21 May 2014
LONDON STOCK EXCHANGE GROUP plc (LSEG)
NON-STATUTORY FINANCIAL STATEMENTS FOR 12 MONTHS TO
31 DECEMBER 2013 FOLLOWING CHANGE TO ACCOUNTING REFERENCE DATE
In March 2014 it was announced that the London Stock Exchange Group plc's accounting reference date would be changed from 31 March to 31 December, with effect from 1 April 2014.
This document contains non-statutory financial statements for the 12 month period to December 2013. It has been prepared to provide comparative information for future financial results on a December year end basis. The non-statutory figures include transactions during the period including the LCH.Clearnet Group from the date of acquisition and do not pro-rate any financial results had any of the transactions taken place at the start of the period.
Further information is available from:
London Stock Exchange Group plc
Gavin Sullivan Paul Froud |
Media Investor Relations |
+44 (0) 20 7797 1222 +44 (0) 20 7797 3322 |
Condensed CONSOLIDATED Income Statement
|
|
12 Months to 31 December 2013 |
|
Year ended 31 March 2013 |
|
|
Unaudited |
|
Restated1 |
|
Notes |
£m |
|
£m |
Revenue |
|
974.0 |
|
726.4 |
Net treasury income through CCP business |
|
107.3 |
|
116.7 |
Other Income |
|
12.2 |
|
9.8 |
Total Income |
2 |
1,093.5 |
|
852.9 |
|
|
|
|
|
Expenses |
|
|
|
|
Operating expenses before amortisation of purchased intangible assets and non-recurring items |
3 |
(616.5) |
|
(422.7) |
|
|
|
|
|
Operating profit before amortisation of purchased intangible assets and non-recurring items |
|
477.0 |
|
430.2 |
|
|
|
|
|
Amortisation of purchased intangible assets |
4 |
(108.9) |
|
(88.8) |
Non-recurring items |
4 |
(38.7) |
|
7.0 |
Operating profit |
|
329.4 |
|
348.4 |
Finance income |
|
9.0 |
|
2.7 |
Finance expense |
|
(76.2) |
|
(52.2) |
Net finance expense |
|
(67.2) |
|
(49.5) |
Profit before taxation |
|
262.2 |
|
298.9 |
|
|
|
|
|
Taxation on profit before amortisation of purchased intangible assets and non-recurring items |
|
(109.1) |
|
(95.7) |
Taxation on amortisation of purchased intangible assets and non-recurring items |
4 |
22.1 |
|
12.3 |
Total taxation |
|
(87.0) |
|
(83.4) |
Profit for the financial period |
|
175.2 |
|
215.5 |
Profit/(loss) attributable to non-controlling interests |
|
5.0 |
|
(1.5) |
Profit attributable to equity holders |
|
170.2 |
|
217.0 |
|
|
175.2 |
|
215.5 |
Basic earnings per share |
5 |
63.0p |
|
80.4p |
Adjusted basic earnings per share |
5 |
104.7p |
|
105.3p |
1 Restatement relates to the adoption of the revised IAS 19 'Employee Benefits' (note 1). |
|
|
Condensed CONSOLIDATED balance sheet
|
|
31 December |
31 March |
|
|
|
2013 |
|
2013 |
|
|
Unaudited |
|
|
|
£m |
|
£m |
|
Assets |
|
|
|
|
Non-current assets |
|
|
|
|
Property, plant and equipment |
|
88.7 |
|
80.1 |
Intangible assets |
|
2,460.4 |
|
2,049.3 |
Investment in associates |
|
0.6 |
|
0.6 |
Deferred tax assets |
|
36.1 |
|
19.2 |
Derivative financial instruments |
|
5.3 |
|
4.3 |
Available for sale investments |
|
4.8 |
|
- |
Retirement benefit asset |
|
11.6 |
|
- |
Other non-current assets |
|
16.4 |
|
12.0 |
|
|
2,623.9 |
|
2,165.5 |
Current assets |
|
|
|
|
Inventories |
|
2.5 |
|
1.5 |
Trade and other receivables |
|
214.1 |
|
185.7 |
Other financial assets |
|
7,928.6 |
|
- |
CCP financial assets |
|
493,979.6 |
|
137,620.2 |
CCP cash and cash equivalents (restricted) |
|
8,805.4 |
|
8,476.2 |
CCP clearing business assets |
|
502,785.0 |
|
146,096.4 |
Current tax |
|
11.0 |
|
24.6 |
Assets held at fair value |
|
30.9 |
|
6.1 |
Cash and cash equivalents |
|
955.4 |
|
446.2 |
|
|
511,927.5 |
|
146,760.5 |
Total assets |
|
514,551.4 |
|
148,926.0 |
Liabilities |
|
|
|
|
Current liabilities |
|
|
|
|
Trade and other payables |
|
382.2 |
|
230.0 |
Derivative financial instruments |
|
17.4 |
|
0.1 |
CCP clearing business liabilities |
|
510,654.8 |
|
146,088.1 |
Current tax |
|
46.8 |
|
43.2 |
Borrowings |
|
304.1 |
|
0.4 |
Provisions |
|
2.8 |
|
1.1 |
|
|
511,408.1 |
|
146,362.9 |
Non-current liabilities |
|
|
|
|
Borrowings |
|
946.1 |
|
796.4 |
Other non-current payables |
|
- |
|
3.4 |
Derivative financial instruments |
|
5.6 |
|
3.5 |
Deferred tax liabilities |
|
170.7 |
|
109.0 |
Retirement benefit obligations |
|
29.0 |
|
25.6 |
Other non-current liabilities |
|
27.3 |
|
- |
Provisions |
|
36.8 |
|
26.2 |
|
|
1,215.5 |
|
964.1 |
Total liabilities |
|
512,623.6 |
|
147,327.0 |
Net assets |
|
1,927.8 |
|
1,599.0 |
|
|
|
|
|
Equity Capital and reserves attributable to the Company's equity holders |
|
|
|
|
|
|
|
||
Share capital |
|
18.8 |
|
18.8 |
Retained losses |
|
(110.7) |
|
(126.8) |
Other reserves |
|
1,596.1 |
|
1,638.5 |
Total shareholder funds |
|
1,504.2 |
|
1,530.5 |
Non-controlling interests |
|
423.6 |
|
68.5 |
Total equity |
|
1,927.8 |
|
1,599.0 |
Condensed CONSOLIDATED cash flow statement
|
|
12 months to 31 December 2013 |
|
Year ended 31 March 2013 |
|
|
Unaudited |
|
|
|
Notes |
£m |
|
£m |
Cash flow from operating activities |
|
|
|
|
Cash generated from operations |
7 |
514.8 |
|
487.5 |
Interest received |
|
4.6 |
|
2.4 |
Interest paid |
|
(66.8) |
|
(43.2) |
Corporation tax paid |
|
(74.2) |
|
(64.9) |
Withholding tax paid |
|
(23.2) |
|
(39.2) |
Net cash inflow from operating activities |
|
355.2 |
|
342.5 |
|
|
|
|
|
Cash flow from investing activities |
|
|
|
|
Purchase of property, plant and equipment |
|
(17.5) |
|
(18.2) |
Purchase of intangible assets |
|
(52.3) |
|
(28.2) |
Investment in other acquisition |
|
(376.7) |
|
(11.2) |
Investment in subsidiaries |
|
- |
|
(3.1) |
Proceeds from sale of investment |
|
7.1 |
|
- |
Dividends received |
|
0.3 |
|
0.2 |
Net cash inflow from acquisitions |
|
432.0 |
|
1.1 |
Net cash (outflow) from investing activities |
|
(7.1) |
|
(59.4) |
|
|
|
|
|
Cash flow from financing activities |
|
|
|
|
Capital raise |
|
114.4 |
|
- |
Dividends paid to shareholders |
|
(79.7) |
|
(77.4) |
Dividends paid to non-controlling interests |
|
(1.5) |
|
(4.3) |
Cost of capital raise |
|
(2.7) |
|
- |
Proceeds from own shares on exercise of employee share options |
|
1.1 |
|
0.3 |
Purchase of own shares by ESOP Trust |
|
(28.0) |
|
(13.9) |
Repayment of borrowings |
|
(84.3) |
|
297.6 |
Proceeds from borrowings |
|
300.9 |
|
(257.8) |
Net cash inflow/(outflow) from financing activities |
|
220.1 |
|
(55.5) |
|
|
|
|
|
Increase in cash and cash equivalents |
|
568.2 |
|
227.6 |
Cash and cash equivalents at beginning of period |
|
394.8 |
|
216.0 |
Exchange (loss)/gain on cash and cash equivalents |
|
(7.6) |
|
2.6 |
Cash and cash equivalents at end of period |
|
955.4 |
|
446.2 |
NOTES TO THE FINANCIAL INFORMATION
The non-statutory financial statements for London Stock Exchange Group plc ('the Group' or 'the Company') for the 12 months ended 31 December 2013 was approved by the Directors on 15 May 2014.
1. Basis of Preparation and Accounting Policies
These non-statutory financial statements have been prepared in accordance with the Disclosure and Transparency Rules of the Financial Conduct Authority and in accordance with International Accounting Standard (IAS) 34 - 'Interim Financial Reporting, except for the following:
The non-statutory financial statements do not contain the minimum content of an interim financial report, including disclosures. In particular, the non-statutory financial statements do not contain a condensed consolidated statement of changes in comprehensive income or a condensed consolidated statement of changes in equity.
The accounting policies used are consistent with those set out in the Group's Annual Report for the year ended 31 March 2014, with the exception of the changes in the standards identified below.
The non-statutory financial statements are a set of non-statutory unaudited accounts, therefore in accordance with section 435 of Companies Act 2006 the directors confirm:
a) they are not the company's statutory accounts;
b) statutory accounts relating to the financial year ended 31 March 2013 have been delivered to the registrar and statutory accounts for the financial year ended 31 March 2014 will be delivered to the register within 60 days; and
c) an unqualified auditor's report has been made on the company's statutory accounts for the years ended 31 March 2013 and 31 March 2014 and neither contained a statement under section 498 of the Companies Act 2006.
The following standards and interpretations have been issued by the International Accounting Standards Board (IASB) and IFRS Interpretations Committee (IFRIC) and have been adopted in these non-statutory financial statements:
Amendments to IFRS 1, 'First time adoption' - exemption for severe hyperinflation and removal of fixed dates;
Amendment to IFRS 7, 'Financial instruments: Disclosures' - disclosures on transfers of financial assets;
IAS19R 'Amendments to IAS 19 Employee Benefits';
IAS 1 'Presentation of Financial Statements' - Presentation of Items of Other Comprehensive Income; and
IFRS various Annual improvements 2013.
The adoption of these standards did not have a material impact on these non-statutory financial statements.
The restatement relating to IAS19R resulted in reclassification of net finance expenses with an immaterial impact to profit for the financial year.
The following standards and interpretations were issued by the IASB and IFRIC since the last Annual Report, but have not been adopted either because they were not endorsed by the European Union (EU) at 30 September 2013 or they are not yet mandatory and the Group has not chosen to early adopt. The impact on the Group's financial statements of the future standards, amendments and interpretations is still under review, but the Group does not expect any of these changes to have a material impact on the results or the net assets of the Group:
International accounting standards and interpretations |
Effective date |
IFRS 9, 'Financial instruments |
1 January 2013 |
IFRS 10, 'Consolidated financial statements' |
1 January 2013 |
IFRS 11, 'Joint arrangements' |
1 January 2013 |
IFRS 12, 'Disclosure of interests in other entities' |
1 January 2013 |
IAS 27 (Revised 2011), 'Separate financial statements' |
1 January 2013 |
IAS 28 (Revised 2011), 'Associates and joint ventures' |
1 January 2013 |
IAS 32, 'Financial instruments: Presentation' |
1 January 2014 |
Amendment to IAS 36, 'Impairment of assets' on recoverable amount disclosures |
1 January 2014 |
Amendment to IAS 39 on novation of derivatives and hedge accounting |
1 January 2014 |
IFRIC 21, 'Levies' |
1 January 2014 |
The preparation of the non-statutory financial statements requires management to make estimates and assumptions that affect the reported income and expense, assets and liabilities and disclosure of contingencies at the date of the non-statutory financial statements. Although these estimates and assumptions are based on management's best judgment at the date of the non-statutory financial statements, actual results may differ from these estimates.
For these non-statutory financial statements the Group is not adopting the columnar format for its consolidated income statement as stated in the Group basis of preparation and accounting policies.
2. Segmental Information
|
|||||||||
Unaudited segmental disclosures for the 12 months to 31 December 2013 are as follows:
|
|||||||||
|
Capital Markets |
Post Trade Services - CC&G and Monte Titoli |
Post Trade Services - LCH. Clearnet |
Information Services |
Technology Services |
Other |
Eliminations |
Group |
|
|
£m |
£m |
£m |
£m |
£m |
£m |
£m |
£m |
|
Revenue from external customers |
296.8 |
98.7 |
172.3 |
339.5 |
62.2 |
4.5 |
0.0 |
974.0 |
|
Inter-segmental revenue |
- |
0.5 |
- |
- |
16.5 |
- |
(17.0) |
- |
|
Revenue |
296.8 |
99.2 |
172.3 |
339.5 |
78.7 |
4.5 |
(17.0) |
974.0 |
|
Net treasury income through CCP business |
- |
59.2 |
48.1 |
- |
- |
- |
- |
107.3 |
|
Other Income |
- |
- |
(2.9) |
- |
- |
15.1 |
- |
12.2 |
|
Total Income |
296.8 |
158.4 |
217.5 |
339.5 |
78.7 |
19.6 |
(17.0) |
1,093.5 |
|
|
|
|
|
|
|
|
|
|
|
Operating profit before amortisation of purchased intangible assets and non-recurring items |
133.0 |
99.5 |
49.2 |
161.4 |
21.4 |
6.5 |
6.0 |
477.0 |
|
Amortisation of purchased intangible assets |
|
|
|
|
|
|
|
(108.9) |
|
Non-recurring items |
|
|
|
|
|
|
|
(38.7) |
|
Operating profit |
|
|
|
|
|
|
|
329.4 |
|
Net finance expense |
|
|
|
|
|
|
|
(67.2) |
|
Profit before taxation |
|
|
|
|
|
|
|
262.2 |
|
|
|
|
|
|
|
|
|
|
|
Other income statement items |
|
|
|
|
|
|
|
|
|
Depreciation and non-acquisition software amortisation |
(27.8) |
(5.5) |
(14.2) |
(15.7) |
(4.2) |
(0.1) |
13.8 |
(53.7) |
|
3. Expenses by nature |
||||
Expenses comprise the following: |
||||
|
|
12 months to 31 December |
|
Year ended 31 March |
|
|
2013 |
|
2013 |
|
|
Unaudited |
|
|
|
|
£m |
|
£m |
Cost of sales |
|
71.5 |
|
60.0 |
Employee costs |
|
254.5 |
|
167.3 |
Depreciation and non-acquisition software amortisation |
|
53.7 |
|
40.4 |
IT costs |
|
105.0 |
|
64.5 |
Other costs |
|
131.8 |
|
90.5 |
Total expenses |
|
616.5 |
|
422.7 |
4. Amortisation of purchased intangible assets and non-recurring items
|
|
12 Months to 31 December |
|
Year ended 31 March |
|
|
2013 |
|
2013 |
|
|
Unaudited |
|
|
|
|
£m |
|
£m |
Amortisation of purchased intangible assets |
|
108.9 |
|
88.8 |
Transaction cost recovery relating to TMX |
|
- |
|
(18.3) |
Transaction costs |
|
15.9 |
|
7.6 |
Restructuring costs |
|
16.7 |
|
3.7 |
Integration costs |
|
6.1 |
|
- |
Total affecting operating profit |
|
147.6 |
|
81.8 |
|
|
|
|
|
Total affecting profit before tax |
|
147.6 |
|
81.8 |
|
|
|
|
|
Tax effect on items affecting profit before tax |
|
|
|
|
Deferred tax on amortisation of purchased intangible assets |
|
(13.4) |
|
(9.1) |
Current tax on amortisation of purchased intangible assets |
|
(1.1) |
|
(2.2) |
Tax effect on other items affecting profit before tax |
|
(7.6) |
|
(1.0) |
Total tax effect on items affecting profit before tax |
|
(22.1) |
|
(12.3) |
|
|
|
|
|
Total charge to income statement |
|
125.5 |
|
69.5 |
5. Earnings per share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12 Months to 31 December |
|
Year ended 31 March |
|
|
2013 |
|
2013 |
|
|
Unaudited |
|
|
|
|
|
|
|
Basic earnings per share |
|
63.0p |
|
80.4p |
Adjusted basic earnings per share |
|
104.7p |
|
105.3p |
|
|
|
|
|
|
|
£m |
|
£m |
|
|
|
|
|
Profit for the financial period attributable to equity holders |
|
170.2 |
|
217.0 |
Adjustments: |
|
|
|
|
Amortisation and non-recurring items: |
|
|
|
|
Amortisation of purchased intangible assets |
|
108.9 |
|
88.8 |
Transaction costs |
|
15.9 |
|
7.6 |
Transaction cost contribution from TMX Group |
|
- |
|
(18.3) |
Restructuring costs |
|
16.7 |
|
3.7 |
Integration costs |
|
6.1 |
|
- |
Other adjusting items: |
|
|
|
|
Unrealised net investment loss (included in other income) |
|
2.9 |
|
- |
Tax effect of amortisation and non-recurring items |
|
(22.1) |
|
(12.3) |
Tax effect of other adjusting items |
|
(1.0) |
|
- |
Adjusted items, amortisation and taxation attributable to non-controlling interests |
|
(14.7) |
|
(2.5) |
Adjusted profit for the financial period attributable to equity holders |
282.9 |
|
284.0 |
|
|
|
|
|
|
Weighted average number of shares - million |
|
270.1 |
|
269.8 |
6. Analysis of net debt |
|
|
|
|
|
|
31 December |
|
31 March |
|
|
2013 |
|
2013 |
|
|
Unaudited |
|
|
|
|
£m |
|
£m |
Due within one year |
|
|
|
|
Cash and cash equivalents |
|
955.4 |
|
446.2 |
Bank borrowings |
|
(304.1) |
|
(0.4) |
Derivative financial liabilities |
|
(17.4) |
|
(0.1) |
|
|
633.9 |
|
445.7 |
Due after one year |
|
|
|
|
(Bank borrowings)/deferred arrangement fees |
|
- |
|
0.1 |
Bonds |
|
(796.5) |
|
(796.5) |
Preferred securities |
|
(149.6) |
|
- |
Derivative financial assets |
|
5.3 |
|
4.3 |
Derivative financial liabilities |
|
(5.6) |
|
(3.5) |
Total net debt |
|
(312.5) |
|
(349.9) |
Reconciliation of net cash flow to movement in net debt |
|
12 Months to 31 December |
|
Year ended 31 March |
|
|
2013 |
|
2013 |
|
|
Unaudited |
|
|
|
|
£m |
|
£m |
Increase in cash in the period |
|
568.2 |
|
227.6 |
Bond issue proceeds |
|
- |
|
(297.6) |
Bank loan repayments less new drawings |
|
(215.9) |
|
257.8 |
Change in net debt resulting from cash flows |
|
352.3 |
|
187.8 |
|
|
|
|
|
Foreign exchange movements |
|
(2.4) |
|
2.6 |
Movement on derivative financial assets and liabilities |
|
(27.0) |
|
(2.4) |
Bond valuation adjustment |
|
(0.5) |
|
0.1 |
Acquired debt |
|
(242.3) |
|
- |
Net debt at the start of the period |
|
(393.0) |
|
(538.0) |
Net debt at the end of the period |
|
(312.5) |
|
(349.9) |
7. Net cash flow generated from operations |
|
|
|
|
|
|
|
|
|
|
|
12 Months to 31 December |
|
Year ended 31 March |
|
|
2013 |
|
2013 |
|
|
Unaudited |
|
|
|
|
£m |
|
£m |
Profit before taxation |
|
262.2 |
|
298.9 |
Depreciation and amortisation |
|
162.6 |
|
129.2 |
Gain on disposal of property, plant and equipment |
|
0.1 |
|
1.5 |
Profit on disposal of shares in subsidiary/associate |
|
(6.9) |
|
- |
Net finance expense |
|
67.2 |
|
49.5 |
Decrease/(Increase) in inventories |
|
(1.0) |
|
0.5 |
Decrease/(Increase) in trade and other receivables |
|
53.6 |
|
(3.0) |
(Decrease)/Increase in trade and other payables |
|
(49.2) |
|
(9.6) |
Borrowings costs capitalised |
|
- |
|
(0.5) |
Goodwill valuation amendment |
|
- |
|
(1.2) |
Decrease/(increase) in CCP financial assets |
|
68,110.9 |
|
(43,590.5) |
(Decrease)/increase in CCP clearing business liabilities |
|
(68,044.6) |
|
43,594.4 |
Defined benefit pension obligation - contributions in excess of expenses charged |
|
(4.0) |
|
(1.0) |
Provisions utilised during the period |
|
(9.7) |
|
(6.1) |
(Increase)/decrease in assets held at fair value from operating activities |
|
(25.7) |
|
8.0 |
Share scheme expense |
|
14.7 |
|
13.1 |
Foreign exchange (gains)/losses on operating activities |
|
(15.4) |
|
4.3 |
Cash generated from operations |
|
514.8 |
|
487.5 |
|
|
|
|
|
Comprising: |
|
|
|
|
Ongoing operating activities |
|
546.3 |
|
480.5 |
Non-recurring items |
|
(31.5) |
|
7.0 |
|
|
514.8 |
|
487.5 |