolio of high quality media assets, offering growth in revenues, margins and
earnings. Strong cash flow generation will support this growth through continued
investment and selected acquisitions and will provide continuing rewards to
shareholders. The disposals do not affect any of the Group's Manufacturing
network.
The Board has appointed Rothschild to advise it on the various disposal
processes which are expected to be completed during the second and third
quarters of 2007, subject to it receiving full and attractive offers for each of
the businesses to be sold.
Operating model
The Review looked at all elements of our portfolio across print and on-line, our
organisational structure and the efficiency and effectiveness of our resources
to drive revenues, manage cost and build profit.
We have identified a number of areas to improve the performance of our
businesses significantly by further investment in technology. This investment
will modernise and streamline our processes, drive revenues across print and
on-line and allow us to serve our readers better and advertisers more
effectively.
By integrating our print and on-line operations more closely we will be able to
remove many of the existing barriers to cross selling opportunities and serve
our markets at lower cost whilst sustaining attractive margins. The investment
in IT systems will transform the way we do business by significantly reducing
low value-added administrative tasks thereby freeing up resource to concentrate
on revenue generation.
We intend to carry out a fundamental upgrade of editorial systems; to
restructure our circulation sales support functions and outsource a number of
them where practicable; and to streamline our advertising and pre-press
functions using state-of-the-art technology so they will utilise online and
call-centre sales channels with significant benefits for all.
Specifically, the investment in new technologies will enable our regional
businesses to:-
• Drive revenues by increasing our advertisers' reach through access to our
powerful multi-media platforms
• Automate the creation of many types of advertising in ways that
significantly reduces paper processing and cost
• Create call-centres with better capacity utilisation and better
conversion rates
• Modernise newspaper sales by creating a unified transport and logistics
operation and outsource low value-added administration
• Streamline our editorial processes to allow more extensive and efficient
multimedia publishing
Developing these capabilities will support our overall strategy of deepening our
penetration of our geographies and markets.
In our Nationals business, system enhancements in advertising and editorial will
result in efficiencies and streamlined processes. Work is already underway to
de-layer management and outsource circulation sales supporting activities in
Scotland. We aim to build on the total reach and relevance of our Nationals
titles with on-line development being an integral part of our strategy. Our UK
Nationals on-line digital presence will see new look sites designed to fully
play to the strengths of the web, focusing on the key content strands of News,
Sport and Showbiz. The sites will be easier to navigate featuring a substantial
increase in audio visual and user generated content. Our objective is to
increase substantially unique users and online revenues during 2007.
Business Review - financial impact
The businesses to be sold, namely Sports and the regional titles in the
Midlands, London and the South East, in aggregate reported sales and EBIT of
£132 million and £27 million respectively in the 26 weeks to 2nd July 2006.
It is the Board's intention to return to shareholders surplus capital arising
from the disposals, net of related tax charges and such pension payments as are
necessary. Further guidance will be provided once the disposals have been
completed.
The Board is confident that in the medium-term, the streamlined Regionals
division will have the capacity to generate margins amongst those of the
best-in-class operators in the UK regional newspaper publishing sector. Post
2007, having completed the investment in colour presses, the Nationals division
will require minimal capital expenditure requirements over the medium to long
term, thereby providing ongoing strong cash flow generation for investment and
growth across the Group.
The investment programme required to support the introduction of the new
operating model across the Group will be delivered over the next three years.
The associated capital costs will be absorbed within the current £180 million
capital expenditure programme announced in July 2005. Total Group capital
expenditure projections beyond 2007 at around £25-30 million per annum are
therefore also unchanged. In addition to capital expenditure it is expected that
further non-recurring costs of £10m per annum will be incurred during 2007 and
2008.
This programme will deliver a further £20 million of annualised cost savings by
2008 with incremental revenue benefits expected from 2009.
Upon completion of the proposed divestments the Board is committed to ensuring
an efficient capital structure and an appropriate dividend policy. In view of
its confidence in the future performance of the Group, the Board intends to at
least maintain the current level of annual dividend per share.
Enquiries
Trinity Mirror plc
Sly Bailey, Chief Executive 020 7293 3000
Vijay Vaghela, Group Finance Director 020 7293 3000
Nick Fullagar, Director of Corporate Communications 020 7293 3622
Maitland
Neil Bennett 020 7379 5151
Emma Burdett
A conference call for analysts will be held at 8.30am. Please contact Maitland
for dial-in details.
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