Final Results
Robert Walters PLC
14 February 2001
ROBERT WALTERS plc
PRELIMINARY RESULTS FOR THE TWELVE MONTHS ENDED
31st December 2000
Robert Walters plc, the specialist recruitment and HR outsourcing business,
today announced its preliminary results for the year ended 31st December
2000.
FINANCIAL HIGHLIGHTS
* Turnover (gross fee income) up 21.5% to £216.8m (1999: £178.5m)
* Gross profit (net fee income) up 33.0% to £63.5m (1999: £47.8m)
* Operating profit pre-exceptionals up 23.5% to £15.5m (1999: £12.6m)
* Profit before tax pre-exceptionals up 27.1% to £15.7m (1999: £12.3m)
* Profit before tax up 62.7% to £18.3m (1999: £11.2m)
* Earnings per share pre-exceptionals up 31.4% to 12.7p (1999: 9.7p)
* Earnings per share up 71.1% to 15.0p (1999: 8.7p)
* Dividend of 1.56 pence per share (reflecting six months trading since
flotation)
CORPORATE HIGHLIGHTS
* Successful return to the London Stock Market
* Continued delivery of strong organic growth
* Increased product offerings across the Group
* Resource Solutions, the HR outsourcing business, achieved breakeven in
line with plan
* Sale of holding in Stepstone ASA for pre-tax profit of £4.1m
* Acquisition of The Dunhill Group, a leading Australian recruitment group
(see RNS statement)
Commenting on the results, Chief Executive Robert Walters said:
'Robert Walters plc has had an exceptionally busy and productive year. In
addition to bringing our company back to the London Stock Market we have
delivered strong profit growth and have achieved a significant increase in
pre-exceptional earnings per share. We have continued to develop our range
of product offerings in all key market places and our global footprint now
extends across thirteen countries in five continents.
'We have also announced today an agreement for the purchase of The Dunhill
Group in Australia. This deal makes us a market leader in Australia,
provides a platform for development in the Asia Pacific region and
significantly enhances our potential to benefit from cross border candidate
flows. I am particularly impressed by the calibre of the Dunhill management
team who will be joining the Group.'
Daniel Affolter, Chairman, said:
'The key drivers of profitability for the recruitment sector are strong and
the major professional labour markets in Europe and the Far East have
undergone deregulation. Key service industries are experiencing significant
skills shortages, and companies across a range of sectors face competitive
pressures to outsource their human resource functions. Robert Walters
management has strategically positioned the company by geography, by market
segment and product offering to capitalise on these trends.
'At this early stage in the financial year, the Group is trading in line
with management expectations. The company possesses dual strength in both
contract and permanent recruitment and can accommodate any corresponding
shifts in clients' recruiting strategies. Furthermore, the company has a
global spread of operations and strength across a broad range of sectors.'
For further information please contact:
Robert Walters plc +44 20 7379 3333
Robert Walters, Chief Executive / Philippa Brook, Director of Marketing
Brunswick +44 20 7404 5959
Patrick Handley / Deborah Done
Or visit our website at www.robertwalters.com
Chief Executive's Review
Robert Walters plc made a successful return to the London Stock Market in
July 2000. The business has enjoyed strong growth over the past year,
particularly the UK contract business and our Asian operation.
In 2000 turnover (gross fee income) increased by 21.5% to £216.8m, gross
profit (net fee income) increased by 33% to £63.5m and operating profit
(before operating exceptional items) 23.5% to £15.5m. Pre exceptional
earnings per share increased by 31.4% to 12.7p.
Demand for appropriately qualified and skilled candidates continues to be
strong and therefore our ability to source professionals globally gives the
Group a major competitive advantage.
The demands clients are making are more challenging than ever before but
for those companies with the ability and global infrastructure to deliver,
significant opportunities are emerging. An example is the increasing
number of global partnerships with clients allowing for an efficient and
highly integrated client/customer relationship to develop.
We have announced that we have reached an agreement to acquire the Dunhill
Group in Australia. The acquisition gives us a strong national presence in
the key Australian markets and provides enhanced opportunities for cross-
border candidate placement. The highly experienced Dunhill management team
will remain with the Group following the acquisition.
Our increasing international reach, balance of permanent and contract
recruitment and a rapidly growing outsourcing division, places us in an
enviable position to capitalise on the continuing skills shortages in the
global professional recruitment market.
Operating Review
During 2000 we have continued our strategy of growing the Robert Walters'
business globally. Our activities are split into 2 areas - specialist
recruitment and human resources outsourcing and consultancy.
UK
Permanent Recruitment
Our permanent recruitment business activities continue to expand and we
believe our market share is increasing. The recent mergers and
reorganisation in the financial sector has created opportunities for us in
the London banking markets. The shortage of quality candidates in some
areas has also seen salary packages increase substantially.
Contract
Our contract business continues to grow. In a market short of skills our
global network of offices allows us to effectively source and place top
quality candidates. The demand for quality professionals to fulfil project
based roles remains very strong and we continue to strive to be the
employer of first choice for candidates. Earlier in the year we started an
Interim Management business focusing on the top end of the market and this
division is experiencing strong demand from our established client base.
Information Technology
This business area increased its net fee income substantially. During this
period the market shifted from a demand for contract staff to a demand for
permanent staff. Our business was able to react quickly to this market
shift which led to a strong performance from our specialist clients as well
as the more traditional corporates and investment banks.
Towards the end of the year, we established an IT business in our Reading
office which has commenced trading strongly.
Australia and New Zealand
This region continues to play a very significant role in the sourcing of
candidates into Europe and Asia and placing the returning candidates back
into Australia and New Zealand.
We had a strong year in the finance and accountancy business but our IT
business underperformed. Following restructuring we strongly believe the
business is in an excellent position for future growth.
Other International
This year has seen the continued growth and development of our
international network. We have successfully developed our recently opened
offices in Tokyo and Paris, and continued to expand our service offerings
to clients in many of our other offices. In The Netherlands, Belgium and
New York, we have established Interim Management and contract businesses.
Resource Solutions
During 2000, Resource Solutions broke even in line with plan and continued
to grow on a global basis, covering new industry sectors and establishing
more consultancy service products.
The brand is now firmly established in the UK, USA, Japan, Australia, New
Zealand and Hong Kong delivering a broad range of HR solutions. We have
also carried out consultancy work on behalf of clients in Belgium,
Germany, Ireland, Korea, Singapore and Taiwan.
Technology Update
Towards the end of 2000, Robert Walters completed the full specification
and design phases of an entire redevelopment of its recruitment operations
and back office systems. The outcome of this project will be to roll out a
global database, linking our front to back office processes across our
network of offices. The system build phase is now well underway and we
expect to begin implementation in Q4 of 2001.
Traffic to www.robertwalters.com has grown significantly throughout the
year, from 14,800 visits in December 1999 to 45,700 visits in December
2000. The launch of client microsites in 2000 enabled Robert Walters to
offer a complete online solution to clients, providing high profile
branding and an online database, tailored to each clients requirements.
Financial Review
Turnover
Turnover for the Group is the total income from the placement of permanent
and contract staff and therefore includes the employment costs of contract
candidates and the value of advertising as invoiced to clients. It also
includes the outsourcing and consultancy fees charged by Resource Solutions
to its clients.
Turnover for the year increased 21.5% in 2000 to £216.8m from £178.5 in
1999. Turnover grew steadily through the year - 57.7% of turnover in 2000
was in the six months ended 31 December 2000 (51.9% of turnover in 1999 was
in the six months ended 31 December 1999).
The turnover for the Group's offices outside of the UK grew by 43.5% to
£58.1m (1999: £40.5m). Turnover benefited from a full year of trading in
the Tokyo and Paris offices and from the Singapore and New York offices
which had strong year on year growth.
Gross Profit
Gross profit is the total placement fees of permanent candidates, the
margin earned on the placement of contract candidates and advertising
income. It also reflects the outsourcing and consultancy margin earned in
Resource Solutions.
Gross profit for the year increased by 33% to £63.5m (1999: £47.8m). All
areas of the business experienced growth in gross profit (net fee income)
with the Asian operation showing a particularly strong increase combined
with the opening of the Tokyo office.
The gross margin improved from 26.8% in 1999 to 29.3% in 2000, reflecting
the faster growth in the permanent recruitment businesses together with the
impact of new offices in Tokyo and Paris in 2000 whose businesses are 100%
permanent recruitment.
Operating Profit
Administration expenses (before operating exceptional items) in the year of
£48m were 75.6% of gross margin compared to 73.7% in 1999. This increase
was created by a hiring initiative in the middle of the year to take
advantage of the higher profile of the Group post flotation and to increase
fee earning potential in the later half of 2000 and 2001. Operating profit
before operating exceptional items increased by 23.5% to £15.5m (1999 :
£12.6m). Operating profit after operating exceptional items for the year
increased by 22.6% to £14.0m (1999 : £11.5m).
Operating exceptional items in 2000 were £1.5m and related to charges for a
comprehensive IT strategy review that took place across the Group during
the year. This review concluded that our systems required a major upgrade
both to accommodate the global nature of the business and to provide the
benefits of latest technology. To this end a new system and global
database will be rolled out from late 2001 through to early 2002. The
total cost over the two year period for implementation is expected to be
£6m most of which will be capital expenditure.
In the later part of the year, the company entered into a new property
lease in order to consolidate its UK operations and expand capacity in
London by nearly a third.
Disposals
The Group made a gain of £4.1m on the disposal of a 0.99% investment in
Stepstone ASA. Proceeds from the sale amounted to £5.2m.
Taxation
The effective rate of tax on profits on ordinary activities for the year
fell from 35.9% in 1999 to 33.5%. This reduction was due to:
* a decrease in the average rate of UK tax from 30.25% to 30% during the
year.
* the gain on the sale of the holding in Stepstone ASA which was taxed at
30%.
* a Groupwide reduction in non-allowable entertaining costs.
Earnings and Returns to Shareholders
Earnings per share have increased by 71.1% to 15.0 pence per ordinary share
(1999 pro forma equivalent : 8.7 pence). The weighted average number of
shares in issue was 81,137,816. Fully diluted earnings per share were 13.2
pence in 2000 based on 91,781,676 shares which include all exercisable
options.
A net dividend of 1.56p per ordinary share has been proposed by the
Directors and is in line with the dividend policy outlined in the
prospectus dated 20 June 2000. It represents 50% of the total dividend
that would have been paid had the shares been listed throughout the year
2000. The dividend will be paid on 31 May 2001 to those shareholders on
the companies' register on 19 April 2001.
Balance Sheet
The Group had net assets of £35.8m at 31 December 2000 (1999: £12.1m). The
following accounted for this increase:
* the reduction in borrowings and amounts owing related to the previous
parent company which were forgiven as part of the flotation in July
2000. This reduction increased net assets by £9.1m and represented
borrowings of the parent company which were held in the books of Robert
Walters plc
* the issue of 2.3m ordinary shares issued by the company raised £3.8m and
* the £10.7m of retained earnings for the year.
Cashflow and Net Cash Position
At 31 December 2000 the Group had cash balances of £9.8m (1999: £4.0m).
Cashflow from operating activities in 2000 was £7.3m (1999: £10.3m).
During the year the Group raised:
* £3.8m as a result of the IPO in July
* £5.2m from the sale of its 0.99% holding in Stepstone ASA
The funds raised are for financing continued investment in the development
of the Group's IT strategy and further possible acquisitions.
The Group acquired 1,301,328 shares in Robert Walters plc at a cost of
£2,565k. These were purchased to hedge against future employers national
insurance liabilities arising on the exercise of options.
The proposed ordinary dividend of 1.56p per share , will if approved,
result in a cash outflow of £1,284k (£1,427k including tax).
Surplus cash balances are invested in sterling at short-term fixed rates to
give the Group flexibility in its cash management . As a result of the
increased volume of international business the importance of foreign
currency management has increased. The Group treasury function has hedged
against future exchange movements in cash payments and remittances using
forward options and other financial instruments.
Acquisitions
On 14th February 2001 the Group entered into an agreement to acquire 100%
of the Dunhill Group ('Dunhill'). Dunhill is a leading provider of
recruitment services in Australia to a diverse range of industry sectors
and clients including large financial institutions and blue chip commercial
companies. Dunhill operates from eight offices throughout Australia with
the largest operations based in Sydney, Melbourne and Brisbane. For the
financial year ended 31 December 2000, Dunhill reported consolidated pre-
tax profits of A$4.3 million (£1.6 million). Net assets acquired on
completion are expected to have a book value of A$1.7 million (£0.6
million).
The Group has agreed to acquire Dunhill for an initial consideration of
A$21.9 million (£8.2 million), payable on completion and satisfied 52.5% by
existing cash resources and 47.5% by the issue of new Robert Walters plc
ordinary shares.
Deferred consideration of up to A$13.2m (£5.0m) is payable in March 2002
dependent upon the performance of the Dunhill Group in 2001. 52.5% of the
deferred consideration will be satisfied by a cash payment and 47.5% by an
issue of new Robert Walters plc ordinary shares. The acquisition is
expected to be completed by the end of March 2001. Acquisition costs are
expected to be £0.4m.
Consultants and Employees
The number of employees of the Group (including Executive Directors) as at
31 December 2000 was 823 (1999: 620).
This 32.7% increase in the headcount during the year has come from our
continued expansion in UK IT and Commerce staff, our Asian offices and the
growth of Resource Solutions, our human resources outsourcing and
consultancy services division.
Consolidated Profit and Loss Account
For the year ended 31 December 2000
Notes Year ended Year ended
31 December 31 December
2000 1999
£'000 £'000
Turnover 2 216,786 178,490
Direct costs (153,267) (130,728)
__________ ____________
Gross profit 63,519 47,762
Administrative expenses (49,475) (36,310)
__________ __________
Operating profit
Before operating exceptional items 15,506 12,552
Operating exceptional items (1,462) (1,100)
14,044 11,452
Profit on disposal of investment 4,056 -
__________ __________
Profit on ordinary activities before 18,100 11,452
finance charges
Finance charges (net) 152 (233)
__________ __________
Profit on ordinary activities before 18,252 11,219
taxation
Taxation (6,120) (4,026)
__________ __________
Profit on ordinary activities after 12,132 7,193
taxation
Dividends paid and proposed 3 (1,427) 0
__________ __________
Retained profit for the year 10,705 7,193
========= ==========
Basic earnings per share (pence) 4 15.0 8.7
========= ==========
Diluted earnings per share (pence) 4 13.2 8.7
========= ==========
Consolidated Statement of Total Recognised Gains and Losses
For the year ended 31 December 2000
Year ended Year ended
31 December 31 December
2000 1999
£'000 £'000
Profit for the year 10,705 7,193
Gain (loss) on foreign currency translation 157 (129)
_________ __________
Total recognised gains for the year 10,862 7,064
========= ==========
Consolidated Balance Sheets
31 December 2000
Year ended Year ended
31 December 31 December
2000 1999
£'000 £'000
Fixed assets
Tangible assets 3,618 2,311
Investments 103 731
Own shares held 2,565 -
__________ __________
6,286 3,042
__________ __________
Current assets
Debtors 43,304 32,455
Cash at bank and in hand 9,813 3,987
__________ __________
53,117 36,442
Creditors: Amounts falling due within one (23,125) (27,121)
year
__________ __________
Net current assets 29,992 9,321
__________ __________
Total assets less current liabilities 36,278 12,363
Creditors: Amounts falling due after more - (7)
than one year
Provisions for liabilities and charges (455) (252)
__________ __________
Net assets 35,823 12,104
========= ==========
Capital and reserves
Called-up share capital 16,460 16,000
Share premium 79,757 67,391
Merger reserve (83,379) (83,379)
Capital contribution 44 13
Capital reserves 9,301 9,301
Other reserves (423) (580)
Profit and loss account 14,063 3,358
__________ __________
Equity shareholders' funds 35,823 12,104
========= ==========
Consolidated Cashflow Statements
For the year ended 31 December 2000
Notes Year ended Year ended
31 December 31 December
2000 1999
£'000 £'000
Net cash inflow from operating 5 7,273 10,253
activities
Returns on investments and servicing 5 151 (233)
of finance
Taxation (5,159) (5,229)
Capital expenditure and financial 5 (5,087) (777)
investment
Acquisitions and disposals 5 4,917 (1,650)
Equity dividends paid - (8,009)
_________ __________
Cash inflow (outflow) before 5 2,095 (5,645)
financing
Financing 3,743 3,916
_________ __________
Increase (decrease) in cash in the 5,838 (1,729)
year
========= ==========
Notes to the accounts:
The financial information included within the preliminary announcement does
not comprise the company's statutory accounts for the year ended 31
December 2000, which have not yet been filed with the registrar of
companies and in relation to which the auditors' report has not yet been
signed. The comparatives have been compiled as described in the Basis of
compilation note. Statutory accounts for the year ended 31 December 1999
for Robert Walters Operations Limited on which the auditors gave an
unqualified report, have been delivered to the registrar of companies.
The preliminary announcement was approved by the Board of Directors on 13
February 2001.
1. Basis of compilation
The Company was incorporated on 24 March 2000 and subsequently acquired SAI
Holdings BV and Robert Walters Operations Limited by way of share for share
exchange. This reorganisation qualifies as a group reconstruction under
Financial Reporting Standard 6 'Acquisitions and Mergers'. Accordingly for
the purposes of this financial information the principles of merger
accounting have been applied and SAI Holdings BV and Robert Walters
Operations Limited have been accounted for as if they had been in this
group relationship throughout the period covered by this financial
information.
There have been no changes to the accounting policies as set out in the
1999 accounts of Robert Walters Operations Limited.
2. Segmental information
Turnover for the Group is derived from the continuing principal activity of
the placing of permanent and contract professional staff and is exclusive
of VAT.
The directors believe there to be only one class of business throughout the
years.
Geographical analysis by origin is as follows:
2000
Turnover Profit Before Net operating
Tax assets
£'000 £'000 £'000
United Kingdom 158,639 12,620 26,778
Australia and New Zealand 39,237 1,843 2,746
Other International 18,910 3,789 6,299
_______ _______ _______
216,786 18,252 35,823
====== ====== ======
1999
Turnover Profit Before Net operating
Tax assets
£'000 £'000 £'000
United Kingdom 137,961 7,141 10,586
Australia and New Zealand 31,478 1,878 3,422
Other International 9,051 2,200 3,864
_______ _______ _______
178,490 11,219 17,872
====== ====== ======
The 1999 net operating assets reconciles to the balance sheet when the
short term loan of £5,768,000 is included.
The analysis by turnover by destination is not materially different to the
analysis by origin.
3. Equity dividends
2000 1999
£'000 £'000
Proposed dividend of 1.73p gross (1999 - 0p) 1,427 0
per ordinary share
======== =========
4. Earnings per share
The calculation of earnings per ordinary share is based on the profit on
ordinary activities after taxation for the financial year and the weighted
average number of ordinary shares of Robert Walters plc.
Basic Diluted
2000 1999 2000 1999
£'000 £'000 £'000 £'000
Profit for the financial year 12,132 7,193 12,132 7,193
2000 1999
Number of Number of
Shares Shares
Weighted average number of shares:
Shares in issue 82,300,000 82,300,000
Own shares held (1,162,184) -
___________ ___________
For basic earnings per share 81,137,816 82,300,000
Outstanding share options 10,643,860 -
___________ ___________
For diluted earnings per share 91,781,676 82,300,000
========== ==========
5. Cash Flow
2000 1999
£'000 £'000
Reconciliation of operating profit to net
cash flow from operating activities
Operating profit 14,046 11,452
Depreciation charges 1,217 968
(Gain) loss on disposal of tangible fixed (14) 168
assets
Increase in debtors (10,811) (1,006)
Increase (decrease) in creditors 2,835 (1,329)
__________ _________
Net cash inflow from operating activities 7,273 10,253
========= =========
Returns on investments and servicing of
finance
Interest received 267 123
Interest paid (116) (353)
Interest element of hire purchase contracts - (3)
repayment
__________ _________
Net cash inflow 151 (233)
__________ _________
Capital expenditure
Payments to acquire tangible fixed assets (2,555) (777)
Receipts from sales of tangible fixed assets 33 -
Payment to acquire own shares (2,565)
__________ _________
Net cash outflow (5,087) (777)
__________ _________
Acquisitions and disposals
Investment in fixed asset investment (243) (711)
Purchase of subsidiary undertaking - (939)
Sale of fixed asset investment 5,160
__________ _________
Net cash inflow 4,917 (1,650)
__________ _________
Financing
Issue of ordinary share capital 3,753 229
Increase in short term borrowings - 3,729
Capital element of finance lease payments (10) (42)
__________ _________
Net cash inflow 3,743 3,916
========= =========
Analysis and reconciliation of net debt
At 1 Cash Non cash Exchange At 31
January flows flow movement December
2000 on cash 2000
£'000 £'000 £'000 £'000 £'000
Cash at bank and 3,987 5,838 - (12) 9,813
in hand
Hire purchase (10) 10 - - -
contracts
Short term (5,768) 5,768 - -
borrowings
Loan from (4,017) 666 3,351 - -
Staffmark
________ ________ ________ ________ ________
Closing net debt (5,808) 6,514 9,119 (12) 9,813
(restated)*
======== ======== ======== ======== ========
2000 1999
£'000 £'000
Increase (decrease) in cash 5,838 (1,729)
Hire purchase contracts repaid 10
Cash flow from decrease (increase) in debt 666 (5,524)
_________ __________
Change in net debt resulting from cash flows 6,514 (7,253)
Non cash flows resulting from decrease in debt 9,119
Translation differences (12) (31)
_________ __________
Movement in net debt in year 15,621 (7,284)
Net (debt) funds at 1 January (5,808) 5,493
_________ __________
Net funds (debt) at 31 December 9,813 (1,791)
========= ==========
*The opening net debt has been restated to reflect the £4,017,000 loan with
StaffMark becoming a third party loan following the IPO in July 2000. The
decrease in net debt includes £9,119,393 of non cash reduction of the
StaffMark debt, as part of the group refinancing on the IPO in July 2000.
£9,119,393 was assumed by the StaffMark group of companies following the
subscription on the 19th June 2000 for 1,521,572 ordinary shares in Robert
Walters Operation Ltd at a fair market value.