TIDMWLG

RNS Number : 5960T

Wireless Group PLC

31 March 2016

Wireless Group plc

("WLG" or "the Company" or "the Group")

Belfast, London & Dublin - 31 March 2016: Wireless Group plc today announces preliminary results for the year ended 31 December 2015

Financial highlights

Continuing operations*

-- Group revenue of GBP75.1m (2014 restated: GBP82.4m)

-- Group operating profit of GBP13.0m (2014 restated: GBP14.1m)

-- Pre-tax profits of GBP10.7m (2014 restated: GBP11.9m)

-- Exceptional profit of GBP6.9m from sale of Juice FM

-- Diluted adjusted earnings per share from continuing operations of 8.65p (2014 restated: 9.43p)

-- Proposed final dividend of 7.60p post share consolidation

* As appropriate, references to profit include income from associates and joint venture but exclude discontinued operations and exceptional items

Discontinued operations

-- Sale of Television assets, including defined benefit pension scheme, for GBP100m

-- Return of capital to shareholders of GBP55m

-- Loss after tax on discontinued operations of GBP5.3m (2014 restated: profit after tax of GBP4.6m)

Prospects highlights

-- Radio GB growth from UEFA Euro Football championships

-- D2 stations successfully launched in March 2016 capitalising on listener demand for radio on digital platforms

-- 50% of 2016 forecast revenue for D2 stations already booked

-- Strong market positions in Ireland leave us well placed to benefit from growing economy

-- New GBP30m multi-currency revolving credit facility in place to February 2020 - targeted net debt/EBITDA over the period is less than 2:1

-- Richard Huntingford appointed as Executive Chairman, John McCann, Group Chief Executive retiring in May 2016

Richard Huntingford, Chairman, Wireless Group plc, said:

"The new Wireless Group has a very exciting future as a focused radio business with market leading assets, a robust balance sheet and a strong management team. We are targeting double digit profit growth over the medium term which should deliver both significant income and capital growth for shareholders over the coming years."

Key dates

-- 12 May 2016 - Annual General Meeting

-- 20 May 2016 - Record date for payment of dividends

-- 15 July 2016 - Payment of dividends

-- 22 August 2016 - Interim Results Announcement

For further information contact:

 
 Investor Enquiries               www.wirelessgroupplc.com/investors 
 
 Norman McKeown, Group Finance 
  Director                        +44 (0) 28 9026 2177 
 
 Media Enquiries 
 Maitland 
 James Devas                      +44 (0) 20 7379 5151 
 

Overview

In an eventful year, your Company launched UTV Ireland, was part of the consortium that won the licence to operate the second national digital multiplex D2, sold Juice FM in Liverpool to Global Radio for GBP10m and agreed to sell its television business to ITV for GBP100m. With completion of the sale of the television business taking place on 29 February 2016, your Company, with its new name, is now a focused radio group with highly attractive assets, strong cash generation, a robust balance sheet and the potential to deliver double digit growth over the medium term.

Results and dividends for the year*

Group operating profit from continuing operations was GBP13.0m (2014 restated: GBP14.1m) reflecting the World Cup comparative, adverse foreign exchange movements and increased competitive pressures in Ireland. After net interest costs of GBP2.2m (2014 restated: GBP2.2m) and foreign exchange losses, group profit before taxation and exceptional items was GBP10.7m (2014 restated: GBP11.9m). Exceptional items arose during the year as a result of the profit on the sale of Juice FM of GBP6.9m plus an exceptional tax credit of GBP2.2m largely due to the impact of a change in the rate of UK corporation tax on deferred tax balances. This resulted in a Group profit from continuing operations after tax and exceptional items of GBP17.6m (2014 restated: GBP9.2m).

Losses after tax of GBP5.3m on discontinued operations, reflecting the results of the television business, were incurred in the year (2014 restated: profit after tax GBP4.6m).

Group net debt was lower at GBP45.8m (2014: GBP46.2m).

Dividends amounting to GBP6.9m (2014: GBP6.8m) were paid during the year, representing a final ordinary dividend for 2014 of 5.43p per share and an interim ordinary dividend for 2015 of 1.82p per share as shown in note 7.

A final dividend of GBP5.2m representing 7.60p per share (post share consolidation) is proposed for approval at the Annual General Meeting. If approved, warrants in respect of it will be despatched on 15 July 2016 to shareholders on the register at the close of business on 20 May 2016.

Review of activities

UTV Ireland launched on 1 January 2015, having secured transmission on all major distribution platforms and rights to a broad range of popular programming, including all production of ITV Studios. Consumer confusion around both re-tuning of digital receivers and also programming inconsistencies with the long established UTV Northern Ireland was gradually addressed and UTV Ireland quickly established itself as the second most watched channel in Ireland in weekday peaktime. However, this performance was not matched at the weekend where the absence of consistently popular programming undermined overall audience delivery and therefore advertising revenue projections, leading to revisions of profit expectations. With the path to profitability extended, your Board considered a GBP100m cash offer from ITV for our television business as an opportunity to release immediate value for our shareholders while substantially improving our risk profile. That risk profile was further enhanced by the transfer to ITV of our pension obligations under the defined benefit scheme. The completion of the sale to ITV was conditional upon clearances from the Broadcasting Authority of Ireland, the Competition and Consumer Protection Commission and the Minister for Communications, Energy and Natural Resources. These clearances were duly received and completion of the sale took place on 29 February 2016. Of the GBP98m net cash proceeds, GBP50.8m was returned to shareholders through the issue and redemption of B shares on 25 March 2016, while a further GBP4.2m will be distributed by way of special dividend on 15 July 2016.

The Group's banking facilities were fully repaid on 29 February 2016 with new facilities put in place on this date comprising a GBP30m dual-currency Revolving Credit Facility and overdraft facility for 4 years. Targeted net debt/EBITDA over this period is less than 2.00:1.

In March 2015, our Radio GB division was awarded the UK's second national DAB multiplex licence, D2, along with its two Sound Digital consortium partners, Bauer Media and Arqiva. Since then, extensive preparations have taken place which culminated in the successful launch of 3 new national radio services in March 2016. These are talkRADIO, a talk-led service focussed on current affairs and entertainment; Virgin Radio, a music service which brings the famous Virgin Radio brand back to the UK under a 12 year brand licence agreement with Virgin Group; and talkSPORT 2, a complementary service to talkSPORT covering live action across a broader range of sports.

In a post World Cup year, talkSPORT, with its focus on football, continued to provide an essential service to loyal fans, recording on average more than three million listeners every week. With strong demand for the younger, generally affluent male demographics of those listeners, advertisers were receptive to a significant increase in our spot advertising rates. It's worth noting that more than 10% of talkSPORT's revenue now comes from its digital inventory. talkSPORT's international broadcasting business, now in its fourth season, continues to achieve double digit sales and profit growth with rights in place for three further seasons.

We confirmed on 9 January 2015 that our local radio stations in GB were subject to a strategic review. This review was wide ranging and thorough and was intended to determine whether greater value could be derived from disposals or from driving further profits from these stations. Despite receiving a number of attractive offers for those radio assets, we concluded, with one exception, that the latter option was the correct choice. The one exception was our only youth orientated station, Juice FM in Liverpool, where we accepted Global Radio's GBP10m offer.

The Irish radio advertising market has been severely impacted by the years of deep recession in Ireland, falling by an estimated 50% from peak to trough. Recovery in Irish domestic consumer demand has lagged the very strong turnaround in the overall Irish economy but 2015 saw the Irish consumer gain confidence and Irish domestic consumption started to record good growth. Surprisingly, this confidence was not reflected in the Irish radio advertising market which moved only slowly out of the trough. A feature of 2015 was the increasingly competitive nature of the radio market. Anticipating a return to strong advertising growth, radio station owners became more aggressive in terms of marketing and investment in talent, and discounted pricing remained prevalent.

Board changes

After twenty-three years' service on the Board, including sixteen as Chief Executive, John McCann (62) decided in March 2016 that the sale of the Company's television business marked a very natural time for him to retire. John joined UTV as Financial Controller in 1983, becoming Director and General Manager in 1990 and Chief Executive in 1999. Under John's leadership, UTV was transformed from its ITV regional licensee origins into one of the most successful media companies in the UK and Ireland, with market leading radio, television and digital media assets. John will retire at the time of the AGM in May 2016.

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On behalf of all shareholders and employees of the Company, I would like to thank John for his outstanding leadership, professionalism and passionate commitment to the Company over so many years. He leaves the Company in a very healthy state and with our fondest best wishes.

Coline McConville, who joined the Board in 2012, will also retire at the AGM in May 2016 and I would like to thank her for the very valuable contribution that she has made during her time on the Board.

At the same time I would like to thank my other colleagues on the Board, our management and staff for all their hard work and determination during what has been an eventful and transforming year for the Group.

Having considered the nature of the continuing Group and the experienced existing management team, the Board has asked me to become Executive Chairman and to lead the Company's growth strategy as a focused radio group. I look forward to using my extensive experience of the radio industry and existing knowledge of the Company's businesses to ensure that the Company continues to focus all its efforts on delivering long-term value for shareholders.

Prospects

The launch and establishment of our three new recently launched national radio stations on D2 is a key priority for 2016. talkSPORT 2 and talkRADIO will leverage talkSPORT's brand heritage while Virgin Radio will have instant brand recognition. All three stations will be supported by existing infrastructure and will benefit from cross promotion, thereby helping to keep costs as low as possible. Our low cost model for these digital stations envisages breakeven being achieved at modest audience delivery levels. Operating losses at the three stations are anticipated to be circa GBP3.6m in 2016, moving to a small loss in 2017 and growing profitably beyond this. 50% of our forecast 2016 revenue for the D2 stations has already been achieved.

talkSPORT has a commanding position in the UK radio market as the premier sports radio station and will benefit from the summer Euro 2016 tournament. Both the size and the profile of its audience makes it an attractive medium for advertisers seeking male audiences. While a major football tournament typically would drive a 10% increase in sales over the course of a calendar year, talkSPORT is experiencing good underlying sales growth in addition to the positive effect of the Euros which augurs well for 2016. Our local radio stations are expected to perform broadly in line with the UK radio market for the year as a whole.

The Irish economy is forecast to grow strongly in 2016 and beyond. Consumer expenditure is also forecast to grow. This growth should translate into increased advertising expenditure and Irish advertising agencies appear to be cautiously optimistic despite the backdrop of the slowing global economy. Our radio stations in Ireland continue to enjoy market leading positions in key urban areas across the country which should leave them well placed to avail of market growth. At this stage, we expect single digit Irish radio advertising growth in 2016 with the first quarter softer due to a very strong comparative in January.

Conclusion

The new Wireless Group has a very exciting future. As a focused radio business with market-leading assets and a strong management track record of growing audiences and revenues, I am confident that we can target double digit profit growth over the medium term. Our robust balance sheet and strong cash generation will support a progressive dividend policy allowing shareholders to look forward to both significant income and capital growth from the Company over the coming years.

Richard Huntingford

Chairman

31 March 2016

Group Income Statement

For the year ended 31 December 2015

 
                                          Results                                 Results 
                                           before                                  before 
                                      Exceptional   Exceptional               Exceptional   Exceptional 
                                            Items         Items      Total          Items         Items        Total 
                             Notes           2015          2015       2015           2014          2014         2014 
                                                                               (restated)                 (restated) 
                                           GBP000        GBP000     GBP000         GBP000        GBP000       GBP000 
 
 Continuing operations 
 Revenue                         2         75,074             -     75,074         82,422             -       82,422 
 Operating costs                         (62,571)             -   (62,571)       (68,601)             -     (68,601) 
                                          -------       -------    -------        -------       -------      ------- 
 Operating profit from 
  continuing operations 
  before tax and finance 
  costs                          2         12,503             -     12,503         13,821             -       13,821 
 
 Share of results of 
  associates 
  and joint venture                           475             -        475            314             -          314 
 Profit on sale of group 
  undertaking                    3              -         6,871      6,871              -             -            - 
                                          -------       -------    -------        -------       -------      ------- 
 Profit from continuing 
  operations before tax 
  and finance costs              2         12,978         6,871     19,849         14,135             -       14,135 
 
 Finance revenue                               37             -         37             50             -           50 
 Finance costs                            (2,221)             -    (2,221)        (2,220)             -      (2,220) 
 Foreign exchange loss                       (58)             -       (58)           (50)             -         (50) 
                                          -------       -------    -------        -------       -------      ------- 
 Profit from continuing 
  operations before tax          2         10,736         6,871     17,607         11,915             -       11,915 
 
 Taxation                        4        (2,220)         2,191       (29)        (2,672)             -      (2,672) 
                                          -------       -------    -------        -------       -------      ------- 
 Profit from continuing 
  operations after tax                      8,516         9,062     17,578          9,243             -        9,243 
 
 Discontinued operations 
 (Loss)/profit from 
  discontinued 
  operations                     5        (5,251)          (24)    (5,275)          4,557             -        4,557 
                                          -------       -------    -------        -------       -------      ------- 
 Profit for the year                        3,265         9,038     12,303         13,800             -       13,800 
                                          -------       -------     ------        -------       -------       ------ 
 Attributable to: 
 Equity holders of the 
  parent                                    3,068         9,038     12,106         13,643             -       13,643 
 Non-controlling interest                     197             -        197            157             -          157 
                                          -------       -------    -------        -------       -------      ------- 
                                            3,265         9,038     12,303         13,800             -       13,800 
                                          -------       -------     ------        -------       -------       ------ 
 Earnings per share                                                                                2015         2014 
 Continuing operations                                                                                    (restated) 
 Basic                           6                                                               18.13p        9.48p 
 Diluted                         6                                                               18.08p        9.43p 
 Adjusted                        6                                                                8.68p        9.48p 
 Diluted adjusted                6                                                                8.65p        9.43p 
 
 Continuing and 
 discontinued 
 operations 
 Basic                           6                                                               12.63p       14.23p 
 Diluted                         6                                                               12.59p       14.16p 
 Adjusted                        6                                                                3.26p       14.42p 
 Diluted adjusted                6                                                                3.25p       14.35p 
 
 

Group Statement of Comprehensive Income

For the year ended 31 December 2015

 
                                                    2015         2014 
                                                           (restated) 
                                                  GBP000       GBP000 
 
 Profit for the year                              12,303       13,800 
                                                 -------      ------- 
 Other comprehensive income 
 
 Items that may be reclassified subsequently 
  to profit or loss: 
 Exchange difference on translation of 
  foreign operations                             (2,579)      (3,444) 
 Income tax relating to items that may 
  be reclassified                                     32         (32) 
                                                 -------      ------- 
                                                 (2,547)      (3,476) 
                                                 -------      ------- 
 
 Other comprehensive loss for the year, 

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  net of tax                                     (2,547)      (3,476) 
 
 Other comprehensive income for the year 
  from discontinued operations, net of 
  tax                                              1,072          353 
 
                                                 -------      ------- 
 Total comprehensive income for the year, 
  net of tax                                      10,828       10,677 
                                                 -------      ------- 
 
 
   Attributable to: 
 Equity holders of the parent - continuing 
  operations                                      14,834        5,610 
 Equity holders of the parent - discontinued 
  operations                                     (4,203)        4,910 
 Non-controlling interest                            197          157 
                                                 -------      ------- 
                                                  10,828       10,677 
                                                 -------      ------- 
 
 
 

Group Balance Sheet

At 31 December 2015

 
                                          Notes      2015      2014 
 ASSETS                                            GBP000    GBP000 
 Non-current assets 
 Property, plant and equipment                      5,701    17,360 
 Intangible assets                                166,696   172,163 
 Investments accounted for using the 
  equity method                                     1,053       900 
 Deferred tax asset                           4       719     1,531 
                                                  -------   ------- 
                                                  174,169   191,954 
                                                  -------   ------- 
 Current assets 
 Inventories                                        1,584     2,390 
 Trade and other receivables                       16,986    23,502 
 Financial asset                              8         -       275 
 Cash and short term deposits                10     9,934    12,886 
                                                  -------   ------- 
                                                   28,504    39,053 
                                                  -------   ------- 
 Assets of disposal group                     5    22,611         - 
                                                  -------   ------- 
 TOTAL ASSETS                                     225,284   231,007 
                                                  -------   ------- 
 EQUITY AND LIABILITIES 
 Equity attributable to equity holders 
  of the parent 
 Equity share capital                              55,557    55,557 
 Capital redemption reserve                            50        50 
 Treasury shares                                    (104)     (104) 
 Foreign currency reserve                             989     3,571 
 Retained earnings                                 51,958    45,428 
                                                  -------   ------- 
 Equity attributable to equity holders 
  of the parent                                   108,450   104,502 
 
 Non-controlling interest                             114        53 
                                                  -------   ------- 
 TOTAL EQUITY                                     108,564   104,555 
                                                  -------   ------- 
 Non-current liabilities 
 Financial liabilities                        9    52,322    55,399 
 Pension liability                           11         -     1,971 
 Provisions                                           381       372 
 Deferred tax liabilities                     4    30,853    34,266 
                                                  -------   ------- 
                                                   83,556    92,008 
                                                  -------   ------- 
 Current liabilities 
 Trade and other payables                          19,446    28,058 
 Financial liabilities                        9     3,422     3,668 
 Tax payable                                        1,397     1,909 
 Provisions                                           665       809 
                                                  -------   ------- 
                                                   24,930    34,444 
                                                  -------   ------- 
 Liabilities of disposal group                5     8,234         - 
                                                  -------   ------- 
 TOTAL LIABILITIES                                116,720   126,452 
                                                  -------   ------- 
                                                  -------   ------- 
 TOTAL EQUITY AND LIABILITIES                     225,284   231,007 
                                                  -------   ------- 
 

Group Cash Flow Statement

For the year ended 31 December 2015

 
                                               Notes       2015      2014 
                                                         GBP000    GBP000 
 Operating activities 
 Profit before tax (i)                                   13,404    17,044 
 Adjustments to reconcile profit before 
  tax to 
  net cash flows from operating activities 
 Foreign exchange loss                                       44        75 
 Net finance costs                                        2,239     2,357 
 Share of results of associates and 
  joint venture                                           (475)     (272) 
 Consideration receivable from disposal 
  of discontinued 
  operations                                                  -   (1,175) 
 Exceptional profit on the sale of 
  group undertaking                                     (6,871)         - 
 Depreciation of property, plant and 
  equipment                                               3,016     1,936 
 Loss from sale of property, plant 
  and equipment                                              12        32 
 Share based payments                                       266       303 
 Difference between pension contributions 
  paid and amounts 
  recognised in the income statement                      (740)   (2,454) 
 Increase in inventories                                (1,138)     (632) 
 Increase in trade and other receivables                (4,188)   (1,031) 
 (Decrease)/increase in trade and 
  other payables                                          (303)     4,783 
 (Decrease)/increase in provisions                        (135)        70 
                                                        -------   ------- 
 Cash generated from operations before 
  exceptional costs                                       5,131    21,036 
 
 Tax paid                                               (2,790)   (2,480) 
                                                        -------   ------- 
 Net cash inflow from operating activities                2,341    18,556 
                                                        -------   ------- 
 Investing activities 
 Interest received                                           41        51 
 Proceeds on disposal of property, 
  plant and equipment                                         9        20 
 Purchase of property, plant and equipment              (3,171)   (7,622) 
 Income received from associates and 
  joint venture                                             321       235 
 Proceeds from the disposal of discontinued 
  operations                                                325       900 
 Proceeds from disposal of a group 
  undertaking                                             9,542         - 
                                                        -------   ------- 
 Net cash flows from investing activities                 7,067   (6,416) 
                                                        -------   ------- 
 Financing activities 
 Borrowing costs                                        (2,311)   (1,816) 
 Dividends paid to equity shareholders                  (6,909)   (6,766) 
 Dividends paid to non-controlling 
  interests                                               (136)     (210) 
 Acquisition of treasury shares                               -     (506) 
 Repayment of borrowings                                (3,611)   (3,940) 
 Proceeds from borrowings                                   687     3,879 
                                                        -------   ------- 
 Net cash flows used in financing 
  activities                                           (12,280)   (9,359) 
                                                        -------   ------- 
 Net (decrease)/increase in cash and 
  cash equivalents                                      (2,872)     2,781 
 
 Net foreign exchange differences                          (80)      (80) 
 Cash and cash equivalents at 1 January                  12,886    10,185 
                                                        -------   ------- 
 Cash and cash equivalents at 31 December         10      9,934    12,886 
                                                        -------   ------- 
 

(i) Includes both continuing and discontinued operations.

Group Statement of Changes in Equity

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For the year ended 31 December 2015

 
                         Equity       Capital                Foreign                 Share 
                          share    redemption   Treasury    currency    Retained    holder   Non-controlling 
                        capital       reserve     shares     reserve    earnings    equity          interest     Total 
                         GBP000        GBP000     GBP000      GBP000      GBP000    GBP000            GBP000    GBP000 
 
 At 1 January 
  2014                   55,557            50      (123)       6,950      38,531   100,965               106   101,071 
                         ------       -------    -------     -------     -------   -------           -------   ------- 
 
 Profit for the 
  year                        -             -          -           -      13,643    13,643               157    13,800 
 
 Other comprehensive 
  (loss)/income 
  in the year                 -             -          -     (3,379)         256   (3,123)                 -   (3,123) 
                         ------       -------    -------     -------     -------   -------           -------   ------- 
 Total net 
  comprehensive 
  (loss)/income 
  in the year                 -             -          -     (3,379)      13,899    10,520               157    10,677 
 
 Acquisition of 
  treasury shares             -             -      (506)           -           -     (506)                 -     (506) 
 Treasury shares 
  issued                      -             -        525           -       (525)         -                 -         - 
 Share based payment          -             -          -           -         303       303                 -       303 
 Equity dividends 
  paid                        -             -          -           -     (6,780)   (6,780)             (210)   (6,990) 
                         ------       -------    -------     -------     -------   -------           -------   ------- 
 At 31 December 
  2014                   55,557            50      (104)       3,571      45,428   104,502                53   104,555 
                         ------       -------    -------     -------     -------   -------           -------   ------- 
 
 Profit for the 
  year                        -             -          -           -      12,106    12,106               197    12,303 
 
 Other comprehensive 
  (loss)/income 
  in the year                 -             -          -     (2,579)          32   (2,547)                 -   (2,547) 
 Other comprehensive 
  income from 
  discontinued 
  operations                  -             -          -         (3)       1,075     1,072                 -     1,072 
                         ------        ------     ------     -------     -------   -------           -------   ------- 
 Total net 
  comprehensive 
  (loss)/income 
  in the year                 -             -          -     (2,582)      13,213    10,631               197    10,828 
 
 Share based payment          -             -          -           -         266       266                 -       266 
 Equity dividends 
  paid                        -             -          -           -     (6,949)   (6,949)             (136)   (7,085) 
                         ------       -------    -------     -------     -------   -------           -------   ------- 
 At 31 December 
  2015                   55,557            50      (104)         989      51,958   108,450               114   108,564 
                         ------       -------    -------     -------     -------   -------           -------   ------- 
 
 

Notes to the accounts

For the year ended 31 December 2015

   1.   Basis of preparation 

The Group's financial statements consolidate those of Wireless Group plc, and its subsidiaries (together referred to as the "Group") and the Group's interest in associates and jointly controlled entities.

The Group financial statements have been prepared in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union as they apply to the financial statements of the Group for the year ended 31 December 2015 and applied in accordance with the Companies Act 2006. The accounts are principally prepared on the historical cost basis except where other bases are applied under the Group's accounting policies.

The Group has adopted the following new standards that are relevant for the preparation of the financial statements for the year ended 31 December 2015: Amendment to IAS 19: Employee Contributions, IFRS Improvements 2010 - 2012 Cycle and IFRS Improvements 2011 - 2013 Cycle. The application of these new standards effective from 1 January 2015 has not had an impact on the Group's financial statements.

In October 2015 the Group entered into a conditional agreement to sell its Television business to ITV. The sale of this business was completed on 29 February 2016. Consequently the Group Income Statement reflects the classification of this business as discontinued operations for both 2015 and 2014.

The Group and Company financial statements are presented in sterling and all values are rounded to the nearest thousand (GBP000) except when otherwise indicated.

The financial information set out in the preliminary announcement does not constitute statutory accounts within the meaning of Section 435 of the Companies Act 2006 in respect of the accounts for the year ended 31 December 2015. The statutory accounts for the year ended 31 December 2014, upon which the Company's auditors have given a report which was unqualified and did not contain a statement under section 498(2) or (3) of the Companies Act 2006, have been delivered to the Registrar of Companies. The statutory accounts for the year ended 31 December 2015 have yet to be signed. They will be finalised on the basis of the financial information presented by the directors in this preliminary announcement and will be delivered to the Registrar of Companies in due course.

   2.    Revenue and segmental analysis 

(a) Operating segments

The tables below present revenue and segment result information regarding the Group's operating segments for the years ended 31 December 2015 and 2014. These business segments all operate as part of the Group's continuing operations.

Revenue represents the amounts derived from the provision of goods and services which fall within the Group's ordinary activities, stated net of value added tax. Revenue is principally generated from advertising and sponsorship. Transfer prices between business segments are set on an arm's length basis in a manner similar to transactions with third parties.

Following the agreement in 2015 to sell the main Television segment businesses, UTV and UTV Ireland as outlined in note 5, and the classification of these businesses as discontinued operations, Tibus and Simply Zesty which were previously included within the Television segment are now included as a separate segment, renamed Digital Services.

The following tables present revenue, profit before tax and business segment information regarding the Group's business segments for the years ended 31 December 2015 and 2014. The figures for the year ended 31 December 2014 have been restated to reflect the change in segments noted above.

Revenue

Year ended 31 December 2015

 
                             Radio      Radio     Digital 
                                GB    Ireland    Services     Total 
                            GBP000     GBP000      GBP000    GBP000 
 
 Sales to third parties     52,810     17,750       4,514    75,074 
 Intersegmental sales          690      1,254         935     2,879 
                           -------    -------     -------   ------- 
                            53,500     19,004       5,449    77,953 
                           -------    -------     -------   ------- 
 

Year ended 31 December 2014

 
                             Radio      Radio      Digital 
                                GB    Ireland     Services        Total 
                                                (restated)   (restated) 
                            GBP000     GBP000       GBP000       GBP000 
 
 Sales to third parties     56,396     20,463        5,563       82,422 
 Intersegmental sales          649      1,223        1,207        3,079 
                           -------    -------      -------      ------- 
                            57,045     21,686        6,770       85,501 
                           -------    -------      -------      ------- 
 

(a) Operating segments (continued)

Results

Year ended 31 December 2015

 
                                    Radio      Radio     Digital 
                                       GB    Ireland    Services     Total 
                                   GBP000     GBP000      GBP000    GBP000 
 
 Segment operating profit          11,737      4,382         124    16,243 
                                  -------    -------     ------- 
 
 Central costs                                                     (3,740) 
 Associate and Joint Venture 
  income                                                               475 
                                                                   ------- 
 Profit before exceptional 
  costs, tax and finance costs                                      12,978 
 
 Exceptional items                                                   6,871 
                                                                   ------- 
                                                                    19,849 
 
 Net finance cost                                                  (2,184) 
 Foreign exchange loss                                                (58) 
                                                                   ------- 
 Profit before taxation                                             17,607 
                                                                   ------- 
 

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Year ended 31 December 2014

 
                                    Radio      Radio      Digital 
                                       GB    Ireland     Services        Total 
                                                       (restated)   (restated) 
                                   GBP000     GBP000       GBP000       GBP000 
 
 Segment operating profit          11,331      5,384          954       17,669 
                                  -------    -------      ------- 
 
 Central costs                                                         (3,848) 
 Associate and Joint Venture 
  income                                                                   314 
                                                                       ------- 
 Profit before exceptional 
  costs, tax and finance costs                                          14,135 
 
 Exceptional items                                                           - 
                                                                       ------- 
                                                                        14,135 
 
 Net finance cost                                                      (2,170) 
 Foreign exchange loss                                                    (50) 
                                                                       ------- 
 Profit before taxation                                                 11,915 
                                                                       ------- 
 
   3.   Exceptional item 

On 8 October 2015 the Group completed the sale of Juice Holdco Limited, trading as Juice FM, to Global Radio Holdings Ltd, a subsidiary of This is Global Ltd. This resulted in a profit on disposal before tax of GBP6,871,000.

Profit on disposal of subsidiary

 
                                            2015 
                                          GBP000 
 
 Proceeds from sale                       10,421 
 Transitional and wind-up costs 
 Net assets disposed of: 
 
   *    Licence                          (1,858) 
 
   *    Other net assets                   (813) 
 Professional fees                         (879) 
                                         ------- 
 Profit from disposal of subsidiary        6,871 
                                         ------- 
 

The exceptional tax credit reflects GBP334,000 arising from the release of the deferred tax liability in respect of the radio licence disposed of with the sale of Juice Holdco Limited plus an additional deferred tax credit of GBP1,833,000 (2014: GBPNil) due to the change in the UK deferred tax rate from 20% to 18%.

   4.    Taxation 

Tax on profit on ordinary activities

 
                                                       2015      2014 
                                                     GBP000    GBP000 
 
 Current income tax: 
 UK corporation tax on profits for the year         (3,294)   (2,962) 
 Adjustments in respect of previous years               369       431 
                                                    -------   ------- 
                                                    (2,925)   (2,531) 
                                                    -------   ------- 
 Foreign tax: 
 ROI corporation tax on profits for the year              -     (116) 
 Adjustments in respect of previous years                30      (27) 
                                                    -------   ------- 
                                                         30     (143) 
                                                    -------   ------- 
 
 Total current tax                                  (2,895)   (2,674) 
 
 Deferred tax: 
 Origination and reversal of timing differences       (280)     (580) 
 Adjustments in respect of previous years              (93)        10 
                                                    -------   ------- 
 Tax charge in the income statement on operating 
  activities                                        (3,268)   (3,244) 
 
 Exceptional deferred tax credit                      2,167         - 
                                                    -------   ------- 
 Total tax charge                                   (1,101)   (3,244) 
                                                    -------   ------- 
 The tax charge in the Income Statement is 
  disclosed as: 
 Tax charge on continuing operations                   (29)   (2,672) 
 Tax charge on discontinued operations              (1,072)     (572) 
                                                    -------   ------- 
 Tax charge in the income statement                 (1,101)   (3,244) 
                                                    -------   ------- 
 
   Tax relating to items in the Statement of 
   Comprehensive Income 
 Deferred tax: 
 Actuarial gain on pension schemes                    (241)      (72) 
 Valuation of long term incentive plan                   32      (32) 
 Exceptional deferred tax credit                       (39)         - 
                                                    -------   ------- 
 Tax charge in the statement of comprehensive 
  income                                              (248)     (104) 
                                                    -------   ------- 
 
   5.    Assets held for disposal 

In October 2015 the Group entered into a conditional agreement for the sale of UTV Limited and UTV Ireland Limited, to ITV Broadcasting Limited for a cash consideration of GBP100million on a cash-free debt-free basis. On 1 December 2015 the shareholders of the Company approved the plan to sell these companies. The sale was completed on 29 February 2016. At 31 December 2015 the Television business was classified as a disposal group held for sale and as discontinued operations. With UTV Limited and UTV Ireland Limited being classified as discontinued operations the Television segment in the segmental analysis in note 2 has been renamed, Digital Services, reflecting the two businesses within this segment which remain within the Group.

   6.    Earnings per share 

Basic earnings per share are calculated based on the profit for the financial year attributable to equity holders of the parent and on the weighted average number of shares in issue during the year.

Adjusted earnings per share are calculated based on the profit for the financial year attributable to equity holders of the parent adjusted for the exceptional items and the impact of net finance costs under IAS 19 "Employee Benefits (Revised)". This calculation uses the weighted average number of shares in issue during the year.

Diluted earnings per share are calculated based on profit for the financial year attributable to equity holders of the parent. Diluted adjusted earnings per share are calculated based on profit for the financial year attributable to equity holders of the parent before exceptional items and the impact of net finance costs under IAS 19 "Employee Benefits (Revised)". In each case the weighted average number of shares is adjusted to reflect the dilutive potential of the awards expected to be vested on the Long Term Incentive Schemes.

The following reflects the income and share data used in the basic, adjusted, diluted and diluted adjusted earnings per share calculations:

Net profit attributable to equity holders

 
                                        2015                                   2014 
                         Continuing   Discontinued              Continuing   Discontinued 
                         Operations     Operations     Total    Operations     Operations     Total 
                                                                (restated)     (restated) 
                             GBP000         GBP000    GBP000        GBP000         GBP000    GBP000 
 
 Net profit/(loss) 
  attributable 
  to equity holders          17,381        (5,275)    12,106         9,086          4,557    13,643 
 Adjustments to 
  net financing 
  costs                           -             55        55             -            187       187 
 Exceptional items          (9,062)             24   (9,038)             -              -         - 
                             ------         ------    ------        ------         ------    ------ 
 Total adjusted 
  and diluted profit 
  attributable 
  to equity holders           8,319        (5,196)     3,123         9,086          4,744    13,830 
                            -------        -------   -------       -------        -------   ------- 
 

Weighted average number of shares

 
                                                       2015        2014 
                                                  thousands   thousands 
 
 Shares in issue                                     95,903      95,903 
 Weighted average number of treasury shares            (53)        (23) 
                                                    -------     ------- 
 Weighted average number of shares for basic 
  and 
  adjusted earnings per share (excluding 
  treasury shares)                                   95,850      95,880 
 Effect of dilution of the Long Term Incentive 
  Plan                                                  238         467 
 Effect of dilution of the share award element 
  of executive bonus                                     33           - 
                                                    -------     ------- 
                                                     96,121      96,347 
                                                    -------     ------- 
 
   6.    Earnings per share (continued) 
 
                                                   2015         2014 
                                                          (restated) 
 From continuing operations 
 
 Basic                                           18.13p        9.48p 
                                                -------      ------- 
 
 Diluted                                         18.08p        9.43p 
                                                -------      ------- 
 
 Adjusted                                         8.68p        9.48p 

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March 31, 2016 02:00 ET (06:00 GMT)

                                                -------      ------- 
 
 Diluted adjusted                                 8.65p        9.43p 
                                                -------      ------- 
 From continuing and discontinued operations 
 
 Basic                                           12.63p       14.23p 
                                                -------      ------- 
 
 Diluted                                         12.59p       14.16p 
                                                -------      ------- 
 
 Adjusted                                         3.26p       14.42p 
                                                -------      ------- 
 
 Diluted adjusted                                 3.25p       14.35p 
                                                -------      ------- 
 From discontinued operations 
 
 Basic                                          (5.50)p        4.75p 
                                                -------      ------- 
 
 Diluted                                        (5.49)p        4.73p 
                                                -------      ------- 
 
 Adjusted                                       (5.42)p        4.95p 
                                                -------      ------- 
 
 Diluted adjusted                               (5.40)p        4.92p 
                                                -------      ------- 
 
   7.   Dividends 
 
                                                       2015      2014 
 Equity dividends on ordinary shares                 GBP000    GBP000 
 Declared and paid during the year 
 Final for 2014: 5.43p (2013: 5.25p)                  5,205     5,035 
 Interim for 2015: 1.82p (2014: 1.82p)                1,744     1,745 
                                                    -------   ------- 
 Dividends paid                                       6,949     6,780 
                                                    -------   ------- 
 
 Proposed for approval at Annual General Meeting 
  (not recognised as a liability at 31 December) 
 Final dividend for 2015: 7.60p (2014: 5.43p)         5,218     5,208 
                                                    -------   ------- 
 

The proposed final dividend for 2015 has been based on the issued share capital at the record date, following the share consolidation.

   8.    Financial asset 
 
                                2015     2014 
                              GBP000   GBP000 
 
 Contingent consideration          -      275 
                              ------   ------ 
 

Contingent consideration receivable in 2014 relates to amounts due in respect of the disposal of certain of the Group's New Media businesses during the year.

   9.    Financial liabilities 
 
                                                2015     2014 
                                              GBP000   GBP000 
 Current 
 Current instalments due on bank loans         3,422    3,668 
 
 Non-current 
 Non-current instalments due on bank loans    52,322   55,399 
 
                                              ------   ------ 
                                              55,744   59,067 
                                              ------   ------ 
 

The borrowings at 31 December 2015 are stated net of GBP345,000 (2014: GBP509,000) of deferred financing costs.

10. Net debt

 
                                     2015       2014 
                                   GBP000     GBP000 
 
 Bank loans                      (55,744)   (59,067) 
 Cash and short term deposits       9,934     12,886 
                                   ------     ------ 
                                 (45,810)   (46,181) 
                                   ------     ------ 
 

11. Pension schemes

The IAS 19 surplus at 31 December 2015 is GBP54,000 compared with a deficit of GBP1,971,000 at 31 December 2014. The reduction in the deficit was primarily driven by adjustments realised following the actuarial review in the year.

The Group funded a discretionary amount of GBP1,209,000 towards the actuarial deficit in 2015 (2014: GBP1,209,000) by means of a cash transfer.

The defined benefit pension scheme is operated within UTV Limited and this transferred to ITV Broadcasting Limited from 29 February 2016 on completion of the sale of this company.

12. Related party transactions

The nature of related parties disclosed in the consolidated financial statements for the Group as at and for the year ended 31 December 2014 has not changed. There have been no significant related party transactions in the year ended 31 December 2015.

This summary has been approved by our Directors for release to the Press today 31 March 2016 and the full printed Annual Report and Accounts will be posted to Shareholders and Stock Exchanges on 12 April 2016. Copies will be available to the public at the Company's registered office Ormeau Road, Belfast, BT7 1EB from that date.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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March 31, 2016 02:00 ET (06:00 GMT)

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