SDL PLC Final Results -10-
March 12 2013 - 3:00AM
UK Regulatory
The fair value of equity settled share options granted under the
SDL SAYE Scheme is estimated as at the date of grant using the
Black Scholes model. The following table lists the inputs and key
output to the model in the year of grant:
2012 2011
Weighted average share price (pence) 599 520
Expected volatility 29% 41%
Expected option life 3.5 years 3.5 years
Expected dividends 1% 1%
Risk-free interest rate 0.2% 1.1%
8. ADDITIONAL CASH FLOW INFORMATION
Analysis of group net debt:
Debt
1 Acquired 31
January Cash on Exchange December
2012 flow acquisition differences 2012
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Cash and cash equivalents 70,408 (41,755) 571 (772) 28,452
Loans - (20,256) (1,934) - (22,190)
--------- --------- ------------- ------------- ----------
70,408 (62,011) (1,363) (772) 6,262
========= ========= ============= ============= ==========
Debt
1 Acquired 31
January Cash on Exchange December
2011 flow acquisition differences 2011
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Cash and cash equivalents 46,628 23,981 - (201) 70,408
Loans - - - - -
46,628 23,981 - (201) 70,408
========= ======== ============= ============= ==========
9. BUSINESS COMBINATIONS
Acquisition of Alterian plc
On 27 January 2012 the Group acquired 100% of the share capital
of Alterian plc, a listed company based in the United Kingdom. The
principal activity of the Alterian plc group is the provision of
marketing analytics, social media monitoring and campaign
management.
The total cost of the combination comprises GBP73.2million.
GBP20 million of the cost of the acquisition was funded by draw
down of the Group facility and the remainder was funded from the
Group's existing cash resources.
The fair value of the identifiable assets and liabilities of the
Alterian plc group as at the date of acquisition were:
Fair value
to
Book value Group
GBP'000 GBP'000
Intangible assets 27,002 19,694
Property, plant and Equipment 1,697 1,658
Trade receivables 9,233 9,762
Other receivables 1,195 1,050
Cash and cash equivalents 571 571
Deferred tax asset 1,165 1,165
Trade payables (2,982) (3,022)
Overdraft (1,934) (1,934)
Other payables (23,907) (23,608)
Deferred tax liabilities (1,184) (4,530)
----------- -----------
Net assets 10,856 806
===========
Goodwill arising on acquisition 72,348
-----------
73,154
===========
Discharged by: GBP'000
Cash paid to shareholders 73,154
Exercise proceeds from employee share
options (3,407)
---------
Total cash payable 69,747
=========
Cash outflow on the acquisition:
Net cash and cash equivalents acquired
with the subsidiary 571
Total cash paid (73,154)
---------
Net cash outflow (72,583)
=========
From the date of acquisition Alterian plc group has contributed
GBP28.4 million of revenue and a profit of GBP2.3 million to the
net profit after tax of the Group. If the combination had taken
place at the beginning of the year, the profit, after taxation, for
the Group would have been GBP21.1 million and revenue from
continuing operations would have been GBP271.7 million. Included in
the GBP72.3 million of goodwill recognised above are certain
intangible assets that cannot be individually separated and
reliably measured from the acquiree due to their nature. These
items include assembled workforce and buyer specific synergies.
10. EVENTS AFTER THE STATEMENT OF FINANCIAL POSITION DATE
On 8 February 2013, the Group acquired 100% of Bemoko Limited
(an unlisted company based in England) for GBP1.9 million, of which
GBP1.1 million is payable immediately and was funded from the
Group's existing cash reserves. The principal activity of Bemoko
Limited is a provider of mobile web solutions. Additional
disclosures required under IFRS3 (Revised) will be included in the
30 June 2013 Interim Report once the initial accounting for the
business combination has been completed.
There are no other known events occurring after the statement of
financial position date that require disclosure.
The Directors are recommending that a final dividend for the
year ended 31 December 2012 of 6.1 pence per ordinary share be paid
to the shareholders whose names appear on the register at the close
of business on 17 May 2013 with payment on 14 June 2013. The
Ex-dividend date will be 15 May 2013. This recommendation will be
put to the shareholders at the Annual General Meeting.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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