TIDMWIL
RNS Number : 4979P
Wilmington PLC
18 February 2021
18 February 2021
Wilmington plc
('Wilmington', 'the Group' or 'the Company')
Financial results for the six months ended 31 December 2020
Wilmington plc, the provider of data, information, education and
networking services in Risk & Compliance, Healthcare and
Professional knowledge areas, today announces its half year results
for the six months ended 31 December 2020.
Financial Highlights
* Revenue for the period GBP55.1m (2019: GBP59.5m),
despite no face-to-face events or training, only a
small organic decline of 5% compared to the prior
period, which was not impacted by Covid-19
o Excluding events, revenue increased 1%
* Adjusted profit before tax [1] GBP7.0m (2019:
GBP6.9m) up 1%
o Cost savings from the move to virtual were greater than the fall in
revenue
* Statutory profit before tax GBP5.5m (2019: GBP4.1m),
increase due to one off gain on sale of subsidiary
* Dividend reinstated under new dividend policy at 2.1p
(2019: nil) based on FY21 profits, FY21 furlough to
be repaid
* Adjusted basic earnings per share 2 6.44p (2019:
6.36p) up 1%
* Statutory basic earnings per share of 5.05p (2019:
3.59p)
* Strong cash conversion 3 of 118% (2019: 83%) driven
by favourable working capital movements
* Group net debt at 31 December 2020 of GBP23.2m (31
December 2019: GBP41.3m; 30 June 2020 GBP27.7m)
Operational Highlights
* Data and information businesses, representing 54% of
group revenue, remained resilient and underpinned a
positive underlying revenue performance
* Risk & Compliance division organic revenue growth of
5% against a strong prior period comparator
o Conversion to virtual highly successful, strong growth in ICA Singapore
* Healthcare division revenue declined 10% on an
organic basis, but excluding events revenue increased
6%
* Professional division declined 13% on an organic
basis
o Operating profit increased 3%
o Closure and sale of CLT England and CLT Scotland completed
* Strong demand for digital products demonstrates
continued need for our offering
* Value of investments realised to deliver operational
excellence in four key pillars of growth: sales and
marketing, product management, people, and technology
* New non-executive director, William Macpherson,
joined the Board in February 2021, bringing a wealth
of experience and expertise in the executive
education sector.
Mark Milner, Chief Executive Officer, commented:
"As we continue to navigate the challenges posed by the Covid-19
pandemic, the last six months represent Wilmington's first period
delivering the entire product portfolio on a digital basis.
Excluding events, we have delivered organic growth as a group, with
our face-to-face training activities transitioning very
successfully to digital formats. The resilient performance
demonstrates our ability to successfully drive progress against our
strategic objectives whilst operating as a digital-first
enterprise.
We expect H2 trading to be almost entirely virtual and like most
businesses we are currently unable to predict when normal business
will resume. As a fully digital business, demand for our products
remains strong and we have an acute focus on remaining relevant to
our customers. As we enter the second half, our resilient
performance, along with the opportunity we see ahead, has given the
Board confidence to return to paying a dividend and to repay the UK
furlough support we have received in FY21."
The information contained within this announcement is deemed to
constitute inside information as stipulated under the Market Abuse
Regulations (EU) No. 596/2014. Upon the publication of this
announcement this inside information is now considered to be in the
public domain.
For further information, please contact:
Wilmington plc
Mark Milner, Chief Executive Officer
Guy Millward, Chief Financial Officer 020 7490 0049
FTI Consulting
Charles Palmer / Dwight Burden / Emma Hall
/ Debbie Oluwaseyi Sonaike 020 3727 1000
1 Adjusted profit before tax - see note 4
2 Adjusted earnings per share - see note 6
3 Cash conversion - see note 8
Notes to Editors
Wilmington plc is the recognised knowledge leader and partner of
choice for data, information, education and networking in Risk
& Compliance, Healthcare and Professional areas. Wilmington
employs close to 1,000 people and sells to around 120 countries.
Wilmington is listed on the main market of the London Stock
Exchange.
Operational and Strategic Review
Introduction
We are pleased to report on another period of progress for
Wilmington which has reinforced the value of our diversified
portfolio, driven by our agile teams and resilient business model.
Despite ongoing challenges posed by the Covid-19 pandemic, demand
for our products remains strong as our customers continue to rely
on us to help them operate successfully. Adjusted profit before tax
was above the prior year and we achieved good cash generation which
gives the Board the confidence to return to paying a dividend to
shareholders.
The Risk & Compliance division delivered an impressive
performance over the period, achieving 5% organic revenue growth.
This growth was driven by the Compliance business ICA, which
continued to see high demand for regulatory compliance training and
qualifications.
Revenue in the Healthcare division declined 10% on an absolute
basis, a result that was anticipated due to the division making up
the majority of our events revenue in the prior year comparative.
Encouragingly, the data and information services in this division
performed well over the period, with the core business excluding
events increasing revenue by 6%.
Revenue for the Professional division was down 13% on an organic
basis, reflecting the conversion of all training to virtual
alternatives, albeit at a higher gross margin. There was good
take-up of digital formats in the Law for Non-Lawyers and
Investment Banking sectors, offset by weakness in take-up in the
Accountancy sector. However, this transition facilitated cost
savings and therefore operating profit in the period increased.
Results and dividend
Revenue of GBP55.1m was down GBP4.4m or 7.4%. When adjusted for
the closure and disposal of Central Law Training England and
Scotland respectively, and taking into account the minor impact of
currency movements, the organic decline in revenue was 5.4% which
was wholly attributable to face-to-face events not being held
during the period.
Adjusted profit before tax of GBP7.0m (2019: GBP6.9m) was up on
last year, due to the impact of reduced revenue being offset by
significant cost savings. Aside from direct cost savings arising
from events not being run, this result reflects higher margins
achieved through digital product delivery.
Cash generation in the period was strong, with significant
headroom on our facility retained throughout the period. Net debt
at 31 December of GBP23.2m was down from GBP27.7m at 30 June 2020
and GBP41.3m at 31 December 2019.
We have honoured our commitment to reinstate the dividend based
on the expected full year performance, albeit at a rebased level
due to the ongoing challenges of Covid-19. The dividend
reinstatement reflects the robust position of the business in the
current year and will be a payment based on FY21 profits, and
therefore the Board consider it appropriate to simultaneously repay
the UK government assistance received in FY21 of GBP0.2m. The
interim dividend will be 2.1p (2019: nil) and will be paid on 8
April 2021 to shareholders on the share register as at 26 February
2021, with an associated ex-dividend date of 25 February 2021.
Strategic progress
Following our rapid transition to becoming a digital first
enterprise, we continue to focus on organic growth by investing in
our business and actively managing our portfolio. The progress made
against our strategic objectives during the period demonstrates the
benefit of recent investment in the four core areas of operational
excellence identified in our business model as the key pillars of
sustainable growth. Our teams continue to demonstrate exceptional
levels of creativity and motivation, and it is their commitment to
quality that differentiates our offering and ensures it remains
crucial to the future success of our customers.
The innovation that drives our growth is facilitated by
excellence in technology and data. At its core Wilmington is
increasingly a data-led business supported by strong digital
capabilities, and it was these capabilities that enabled the rapid
acceleration of our digitisation strategy last year. As we move
forward, we are relentlessly focussed on maintaining excellence in
this area to ensure we maximise the return on recent investment in
our IT infrastructure, CRM, learning management systems and data.
We will continue to focus on our data science and advanced
analytics activities through our centralised data function. As our
customers adapt and establish new ways of working in a
post-Covid-19 economy, our ambition is to create value as a fully
digital enterprise whilst retaining the flexibility to deliver our
products in face-to-face or hybrid formats as our customers
demand.
The execution of dynamic sales and marketing strategies are
essential to ensuring we realise the full potential of our product
portfolio. Work to enhance our sales capabilities is ongoing and
has created a much more proactive sales culture, encouraging our
teams to identify new opportunities and customers whilst
simultaneously nurturing existing client relationships. In the
period we delivered training to all UK sales leaders through the
Wilmington Sales Academy, with the second phase of the programme
already underway. We have also made significant progress in respect
of our plans to harness the potential of enhanced sales KPI data.
The processes we implemented in the prior year to develop more
detailed and robust sales data are now yielding high quality,
business specific information to inform our sales strategy. This
data provides detailed insights into sales trends, which we use to
substantiate targets and drive improvements in performance.
As we continue to enhance our product portfolio, we have
established a robust product management framework to achieve best
practice. Our comprehensive new product development process has
created a strong ethos around product creation and enhancement in
which customers are at the heart of the conversation, informing our
priorities as we expand our offering. Many of the exciting
opportunities approved by our Investment Committee over the past
year have now reached their launch phase, and we are already seeing
the benefit of these initiatives being rolled out across the
group.
During the period we successfully launched the first of a series
of iterative releases of our new learning Digital Hub. The Hub
provides customers with a dynamic user interface where they can
browse, purchase, and receive our training products in one place,
as well as receiving personalised content, access to a community
platform, and specific insights aligned to their individual
learning requirements. The Digital Hub development programme also
aligns to our ambition to achieve greater cross-group
collaboration; the solution will be used in several Wilmington
businesses allowing us to gain benefits from new product solutions
being shared across the portfolio. As part of our commitment to
deliver innovative and engaging digital learning solutions, we have
installed our first dynamic virtual classroom into our Fort Dunlop,
Birmingham, UK office, and we are progressing well with plans to
replicate the facility in other locations later in the year. The
facility is in testing and will go live in March.
The creativity, adaptability and dedication of our people is
critical to our success. Strong employee engagement is central to
this, and during the period we continued to respond to issues
raised by our last employee engagement survey, and subsequently
launched a follow up survey to ensure we are effectively capturing
the issues that matter most to our people. Participation was 87%
and there has been an encouraging overall increase in engagement
from 6.7 to 7.6 out of 10.
Our top priority in the period has been to support wellbeing as
we continue to adapt to remote working and the ever-changing needs
of the business, whilst also managing the personal impacts of the
Covid-19 pandemic. We provide a wide range of resources, including
our Global Employee Assistance Programme, UK access to a Digital GP
service, and a frequently updated library of webinars, workshops
and information dedicated to wellbeing issues. During the period,
29 of our employees qualified as Mental Health First Aiders; every
part of the group is now supported by a Mental Health First Aider
and, alongside a series of workshops and talks delivered by leading
experts, we are confident that this programme will help us to
promote the importance of mental health awareness within our
organisation, and to foster a culture of openness around the
issue.
Following the launch of our Global Diversity and Inclusion
Working Group early in the year, all members participated in a
dedicated training programme before using our summer employee
engagement survey to gain insights into the perspectives and
priorities of the workforce and to draw on these insights in order
to develop a targeted action plan. The work of the group, which has
executive sponsorship, is ongoing and we are committed to
supporting their progress to ensure that we remain relentlessly
focussed on promoting a culture that exhibits freedom from
discrimination in any form. Diversity and Inclusion is a key
element of our sustainability strategy, and the activities of the
working group will contribute to the ongoing development of this
strategy as we look to progress it by performing an ESG materiality
assessment in the second half.
On 11 February 2021 we welcomed to the Board a new non-executive
director, William Macpherson. William brings a wealth of experience
to Wilmington following a successful executive career as CEO of a
number of professional education and skills development
organisations. He was CEO of QA between 2008 and 2019 during which
time the company achieved very significant growth. Prior to that he
was CEO of Kaplan International, The Financial Training Company and
Wolters Kluwer Professional Training. He is a non-executive
director and chairman of Learning Curve Group Limited, Chair of
Hatcham College Academy and a non-executive director of the London
Film School. W e are keenly looking forward to benefiting from his
experience and expertise in areas highly relevant to the next phase
of our growth and development plans .
Portfolio management
We continue to derive benefits from our diversified portfolio,
notably the resilience that this diversity has brought in the past
year. However, we remain focussed on actively managing the
portfolio by assessing the potential of each business to exhibit
the six common Wilmington characteristics that we recognise as key
drivers of organic growth. As we announced in the 2020 annual
report, we concluded that CLT, our business in the Law for Lawyers
market, did not align with our aspirations for future growth.
Following a strategic review of the two component parts of this
business, we made the difficult decision to close the CLT England
business from 31 August 2020, and we engaged in a sale process for
the CLT Scotland business. This process was successfully completed
in December 2020 when the business was sold to the University of
Law.
Current trading and outlook
We expect trading in H2 FY21 to be almost entirely virtual and,
like most businesses, are not currently able to predict when
business will return to normal allowing us to resume face-to-face
activities where our clients wish us to. The business has proved
resilient through this difficult period and from what we see today,
notwithstanding external factors outside of our control, our
short-term performance should continue in the vein of our H1
performance.
Financial Review
Adjusting items, measures and adjusted results
Reference is made in this financial review to adjusted results
as well as the equivalent statutory measures. Adjusted results in
the opinion of the Directors can provide additional relevant
information on future or past performance where equivalent
information cannot be presented using financial measures under
IFRS. Adjusted results exclude adjusting items, gains on sales of
subsidiaries and amortisation of intangible assets (excluding
computer software).
Variances described below as 'organic' are after adjusting for
acquisitions, disposals and business closures and are at constant
currency exchange rates.
Overview
H1 2020 H2 2019 Absolute variance Organic variance
GBP'm GBP'm GBP'm % %
Revenue 55.1 59.5 (4.4) (7%) (5%)
Adjusted EBITA 7.8 7.9 (0.1) (2%) (3%)
Adjusted Profit Before
Tax 7.0 6.9 0.1 1% 1%
Adjusted EBITA margin 14.1% 13.3%
Despite a six-month period, which was fully impacted by the
Covid-19 pandemic with a comparator period which was not impacted,
the overall revenue performance has been strong. Adjusting for the
closure and disposal of CLT England and CLT Scotland respectively,
revenue has fallen 5% or GBP3.2m. This fall is fully attributable
to the events businesses which now make up just 4% of total revenue
(2019: 8%; full year 2020: 10%). Excluding events revenue which
fell 65% on H1 FY20, revenue has increased 1% on an organic basis.
Revenue from training remained flat despite the need to convert all
training to virtual equivalents, and data and information revenue,
which now represents 54% of our revenues (full year 2020: 51%),
increased by 2%.
The cost savings generated by the transition from face-to-face
to virtual delivery of training and events in the period have fully
mitigated the fall in revenue, resulting in Adjusted profit before
tax increasing by 1% from the same period last year.
Risk & Compliance
H1 2020 H1 2019 Absolute Organic
Variance Variance
Revenue GBP'm GBP'm
Compliance 15.1 14.1 7% 8%
Risk 6.4 6.5 (0%) (1%)
Total 21.5 20.6 5% 5%
Operating
profit 6.4 6.1 5% 5%
Margin 29.7% 29.6%
Overall revenue for the Risk & Compliance division was up 5%
on both an absolute and organic basis at GBP21.5m (2019: GBP20.6m).
This was a strong performance in the period with no face-to-face
training or events able to take place. Within this, revenue in the
Compliance businesses combined grew 7% on an absolute basis and 8%
on an organic basis once the impacts of currency were adjusted for.
This reflected a strong performance in Singapore in the main
Compliance business, ICA, offset by a decline in the other
Compliance businesses which were impacted by the lack of
face-to-face events in the period and by the timings of course
launches. The Risk businesses reported a small decline in the
period due to H1 face-to-face events which were not able to take
place, excluding events Risk revenue was up year on year.
Divisional operating profit was up 5% on an absolute and organic
basis to GBP6.4m (2019: GBP6.1m) reflecting the increase in
revenue. Operating margin remained stable at 29.7% (2019:
29.6%).
Healthcare
H1 2020 H1 2019 Absolute Organic
Variance Variance
Revenue GBP'm GBP'm
European Healthcare 14.2 14.5 (2%) (3%)
US Healthcare 1.5 3.1 (51%) (50%)
Other Information Businesses 3.2 3.5 (7%) (7%)
Total 18.9 21.1 (10%) (10%)
Operating profit 1.1 1.3 (14%) (21%)
Margin 5.7% 5.9%
Overall revenue for the Healthcare division declined 10% on an
organic basis and 10% on an absolute basis to GBP18.9m (2019:
GBP21.1m). Healthcare is the division which encompasses the
majority of our events revenue and the decline is wholly
attributable to the lack of face-to-face events. The data and
information services which make up the remainder of the division's
revenue have encouragingly held up well, with events excluded,
revenue in the Healthcare division increased by 6%. The Other
Information businesses saw a continued slow decline in their legacy
portfolio. This reduction was compounded by the impact of Covid-19
on events and some customer groups being severely impacted.
The fall in revenue was partially mitigated by cost savings
resulting in a fall in operating profit of 14% or 21% on an organic
basis and operating profit margins reducing slightly to 5.7% (2019:
5.9%).
Professional
H1 2020 H1 2019 Absolute Organic
Variance Variance
GBP'm GBP'm
Revenue
Ongoing businesses 14.0 16.1 (13%) (13%)
CLT 0.6 1.7 (68%) (68%)
Total 14.6 17.8 (18%) (13%)
Operating profit 2.8 2.7 3% 5%
Margin 19.3% 15.3%
Overall revenue for the Professional division was down 18% at
GBP14.6m (2019: GBP17.8m). On an organic basis, adjusting for CLT
England and CLT Scotland which were closed down and disposed of
respectively in the period, the revenue reduction was 13%. This
organic decline was driven by the conversion of all training in the
Professional division from primarily face-to-face to entirely
virtual which although resulted in a drop in revenue also reduced
costs associated with training and resulted in operating profit
increasing in the period.
Following on from the strategic review the decision was made to
close the vast majority of CLT England, and trading ceased in
August 2020. CLT Scotland, which remained profitable, was sold in
the period resulting in a gain on disposal in the income statement
of GBP770,000 which has been classed as other income. See note 7
for details.
Operating profit in the Professional division increased by
GBP0.1m to GBP2.8m (2019: GBP2.7m) due to the savings discussed
above. Operating margins as a result increased to 19.3% (2019:
15.3%).
Adjusted operating profit ('Adjusted EBITA')
The fall in revenue in the period was mitigated by savings
generated by virtual delivery. This resulted in Adjusted EBITA
falling by only GBP0.1m or 2% on an absolute basis and 3% on an
organic basis.
Adjusting items within operating expenses, amortisation
excluding computer software and Other income
Adjusting items within operating expenses were GBP0.6m (2019:
GBP0.5m). They represent those items that in the opinion of the
Directors are one-off in nature and which do not represent the
ongoing trading performance of the business. The amount recognised
in the period reflects costs associated with the closure of CLT
England. Amortisation of intangible assets (excluding computer
software) was GBP1.7m (2019: GBP2.4m), the fall driven by some
historic assets becoming fully amortised. Other income represents
the gain on sale of CLT Scotland. Full details can be found in note
7.
Finance costs
Net finance costs fell GBP0.2m or 20% to GBP0.8m (2019: GBP1.0m)
driven primarily by lower net debt levels when compared to the same
period last year.
Profit before taxation
The above movements have resulted in a Profit before tax of
GBP5.5m (2019: GBP4.1m). This has been impacted by significant
one-off items in the period, adjusting for these, Adjusted profit
before tax is up 1% at GBP7.0m (2019: GBP6.9m).
Taxation
The tax charge is GBP1.1m (2019: GBP0.9m) with an overall
effective tax rate 4 of 20% compared to 23% in the prior period.
The fall in effective tax rate was due to the gain on sale of CLT
Scotland not being subject to corporation tax. The underlying tax
rate 5 which ignores the tax effects of adjusting items remained
essentially flat at 20% (2019: 20%), which is a good guide to the
expected full year underlying tax rate.
Earnings per share
Adjusted basic earnings per share increased by 1% to 6.44p
(2019: 6.36p), owing to the increase in adjusted profit before tax.
Statutory basic earnings per share were 5.05p compared to 3.59p in
2019 with the increase driven by the one-off gain on sale of
CLS in the period.
Trade and other receivables
Trade and other receivables decreased GBP4.6m to GBP23.6m (2019:
GBP28.2m) due primarily to the cancellation of some large events at
the start of H2, which last year were billed in H1 and were
therefore reflected in working capital at December 2019.
Trade and other payables
The overall trade and other payables balance increased GBP4.4m
to GBP54.5m from GBP50.1m at 31 December 2020. Within this,
subscriptions and deferred revenue decreased by GBP3.6m to GBP26.5m
(2019: GBP30.1m), driven by a reduction in events, which are billed
further in advance than many of our other revenue types and the
closure and disposal of CLT England and CLT Scotland.
Excluding subscriptions and deferred revenue, trade and other
payables increased GBP8.0m which was driven by UK VAT and payroll
tax payments being delayed last financial year. A repayment plan is
in place for these and they will be fully settled by the end of
this financial year. Additionally, staff bonus payments in relation
to the previous financial year which would usually have been paid
in September, were delayed and have been paid in January 2021,
albeit at a reduced level.
Net debt and cashflow
Net debt, which includes cash and cash equivalents, bank loans
(excluding capitalised loan arrangement fees) and bank overdrafts,
was GBP23.2m (30 June 2020: GBP27.7m; 31 December 2019: GBP41.3m).
Cash generation of GBP4.5m compared to a cash outflow of GBP7.5m in
the same period last year as a result of no dividend being paid in
H1 this year, plus favourable timings of supplier payments and UK
corporation tax payments returning to normal levels following the
government changing the schedule of payments for large companies
last year, which effectively resulted in a doubling of payments in
H1 of the prior year. Additionally, no deferred consideration was
paid this year compared to GBP1.4m in the prior period.
Cash conversion was 118% (2019: 83%) driven by favourable
working capital movements.
Dividend
On the basis of the strong profit and cash generation, as well
as confidence in the outlook for the group, an interim dividend of
2.1p per share (2019: nil) will be paid on 8 April 2021 to
shareholders on the share register as at 26 February, with an
associated ex-dividend date of 25 February 2021.
As this dividend will be paid in respect of the financial year
ended 30 June 2021 the Board feels it is appropriate to repay all
amounts received from the UK government's furlough scheme in
respect of this financial year. In the prior financial year we
announced that we had agreed a partial relaxation of the covenants
attached to our banking facilities and GBP15.0m of additional
facilities had been put in place through the Government's
Coronavirus Large Business Interruption Scheme ('CLBILS') to
provide us with cover if the economic situation was to further
deteriorate. As these worst-case scenarios have not occurred, in
recognition of our confidence in the business and to allow us to
resume dividend payments, we have reverted to our original covenant
agreements and repaid the CLBILS facility on 17 February 2021.
4The effective tax rate is calculated as the total tax charge
divided by profit before tax
5The underlying tax rate is calculated as one minus the adjusted
profit after tax divided by the adjusted profit before tax
Consolidated Income Statement
Year
ended
Six months Six months
ended 31 ended 31
December December 30 June
2020 2019 2020
(unaudited) (unaudited) (audited)
Notes GBP'000 GBP'000 GBP'000
Continuing operations
Revenue 5 55,071 59,475 113,075
Operating expenses before amortisation of
intangibles excluding computer software
and adjusting items (47,282) (51,563) (99,044)
Adjusting items 4 (580) (486) (625)
Amortisation of intangibles excluding computer
software 4 (1,700) (2,381) (4,797)
Operating expenses (49,562) (54,430) (104,466)
Other income - gain on sale of subsidiary 7 770 - -
Operating profit 6,279 5,045 8,609
------------ ------------ ----------
Net finance costs (783) (979) (2,175)
Profit before tax 4 5,496 4,066 6,434
------------ ------------ ----------
Taxation (1,073) (924) (1,760)
------------ ------------ ----------
Profit for the period 4,423 3,142 4,674
------------ ------------ ----------
Attributable to:
Owners of the parent 4,423 3,142 4,674
Non-controlling interests - - -
------------ ------------ ----------
4,423 3,142 4,674
Earnings per share attributable to the owners
of the parent:
Basic (p) 6 5.05 3.59 5.33
Diluted (p) 6 5.03 3.54 5.26
------------ ------------ ----------
Adjusted earnings per share attributable
to the owners of the parent:
Basic (p) 6 6.44 6.36 10.71
Diluted (p) 6 6.42 6.29 10.56
------------ ------------ ----------
The notes on pages 12 to 17 are an integral part of these
consolidated financial statements.
Consolidated Statement of Comprehensive Income
Six months Six months Year
ended ended ended
31 December 31 December 30 June
2020 2019 2020
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
Profit for the period 4,423 3,142 4,674
Other comprehensive income/(expense):
Items that may be reclassified subsequently
to the Income Statement
------------- ------------- ----------
Fair value movements on interest rate swap
(net of tax) (113) 56 116
Currency translation differences (1,460) (88) 513
Net investment hedges (net of tax) 683 345 (237)
------------- ------------- ----------
Other comprehensive income for the period,
net of tax (890) 313 392
------------- ------------- ----------
Total comprehensive income for the period 3,533 3,455 5,066
------------- ------------- ----------
Attributable to:
Owners of the parent 3,533 3,455 5,066
Non-controlling interests - - -
3,533 3,455 5,066
------------- ------------- ----------
Items in the statement above are disclosed net of tax. The notes
on pages 12 to 17 are an integral part of these financial
statements.
Consolidated Balance Sheet
31 December 31 December 30 June
2020 2019 2020
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
Non-current assets
Goodwill 76,705 77,078 77,876
Intangible assets 17,711 21,736 19,712
Property, plant and equipment 5,374 5,292 5,134
Right of use assets 10,452 10,943 11,760
Deferred consideration receivable 1,750 2,098 2,163
Deferred tax assets 1,244 741 1,189
113,236 117,888 117,834
------------ ------------ ----------
Current assets
Trade and other receivables 23,640 28,178 25,526
Current tax asset 1,072 1,721 1,314
Derivative financial instruments 367 367 -
Deferred consideration receivable 483 193 -
Cash and cash equivalents 7,905 6,031 21,426
------------ ------------ ----------
33,467 36,490 48,266
------------ ------------ ----------
Total assets 146,703 154,378 166,100
------------ ------------ ----------
Current liabilities
Trade and other payables (54,476) (50,124) (58,495)
Lease liabilities (2,571) (2,424) (2,660)
Deferred consideration payable - - (572)
cash settled -
Derivative financial instruments (198) (133) (59)
(57,245) (53,253) (61,214)
Non-current liabilities
Borrowings (30,400) (46,711) (48,495)
Lease liabilities (9,288) (10,087) (10,461)
Deferred tax liabilities (2,346) (2,383) (2,524)
(42,034) (59,181) (61,480)
------------ ------------ ----------
Total liabilities (99,279) (112,434) (122,694)
------------ ------------ ----------
Net assets 47,424 41,944 43,406
------------ ------------ ----------
Equity
Share capital 4,380 4,380 4,380
Share premium 45,225 45,225 45,225
Treasury and ESOT reserves (453) (300) (590)
Share based payments reserve 1,419 915 1,195
Translation reserve 2,341 3,200 3,801
Accumulated losses (5,488) (11,476) (10,605)
------------ ------------ ----------
Total equity 47,424 41,944 43,406
------------ ------------ ----------
The notes on pages 12 to 17 are an integral part of these
consolidated financial statements.
Consolidated Statement of Changes in Equity
Share capital, Share
share premium, based
treasury shares payments Translation Accumulated Total
and ESOT shares reserve reserve losses equity
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
At 30 June 2019 (audited) 49,506 839 3,288 (10,765) 42,868
Effect of initial application
of IFRS 16 - - - (180) (180)
Tax relating to initial
application of IFRS 16 - - - 34 34
At 1 July 2019 (audited) 49,506 839 3,288 (10,911) 42,722
Profit for the period - - - 3,142 3,142
Other comprehensive (expense)/income
for the period - - (88) 401 313
----------------- ---------- -------------- -------------- ---------
49,506 839 3,200 (7,368) 46,177
Dividends - - - (4,378) (4,378)
Issue of share capital 3 (242) - 239 -
ESOT share purchases (204) - - - (204)
Share based payments - 318 - - 318
Tax on share based payments - - - 31 31
At 31 December 2019 (unaudited) 49,305 915 3,200 (11,476) 41,944
----------------- ---------- -------------- -------------- ---------
Profit for the period - - - 1,532 1,532
Other comprehensive income/(expense)
for the period - - 601 (522) 79
49,305 915 3,801 (10,466) 43,555
ESOT share purchases (293) - - - (293)
Sale of treasury shares 3 - - - 3
Share based payments - 280 - - 280
Tax on share based payments - - - (139) (139)
At 30 June 2020 (audited) 49,015 1,195 3,801 (10,605) 43,406
Profit for the period - - - 4,423 4,423
Other comprehensive (expense)/income
for the period - - (1,460) 570 (890)
49,015 1,195 2,341 (5,612) 46,939
Performance share plan
awards vesting settled
via ESOT 137 (241) - 104 -
Share based payments - 465 - - 465
Tax on share based payments - - - 20 20
At 31 December 2020 (unaudited) 49,152 1,419 2,341 (5,488) 47,424
----------------- ---------- -------------- -------------- ---------
The notes on pages 12 to 17 are an integral part of these
consolidated financial statements.
Consolidated Cash Flow Statement
Six months ended 31 December Six months Year ended 30
2020 ended 31 December 2019 June 2020
(unaudited) (unaudited) (audited)
Notes GBP'000 GBP'000 GBP'000
Cash flows from operating
activities
Cash generated from
operations before adjusting
items 8 9,203 6,585 26,512
Cash flows for adjusting
items - operating activities (302) (271) (293)
Cash flows from tax on share
based payments (5) (17) (16)
------------------------------ ------------------------ ----------------
Cash generated from
operations 8,896 6,297 26,203
Interest paid (763) (814) (1,632)
Tax paid (1,169) (3,420) (4,377)
------------------------------ ------------------------ ----------------
Net cash generated from
operating activities 6,964 2,063 20,194
------------------------------ ------------------------ ----------------
Cash flows from investing
activities
Sale of subsidiary net of
cash 400 - -
Deferred consideration paid - (1,385) (1,957)
Deferred consideration
received - - 200
Cash flows for adjusting
items - investing activities (43) - (217)
Purchase of property, plant
and equipment (455) (304) (538)
Proceeds from disposal of
property, plant and
equipment 7 18 27
Purchase of intangible assets (1,422) (1,637) (3,315)
------------------------------ ------------------------ ----------------
Net cash used in investing
activities (1,513) (3,308) (5,800)
------------------------------ ------------------------ ----------------
Cash flows from financing
activities
Dividends paid to owners of
the parent - (4,378) (4,378)
Share issuance costs - (3) (3)
Payment of lease liabilities (1,285) (1,129) (2,392)
Purchase of shares by ESOT - (204) (497)
Cash flows for loan
arrangement fees (215) (708) (741)
Increase in bank loans 1,000 7,000 14,000
Decrease in bank loans (18,181) (1,000) (7,000)
Net cash (used in)/generated
from financing activities (18,681) (422) (1,011)
------------------------------ ------------------------ ----------------
Net (decrease)/increase in
cash and cash equivalents,
net of bank overdrafts (13,230) (1,667) 13,383
Cash and cash equivalents,
net of bank overdrafts, at
beginning of the period 21,426 7,921 7,921
Exchange (losses)/gains on
cash and cash equivalents (291) (223) 122
------------------------------ ------------------------ ----------------
Cash and cash equivalents,
net of bank overdrafts at
end of the period 7,905 6,031 21,426
------------------------------ ------------------------ ----------------
Reconciliation of net debt
------------------------------ ------------------------ --------------
Cash and cash equivalents at
beginning of the period 21,426 7,921 7,921
Cash classified as held for
sale - - -
Bank loans at beginning of
the period (49,082) (41,790) (41,790)
------------------------------ ------------------------ --------------
Net debt at beginning of the
period (27,656) (33,869) (33,869)
Net (decrease)/increase in
cash and cash equivalents
(net of bank overdrafts) (13,521) (1,890) 13,505
Net repayment/(drawdown) in
bank loans 17,181 (6,000) (7,000)
Exchange gain/(loss) on bank
loans 842 423 (292)
------------------------------ ------------------------ --------------
Cash and cash equivalents at
end of the period 7,905 6,031 21,426
Bank loans at end of the
period (31,059) (47,367) (49,082)
------------------------------ ------------------------ --------------
Net debt at end of the period (23,154) (41,336) (27,656)
------------------------------ ------------------------ --------------
The notes on pages 12 to 17 are an integral part of these
consolidated financial statements.
Notes to the Financial Results
General information
The Company is a public limited company incorporated and
domiciled in the UK. The address of the Company's registered office
is 10 Whitechapel High Street, London, E1 8QS.
The Company is listed on the Main Market on the London Stock
Exchange. The Company is a provider of data and information,
education and networking to the professional markets.
This condensed consolidated interim financial information
('Interim Information') was approved for issue by the Board of
Directors on 17 February 2021.
The Interim Information is neither reviewed nor audited and does
not comprise statutory accounts within the meaning of Section 434
of the Companies Act 2006. Statutory accounts for the year ended 30
June 2020 were approved by the Board of Directors on 16 September
2019 and subsequently filed with the Registrar. The report of the
auditors on those accounts was unqualified, did not contain an
emphasis of matter paragraph and did not contain any statement
under Section 498 of the Companies Act 2006.
1. Basis of preparation
This Interim Information for the six months ended 31 December
2020 has been prepared in accordance with the Disclosure and
Transparency Rules of the Financial Conduct Authority and in
accordance with IAS 34 'Interim Financial Reporting' as adopted by
the European Union. The Interim Information should be read in
conjunction with the Annual Financial Statements for the year ended
30 June 2020 which have been prepared in accordance with IFRSs as
adopted by the European Union, and are available on the Group's
website: wilmingtonplc.com.
The Group's forecast and projections, taking account of
reasonably possible changes in trading performance, show that the
Group will be able to operate well within the level of its current
banking facilities. The Directors have therefore adopted a going
concern basis in preparing the Interim Information.
2. Accounting policies
The accounting policies, significant judgements and key sources
of estimation adopted in the preparation of this Interim Report are
consistent with those applied by the Group in its consolidated
financial statements for the year ended 30 June 2020.
The following new standards, amendments and interpretations have
been adopted in the current year:
Effective for
International Financial accounting
Reporting Standards periods starting
(IFRS/IAS) after
----------------------- -------------------------------------- -----------------
Amendments to References to Conceptual
IFRS Standards Framework in IFRS Standards 1 January 2020
Amendments to IAS 1
and IAS 8 Definition of Material 1 January 2020
Amendments to IFRS
9, IAS 39 and IFRS
7 Interest Rate Benchmark Reform 1 January 2020
----------------------- -------------------------------------- -----------------
The following new standards and amendments to new standards have
been issued but are not yet effective for the purpose of the
Interim Report and have not been early adopted.
Effective for
International Financial accounting
Reporting Standards periods starting
(IFRS/IAS) after
----------------------- ------------------------------------------- -----------------
Amendments to IFRS
17, IFRS 4 and IFRS Amendments to IFRS 17 and IFRS 4,'Insurance
9 Contracts', deferral of IFRS 9 1 January 2021
Amendments to IFRS
9, IAS 39, IFRS 7, Interest Rate Benchmark Reform - Phase
IFRS 4, and IFRS 16 2 1 January 2021
Management is currently assessing the impact of the above new
standards. In advance of the year starting 1 July 2021, the Group
will put in place necessary processes to capture all of the
adjustments and additional disclosures required for those standards
taking effect before this date.
3. Principal risks and uncertainties
The principal risks and uncertainties that affect the Group
remain unchanged from those stated on pages 37 to 45 of the
strategic report in the Annual Report and Financial Statements for
the year ended 30 June 2020, with the exception of the following
update in relation to liquidity and capital risk.
Bank facility extension
To ensure the Group had sufficient facility headroom to deal
with the most pessimistic trading scenarios initially anticipated
as a result of the impact of the Covid-19 pandemic, the Board
agreed with its lenders to access GBP15m of additional facility
headroom through the Government's Coronavirus Large Business
Interruption Loan Scheme ('CLBILS'). The additional funding was
secured on 7 August 2020. In recognition of the continued strong
cash position of the Group the GBP15m CLBILS facility was repaid in
full on 17 February 2021.
4. Measures of profit
Reconciliation to profit on continuing activities before tax
To provide shareholders with additional understanding of the
trading performance of the Group, adjusted EBITA has been
calculated as profit before tax after adding back:
* amortisation of intangible assets excluding computer
software;
* adjusting items (included in operating expenses);
* other income - gain on sale of subsidiary; and
* net finance costs.
Adjusted profit before tax, adjusted EBITA and adjusted EBITDA
reconcile to profit on continuing activities before tax as
follows:
Six months Six months
ended ended
31 December 31 December Year ended
2020 2019 30 June 2020
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
------------- -------------- --------------
Profit before tax 5,496 4,066 6,434
Amortisation of intangible assets excluding
computer software 1,700 2,381 4,797
Adjusting items (included in operating
expenses) 580 486 625
Other income - gain on sale of subsidiary (770) - -
Adjusted profit before tax 7,006 6,933 11,856
Net finance costs 783 979 2,175
------------- -------------- --------------
Adjusted operating profit ('adjusted EBITA') 7,789 7,912 14,031
Depreciation of property, plant and equipment
included in operating expenses 597 684 1,105
Depreciation of right of use assets 1,103 1,006 2,094
Amortisation of intangible assets - computer
software 1,064 752 2,080
------------- -------------- --------------
Adjusted EBITA before depreciation ('adjusted
EBITDA') 10,553 10,354 19,310
------------- -------------- --------------
The following adjusting items have been charged to the Income
Statement during the period but are considered to be adjusting so
are shown separately:
Six months ended Six months ended Year ended
31 December 31 December 30 June
2020 2019 2020
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
---------------- ---------------- ----------
Costs relating to strategic activities 580 - 218
Net increase in the liability for deferred consideration - 486 407
Other adjusting items (included in operating expenses) 580 486 625
Amortisation of intangible assets excluding computer software 1,700 2,381 4,797
Total adjusting items (classified in profit before tax) 2,280 2,867 5,422
---------------- ---------------- ----------
5. Segmental information
In accordance with IFRS 8 the Group's operating segments are
based on the operating results reviewed by the Board, which
represents the chief operating decision maker.
The Group's organisational structure reflects the main
communities to which it provides information, education and
networking. The three divisions (Risk & Compliance, Healthcare
and Professional) are the Group's segments and generate all of the
Group's revenue.
The Board considers the business from both a geographic and
product perspective. Geographically, management considers the
performance of the Group between the UK, North America, the rest of
Europe and the rest of the world.
(a) Business segments
Year ended 30
Six months ended 31 December 2019 June 2020
Six months ended 31 December 2020 (unaudited) (unaudited) (audited)
----------------------------------------------- ----------------------------------- ----------------------
Revenue Contribution Revenue Contribution Revenue Contribution
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------- -------------------------------- ----------- ---------------------- -------- ------------
Risk & Compliance 21,543 6,396 20,560 6,091 41,739 12,849
Healthcare 18,948 1,082 21,096 1,255 40,993 3,260
Professional 14,580 2,821 17,819 2,731 30,343 2,901
Group contribution 55,071 10,299 59,475 10,077 113,075 19,010
Unallocated central
overheads - (1,981) - (1,802) - (4,255)
Share based payments - (529) - (363) - (724)
7,789 59,475 7,912 113,075 14,031
Amortisation of
intangible assets
excluding computer
software (1,700) (2,381) (4,797)
Adjusting items
(included in operating
expenses) (580) (486) (625)
Other income - gain on
sale of subsidiary 770 - -
Net finance costs (783) (979) (2,175)
Profit before tax 5,496 4,066 6,434
Taxation (1,073) (924) (1,760)
-------------------------------- ---------------------- ------------
Profit for the
financial period 4,423 3,142 4,674
-------------------------------- ---------------------- ------------
There are no intra-segmental revenues which are material for
disclosure. Unallocated central overheads represent head office
costs that are not specifically allocated to segments. Total assets
and liabilities for each reportable segment are not presented, as
such information is not provided to the Board.
(b) Segmental information by geography
The UK is the Group's country of domicile and the Group
generates the majority of its revenue from external customers in
the UK. The geographical analysis of revenue is on the basis of the
country of origin in which the customer is invoiced:
Six months Six months Year
ended 31 ended 31 ended
December December 30 June
2020 2019 2020
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
------------ ------------ ----------
UK 30,815 32,579 65,793
North America 6,208 10,920 21,037
Europe (excluding the UK) 11,444 10,778 18,042
Rest of the world 6,604 5,198 8,203
------------ ------------ ----------
Total revenue 55,071 59,475 113,075
------------ ------------ ----------
6. Earnings per share
Adjusted earnings per share has been calculated using adjusted
earnings calculated as profit after taxation and non-controlling
interests but before:
* amortisation of intangible assets excluding computer
software;
* adjusting items (included in operating expenses);
* other income - gain on sale of subsidiary; and
* adjusting items (included in finance costs).
The calculation of the basic and diluted earnings per share is
based on the following data:
Six months Six months
ended 31 ended 31 Year ended
December December 30 June
2020 2019 2020
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
Earnings from continuing operations for
the purpose of basic earnings per share 4,423 3,142 4,674
Add/(remove):
Amortisation of intangible assets excluding
computer software (net of non-controlling
interests) 1,700 2,381 4,797
Adjusting items (included in operating
expenses) 580 486 625
Other income - gain on sale of subsidiary (770) - -
Tax effect of adjustments above (293) (436) (712)
Adjusted earnings for the purposes of adjusted
earnings per share 5,640 5,573 9,384
------------ ------------ -----------
Number Number Number
Weighted average number of ordinary shares
for the purpose of basic and adjusted earnings
per share 87,603,917 87,577,105 87,590,511
Effect of dilutive potential ordinary shares:
Future exercise of share awards and options 293,090 1,067,312 1,254,878
Weighted average number of ordinary shares
for the purposes of diluted earnings per
share 87,897,007 88,644,417 88,845,389
------------ ------------ -----------
Basic earnings per share 5.05p 3.59p 5.33p
Diluted earnings per share 5.03p 3.54p 5.26p
Adjusted basic earnings per share ('adjusted
earnings per share') 6.44p 6.36p 10.71p
Adjusted diluted earnings per share 6.42p 6.29p 10.56p
------------ ------------ -----------
7. Disposal of subsidiary
On 16 December 2020 the Group disposed of Central Law Training
Scotland. The disposal was executed by way of the sale of 100% of
the equity shares.
The gain on disposal comprises:
GBP'000
Cash and cash equivalents 400
Settlement of intercompany balances 1,190
----------------------------------------- --------
Total consideration received 1,590
----------------------------------------- --------
Directly attributable costs of disposal (100)
Net assets disposed (720)
----------------------------------------- --------
Gain on disposal 770
----------------------------------------- --------
8. Cash generated from operations
Six months Six months
ended 31 ended 31 Year ended
December December 30 June
2020 2019 2020
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
Profit from continuing operations before
income tax 5,496 4,066 6,434
Adjusting items 580 486 625
Depreciation of property, plant and equipment 597 684 1,105
Depreciation of right of use assets 1,103 1,006 2,094
Gain on sale of subsidiary (770) - -
Amortisation of intangible assets 2,764 3,133 6,877
Loss/(profit) on disposal of property,
plant and equipment 1 (3) (7)
Share based payments (including social
security costs) 529 363 724
Net finance costs 783 979 2,175
------------ ------------ -----------
Operating cash flows before movements
in working capital 11,083 10,714 20,027
Decrease/(increase) in trade and other
receivables 2,319 664 3,279
(Decrease)/increase in trade and other
payables (4,199) (4,793) 3,206
------------ ------------ -----------
Cash generated from operations before
adjusting items 9,203 6,585 26,512
------------ ------------ -----------
Cash conversion is calculated as a percentage of cash generated
by operations to Adjusted EBITA as follows:
Year ended
30 June
Six months Six months
ended 31 ended 31
December December
2020 2019 2020
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
Funds from operations before adjusting
items:
Adjusted EBITA 7,789 7,912 14,031
Share based payments (including social
security costs) 529 363 724
Amortisation of intangible assets - computer
software 1,064 752 2,080
Depreciation of property, plant and equipment
included in operating expenses 597 684 2,094
Depreciation of right of use assets 1,103 1,006 1,105
Loss/(profit) on disposal of property,
plant and equipment 1 (3) (7)
------------- -------------- -----------
Operating cash flows before movements
in working capital 11,083 10,714 20,027
Net working capital movement (1,880) (4,129) 6,485
------------- -------------- -----------
Funds from operations before adjusting
items 9,203 6,585 26,512
------------- -------------- -----------
Cash conversion 118% 83% 189%
------------- -------------- -----------
Free cash flows:
Operating cash flows before movement in
working capital 11,083 10,714 20,027
Proceeds on disposal of property, plant
and equipment 7 18 27
Net working capital movement (1,880) (4,129) 6,485
Interest paid (763) (814) (1,632)
Payment of lease liabilities (1,285) (1,129) (2,392)
Tax paid (1,169) (3,420) (4,377)
Purchase of property, plant and equipment (455) (304) (538)
Purchase of intangible assets (1,422) (1,637) (3,315)
------------- -------------- -----------
Free cash flows 4,116 (701) 14,285
------------- -------------- -----------
9. Related party transactions
The Company and its wholly owned subsidiary undertakings offer
certain Group-wide purchasing facilities to the Company's other
subsidiary undertakings whereby the actual costs are recharged.
Close family members of key management personnel provided
services to the Group during the period for lecturing. The total
invoiced for these services was GBP55,625 (2019: GBP49,883).
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
RNS may use your IP address to confirm compliance with the terms
and conditions, to analyse how you engage with the information
contained in this communication, and to share such analysis on an
anonymised basis with others as part of our commercial services.
For further information about how RNS and the London Stock Exchange
use the personal data you provide us, please see our Privacy
Policy.
END
IR BCGDDBUBDGBR
(END) Dow Jones Newswires
February 18, 2021 02:00 ET (07:00 GMT)
Wilmington (AQSE:WIL.GB)
Historical Stock Chart
From Oct 2024 to Nov 2024
Wilmington (AQSE:WIL.GB)
Historical Stock Chart
From Nov 2023 to Nov 2024
