TIDMCCP
RNS Number : 4992B
Celtic PLC
11 February 2022
Celtic plc (the "Company")
INTERIM REPORT FOR THE SIX MONTHS TO 31 DECEMBER 2021
Key Operational Items
-- Currently first in the SPFL Premiership.
-- Winners of the Premier Sports League Cup 21/22.
-- 19 home fixtures (2020: 17).
-- Participation in the UEFA Europa League group stages and
qualification to the knock-out playoff round of the UEFA Europa
Conference League.
Key Financial Items
-- Revenue increased by 29.9% to GBP52.9m (2020: GBP40.7m).
-- Profit from trading was GBP7.0m (2020: loss of GBP0.3m).
-- Profit from transfer of player registrations (shown as profit
on disposal of intangible assets) GBP25.8m (2020: GBP1.0m).
-- Profit before taxation of GBP27.6m (2020: loss of GBP5.9m).
-- Acquisition of player registrations of GBP16.8m (2020: GBP12.7m).
-- Period end net cash at bank of GBP25.6m (2020: GBP19.7m).
For further information contact:
Celtic plc Tel: 0141 551 4235
Ian Bankier
Peter Lawwell
Canaccord Genuity Limited, Nominated Adviser Tel: 020 7523 8350
and Broker
Simon Bridges
Thomas Diehl
This announcement contains inside information for the purposes
of article 7 of the Market Abuse Regulation (EU) 596/2014 as
amended by regulation 11 of the Market Abuse (Amendment) (EU Exit)
Regulations 2019/310. Upon the publication of this announcement,
this inside information is now considered to be in the public
domain.
CHAIRMAN'S STATEMENT
The results for the six months ended 31 December 2021 show
revenues of GBP52.9m (2020: GBP40.7m) and a profit before taxation
of GBP27.6m (2020: loss before tax of GBP5.9m). The profit from
trading, representing the profit excluding player related gains and
charges, amounted to GBP7.0m (2020: loss of GBP0.3m). Period end
net cash at bank was GBP25.6m (2020: GBP19.7m). The introductory
page to these interim results summarises the key events in the
period.
The major factors driving the much improved financial
performance for the period under review were: - first, the return
of fans to the stadium driving crucial match day income; second,
our qualification for another season in the Europa League with the
accompanying ticket sales that were absent last year; and third,
the revenues received from successful player trading, notably the
sales of Odsonne Edouard and Kristoffer Ajer. In the same period we
made substantial investments back into the player squad in order to
target the football success that drives our financial success.
Whereas the Covid-19 environment has improved markedly, the
sudden emergence of the Omicron variant and resultant
reintroduction of temporary societal restrictions in Scotland
adversely affected the football sector. This demonstrates our
continued sensitivity to the threat of the pandemic. Mindful of the
risks posed to the Club's finances from further restrictions, we
continue to manage the business on a prudent basis, balanced
against the benefits of investing in the football department. The
forecast outturn for the second half of this financial year is
expected to be more modest owing to the trading seasonality
inherent in the business. As we know, most of our earnings are
typically derived in the first six months of the financial year. In
line with prior years, we expect to incur losses in the second six
months of the financial year owing to the expectation of having
less player trading gains, lower UEFA media right distributions and
associated UEFA match ticket income, higher amortisation emanating
from player acquisitions in January and seasonally lower retail
income. In addition, our outturn earnings may be materially
impacted by success in footballing competition. On the basis that
the impact of Covid-19 appears to be receding at present, we
anticipate to finish the financial year with revenues ahead of our
previous expectations.
It has been a period of transition for both the executive and
the football department. Michael Nicholson's appointment as Chief
Executive was confirmed on 23(rd) December along with Chris McKay's
promotion to Chief Financial Officer. And our Football Manager,
Ange Postecoglou, joined us at the start of the season. Ange has
been able to assemble a first team player squad to fit his proven
methodology of attacking football. We have achieved the permanent
transfers of Osaze Urhoghide, Liam Shaw, Liel Abada, Kyogo
Furuhashi, Carl Starfelt, Joe Hart, Liam Scales, Josip Juranovic,
James McCarthy and Georgios Giakoumakis. In addition, we welcomed
to the Club two quality loan signings in Cameron Carter-Vickers and
Joao Pedro Neves Filipe (Jota). Further to this we added Daizen
Maeda, Yosuke Ideguchi, Johnny Kenny, Reo Hatate and Matt O'Riley
over December 2021 and January 2022.
As we progress through the season we are delighted to return to
winning ways, securing the first silverware of the season, the
Premier Sports Cup in December. This is the 20(th) time Celtic has
won this trophy. December also saw us finish 3(rd) in the Europa
League Group with a creditable 9 points in what was a difficult
group. We now enter the newly constituted Europa Conference League
where we will play FK Bodo / Glimt. A t the time of writing we sit
at the top of the Premiership with 12 games remaining and we have
reached the fifth round of the Scottish Cup. We also note the
progress which continues to be made by our women's first team and
in particular the magnificent achievement of winning the SWPL Cup
in December 2021, the women's team's first trophy in over 10 years.
We congratulate the players, Fran Alonso and his management team on
this success and hopefully can look forward to further success in
the near future.
On behalf of the Board I express my assured confidence in the
football management team and the executive management team who
collectively share many years' experience in Celtic Football Club
and who have worked tirelessly to restore our current position at
the top of Scottish Football. We are optimistic about the
future.
Finally, I wish to express my sincere gratitude to our
supporters, our shareholders and our commercial partners. The
support they offered over the last six months and beyond as we
emerge from Covid-19 has been immeasurable as we have navigated the
Club through this transitional period.
Ian P Bankier
11 February 2022
Chairman
INDEPENT REVIEW REPORT TO CELTIC PLC
Conclusion
We have been engaged by the company to review the condensed set
of financial statements in the half-yearly financial report for the
six months ended 31 December 2021 which comprises the Consolidated
Statement of Comprehensive Income, Consolidated Balance Sheet,
Consolidated Statement of Changes in Equity, Consolidated Cash Flow
Statement and related explanatory notes.
Based on our review, nothing has come to our attention that
causes us to believe that the condensed set of financial statements
in the half-yearly financial report for the six months ended 31
December 2021 is not prepared, in all material respects, in
accordance with UK adopted International Accounting Standard 34 and
the London Stock Exchange AIM Rules for Companies.
Basis for conclusion
We conducted our review in accordance with International
Standard on Review Engagements (UK) 2410, "Review of Interim
Financial Information Performed by the Independent Auditor of the
Entity" ("ISRE (UK) 2410"). A review of interim financial
information consists of making enquiries, primarily of persons
responsible for financial and accounting matters, and applying
analytical and other review procedures. A review is substantially
less in scope than an audit conducted in accordance with
International Standards on Auditing (UK) and consequently does not
enable us to obtain assurance that we would become aware of all
significant matters that might be identified in an audit.
Accordingly, we do not express an audit opinion.
As disclosed in note 1, the annual financial statements of the
group are prepared in accordance with UK adopted international
accounting standards. The condensed set of financial statements
included in this half-yearly financial report has been prepared in
accordance with UK adopted International Accounting Standard 34,
"Interim Financial Reporting".
Conclusions relating to going concern
Based on our review procedures, which are less extensive than
those performed in an audit as described in the Basis for
conclusion section of this report, nothing has come to our
attention to suggest that the directors have inappropriately
adopted the going concern basis of accounting or that the directors
have identified material uncertainties relating to going concern
that are not appropriately disclosed.
This conclusion is based on the review procedures performed in
accordance with ISRE (UK) 2410, however future events or conditions
may cause the group to cease to continue as a going concern.
Responsibilities of directors
The directors are responsible for preparing the half-yearly
financial report in accordance with the London Stock Exchange AIM
Rules for Companies .
In preparing the half-yearly financial report, the Directors are
responsible for assessing the Company's ability to continue as a
going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the
Directors either intend to liquidate the Company or to cease
operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the review of the financial
information
In reviewing the half-yearly report, we are responsible for
expressing to the Company a conclusion on the condensed set of
financial statement in the half-yearly financial report. Our
conclusion, including our Conclusions Relating to Going Concern,
are based on procedures that are less extensive than audit
procedures, as described in the Basis for Conclusion paragraph of
this report.
Use of our report
Our report has been prepared in accordance with the terms of our
engagement to assist the Company in meeting the requirements of the
Transparency (Directive 2004/109/EC) Regulations 2007 and for no
other purpose. No person is entitled to rely on this report unless
such a person is a person entitled to rely upon this report by
virtue of and for the purpose of our terms of engagement or has
been expressly authorised to do so by our prior written consent.
Save as above, we do not accept responsibility for this report to
any other person or for any other purpose and we hereby expressly
disclaim any and all such liability.
BDO LLP
Chartered Accountants
Glasgow, UK
Date
BDO LLP is a limited liability partnership registered in England
and Wales (with registered number OC305127).
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE 6 MONTHS TO 31 DECEMBER 2021
2021 2020
Unaudited Unaudited
Note GBP000 GBP000
Revenue 2 52,858 40,688
Operating expenses (before intangible asset
transactions) (45,810) (40,966)
------------ -------------
Profit/(loss) from trading before intangible
asset transactions 7,048 (278)
Exceptional operating credit 3 1,063 -
Amortisation of intangible assets (6,251) (6,583)
Profit on disposal of intangible assets 25,752 993
Operating profit/(loss) 27,612 (5,868)
-
Finance income 4 456 515
Finance expense 4 (512) (516)
Profit/(loss) before tax 27,556 (5,869)
Income tax (expense)/credit 5 (3,210) 730
------------- -------------
-
Profit/(loss) and total comprehensive income/(expense)
for the period 24,346 (5,139)
------------- -------------
Basic earnings/(loss) per Ordinary Share 6 25.78p (5.45p)
============= =============
Diluted earnings/(loss) per Share 6 18.01p (5.45p)
============= =============
The notes on pages 10 to 13 form part of these financial
statements.
CONSOLIDATED BALANCE SHEET AS AT 31 DECEMBER 2021
2021 2020
Unaudited Unaudited
Notes GBP000 GBP000
NON-CURRENT ASSETS
Property plant and equipment 57,087 57,781
Intangible assets 7 27,522 25,912
Trade and other receivables 8 14,664 9,082
99,273 92,775
CURRENT ASSETS
Inventories 2,940 3,000
Trade and other receivables 8 32,180 21,064
Cash and cash equivalents 10 27,798 23,183
------------------- -------------
62,918 47,247
------------------- -------------
TOTAL ASSETS 162,191 140,022
=================== =============
EQUITY
Issued share capital 9 27,168 27,168
Share premium 14,951 14,912
Other reserve 21,222 21,222
Accumulated profits 29,975 13,091
------------------- -------------
TOTAL EQUITY 93,316 76,393
=================== =============
NON-CURRENT LIABILITIES
Interest bearing liabilities/
bank loans 932 2,212
Debt element of Convertible
Cumulative Preference Shares 4,174 4,174
Trade and other payables 7,883 4,068
Lease Liabilities 352 431
Deferred tax 5 2,904 906
Provisions 99 128
Deferred income - 14
------------------- -------------
16,344 11,933
------------------- -------------
CURRENT LIABILITIES
Trade and other payables 26,124 24,997
Current borrowings 1,336 1,364
Lease Liabilities 562 568
Provisions 6,686 6,402
Deferred income 17,823 18,365
------------------- -------------
52,531 51,696
------------------- -------------
TOTAL LIABILITIES 68,875 63,629
=================== =============
TOTAL EQUITY AND LIABILITIES 162,191 140,022
=================== =============
Approved by the Board on 11 February 2022.
The notes on pages 10 to 13 form part of these financial
statements.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE 6 MONTHSED 31 DECEMBER 2021
Share Share Other Accumulated Total
capital premium reserve Profits
GBP000 GBP000 GBP000 GBP000 GBP000
EQUITY SHAREHOLDERS' FUNDS
AS AT 1 JULY 2020 (Audited) 27,167 14,849 21,222 18,230 81,468
Share capital issued 1 63 - - 64
- - - - -
Reduction in debt element
of
convertible cumulative
preference shares
Loss and total comprehensive
expense for the period - - - (5,139) (5,139)
EQUITY SHAREHOLDERS' FUNDS
AS AT 31 DECEMBER 2020 (Unaudited) 27,168 14,912 21,222 13,091 76,393
========== =========== =========== ================= ==========
EQUITY SHAREHOLDERS' FUNDS
AS AT 1 JULY 2021 (Audited) 27,168 14,912 21,222 5,629 68,931
Share capital issued - 39 - - 39
Reduction in debt element - - - - -
of convertible cumulative
preference shares
Profit and total comprehensive
income for the period - - - 24,346 24,346
EQUITY SHAREHOLDERS' FUNDS
AS AT 31 DECEMBER 2021 (Unaudited) 27,168 14,951 21,222 29,975 93,316
========== =========== =========== ================= ==========
The notes on pages 10 to 13 form part of these financial
statements.
CONSOLIDATED CASH FLOW STATEMENT
FOR THE 6 MONTHSED 31 DECEMBER 2021
Note 2021 2020
Unaudited Unaudited
GBP000 GBP000
Cash flows from operating activities
Profit/(loss) for the period after
tax 24,346 (5,139)
Income tax expense/ (credit) 3,210 (730)
Depreciation 1,320 1,241
Amortisation 6,251 6,583
Reversal of prior period impairment (1,095) -
charge
Profit on disposal of intangible assets (25,752) (993)
Finance costs 512 516
Finance income (456) (515)
--------------- ------------
8,336 963
Decrease/ (increase) in inventories 921 (1,730)
Decrease/(Increase) in receivables 1,190 (737)
Decrease in payables and deferred
income (6,644) (4,029)
--------------- ------------
Cash generated from/(used in) operations 3,803 (5,533)
Tax paid - -
Interest paid (42) (67)
Interest received 19 29
--------------- ------------
Net cash flow from/(used in) operating
activities 3,780 (5,571)
--------------- ------------
Cash flows from investing activities
Purchase of property, plant and equipment (801) (214)
Purchase of intangible assets (13,801) (6,306)
Proceeds from sale of intangible assets 20,660 14,346
--------------- ------------
Net cash generated from investing
activities 6,058 7,826
--------------- ------------
Cash flows from financing activities
Repayment of debt (640) (640)
Payments on leasing activities (378) (379)
Dividend on Convertible Cumulative
Preference Shares (481) (459)
--------------- ------------
Net cash used in financing activities (1,499) (1,478)
--------------- ------------
Net increase in cash equivalents 8,339 777
Cash and cash equivalents at 1 July 19,459 22,406
--------------- ------------
Cash and cash equivalents at 31 December 10 27,798 23,183
=============== ============
The notes on pages 10 to 13 form part of these financial
statements.
NOTES TO THE FINANCIAL INFORMATION
1. BASIS OF PREPARATION
The financial information in this interim report comprises the
Consolidated Statement of Comprehensive Income, Consolidated
Balance Sheet, Consolidated Statement of Changes in Equity,
Consolidated Cash Flow Statement and accompanying notes. The
financial information in this interim report has been prepared
under the recognition and measurement requirements in accordance
with UK adopted international accounting standards, but does not
include all of the disclosures that would be required under those
accounting standards. The accounting policies adopted in the
financial statements for the year ended 30 June 2022 will be in
accordance with UK adopted international accounting standards.
The financial information in this interim report for the six
months to 31 December 2021 and to 31 December 2020 has not been
audited, but it has been reviewed by the Company's auditor, whose
report is set out on pages 4 and 5.
Adoption of standards effective for periods beginning 1 July
2021
There have been no new standards effective from 1 July 2021,
however there have been some amendments to existing standards as
follows:
-- Amendment to IFRS 4 Insurance contracts - deferral of IFRS 9.
-- Amendment to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16
Interest rate benchmark reform - Phase 2.
-- Amendment to IFRS 16 for Covid-19 rent concessions beyond 30
June 2021, effective from 1 April 2021.
Going concern
As part of the Directors' consideration of the going concern
assumption used in preparing the Interim Report, different
scenarios have been analysed for a minimum period of 12 months from
the date of approval of the report with outlook assumptions used
beyond this time frame. The main factors considered were:
-- current financial stability of the Group and on-going access to funds;
-- current trading environment and potential future restrictions
on trading as a result of Covid-19, primarily any impact on the
attendance of fans in football stadia;
-- security of revenue streams;
-- first team football performance and success; and
-- player transfer market conditions.
The Directors have adopted a prudent approach in the assumptions
used in relation to the above, in order to provide additional
comfort around the viability of the Group going forward.
At 31 December 2021, the cash at bank was GBP27.8m. In addition,
the Group had a net receivables position with respect to player
trading payables/receivables. The 6 months of trading to 31
December 2021 have been more favourable than in the comparative
period for 2020 and as a result there remains strong liquidity in
the business. At the time writing, there are no indications that
trading conditions, and in particular the attendance of fans at
football matches, are likely to be negatively impacted in the near
future. This situation will however remain under review.
The Group has retained established contracts with a number of
our commercial partners and suppliers providing assurance over
future revenues and costs and we have clear visibility over
committed labour costs and transfer payables. In addition, the
Group has in recent years, achieved significant gains in relation
to player trading and manages the movement of players in and out of
the team strategically to ensure maximisation of value where
required while maintaining a squad of appropriate quality to
ensure, as far as possible, continued on field success. This has
been illustrated by the sales of Kris Ajer and Odsonne Edouard
during the summer 2021 transfer window.
The Group continues to have access to a GBP13m RCF with the
Co-operative Bank which was amended and restated in Sept 2020. This
provides additional access to funds should these be required. The
facility has never been drawn down and the current cash flow
forecasts over the period of the going concern review do not show a
requirement to utilise it.
The Group continues to perform a detailed budgeting process each
year which looks ahead four years from the current financial year,
and is reviewed and approved by the Board. The Group also
re-forecasts each month and this is distributed to the Board. As a
consequence, and in conjunction with the additional forecasting and
sensitivity analysis which has taken place and taking into account
reasonably forecasted worst case scenarios, the Directors believe
that the Company is well placed to manage its business risks
successfully despite the continuing uncertain economic outlook.
In consideration of all of the above, the Directors have a
reasonable expectation that the Group and Company has adequate
resources to continue in operational existence for the foreseeable
future. Thus they continue to adopt the going concern basis of
accounting in preparing the Interim Report.
2. REVENUE
6 months 6 months
to 31 to 31
Dec 2021 Dec 2020
Unaudited Unaudited
GBP000 GBP000
Football and stadium operations 23,558 12,570
Multimedia and other commercial
activities 13,973 13,049
Merchandising 15,327 15,069
52,858 40,688
=========== ===========
Number of home games 19 17
=========== ===========
3. EXCEPTIONAL OPERATING CREDIT
The exceptional operating credit of GBP1.06m (2020: nil)
represent settlement payments of GBP0.03m and an impairment
reversal of GBP1.09m which was a previously provided for in
relation to intangible assets deemed to be irrecoverable. These
events are deemed to be unusual in relation to what management
consider to be normal operating conditions.
4. FINANCE INCOME AND EXPENSE
6 months 6 months
to to
31 December 31 December
2021 2020
Unaudited Unaudited
GBP000 GBP000
Finance income:
Interest receivable on bank deposits 19 29
Notional interest income 437 486
-------------- --------------
456 515
============== ==============
6 months 6 months
to to
31 December 31 December
2021 2020
Unaudited Unaudited
GBP000 GBP000
Finance expense:
Interest payable on bank and other
loans (40) (60)
Notional interest expense (188) (172)
Dividend on Convertible Cumulative
Preference Shares (284) (284)
-------------- --------------
(512) (516)
============== ==============
5. TAXATION
Tax has been charged at 19% for the six months ended 31 December
2021 (2020: 19%) representing the best estimate of the average
annual effective tax rate expected to apply for the full year,
applied to the pre-tax income of the six month period. After
accounting for deferred tax, this has resulted in tax expense in
the statement of comprehensive income of GBP3.2m (2020: credit of
GBP0.7m).
6. EARNINGS PER SHARE
Basic earnings per share has been calculated by dividing the
profit for the period of GBP24.3m (2020: loss of GBP5.1m) by the
weighted average number of Ordinary Shares in issue of 94,446,660
(2020: 94,315,059). Diluted earnings per share has been calculated
by dividing the profit for the period by the weighted average
number of Ordinary Share, Convertible Cumulative Preference Shares
and Convertible Preferred Ordinary Shares in issue, assuming
conversion at the balance sheet if dilutive.
7. INTANGIBLE ASSETS
31 December 31 December
2021 2020
Unaudited Unaudited
Cost GBP000 GBP000
At 1 July 49,559 49,846
Additions 16,760 12,667
Disposals (19,186) (1,581)
--------------- ---------------
At period end 47,133 60,932
=============== ===============
Amortisation
At 1 July 31,256 30,018
Charge for the period 6,251 6,583
Reversal of prior period impairment 1,094 -
Disposals (18,990) (1,581)
--------------- ---------------
At period end 19,611 35,020
=============== ===============
Net Book Value at period end 27,522 25,912
=============== ===============
8. TRADE AND OTHER RECEIVABLES
31 December 31 December
2021 2020
Unaudited Unaudited
GBP000 GBP000
Trade receivables 34,381 19,024
Prepayments and accrued income 7,436 5,767
Other receivables 5,027 5,355
------------- -------------
46,844 30,146
============= =============
Amounts falling due after more than one year
included above are:
2021 2020
GBP000 GBP000
Trade receivables 14,664 9,082
============= =============
9. SHARE CAPITAL
Authorised Allotted, called up and
fully paid
31 December 31 December
2021 2020 2021 2021 2020 2020
Unaudited Unaudited Unaudited
No 000 No 000 No 000 GBP000 No 000 GBP000
Equity
Ordinary Shares of 1p each 223,681 223,608 94,457 945 94,349 944
Deferred Shares of 1p each 676,275 672,852 676,275 6,763 672,852 6,729
Convertible Preferred Ordinary
Shares of GBP1 each 14,722 14,756 12,734 12,734 12,769 12,769
Non-equity
Convertible Cumulative Preference
Shares of 60p each 18,297 18,298 15,797 9,479 15,798 9,479
Less reallocated to debt:
Initial debt - - - (2,753) - (2,753)
---------- ----------
932,975 929,514 799,263 27,168 795,768 27,168
========== ========== ========== =========== ========== ===========
10. ANALYSIS OF NET CASH AT BANK
The reconciliation of the movement in cash and cash equivalents
per the cash flow statement to net cash is as follows:
31 December 31 December
2021 2020
Unaudited Unaudited
GBP000 GBP000
Bank Loans due after more than
one year (932) (2,212)
Bank Loans due within one year (1,236) (1,264)
Cash and cash equivalents:
Cash at bank and on hand 27,798 23,183
------------- -------------
Net cash at bank at period end 25,630 19,707
============= =============
11. POST BALANCE SHEET EVENTS
Since the balance sheet date, we have secured the permanent
registrations of Daizen Maeda, Yosuke Ideguchi, Reo Hatate, Johnny
Kenny, and Matthew O'Riley.
We have also temporarily transferred the registrations of Ewan
Henderson to Hibernian, Conor Hazard to HJK Helsinki, Liam Shaw to
Motherwell, Osaze Urhoghide to KV Oostende and Lee O'Connor has
permanently transferred to Tranmere Rovers.
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IR FZGMZNMMGZZM
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