News Column

UTV Interim Results 2014

August 25, 2014

UTV Media plc ("UTV" or "the Group") Interim Results for the six months ended 30 June 2014 Financial highlights * - Group revenue growth of 13% to 57.8m (2013: 51.2m) - Pre-tax profit growth of 62% to 10.0m (2013: 6.1m) - Group operating profit growth of 41% to 11.2m (2013: 7.9m) - Net debt reduction of 14% to 43.5m (2013: 50.7m) - Net Debt/EBITDA of 1.72 times (2013: 2.46 times) - Diluted adjusted earnings per share growth of 58% to 8.28p (2013: 5.25p) - Proposed interim dividend of 1.82p (2013: 1.75p) Operational highlights - Improving macroeconomic environment in the UK and Ireland compounded by World Cup sales has resulted in significant H1 growth - Strong audience shares across radio and television - Development of UTV Ireland well underway and on plan - Strategic focus on radio and television broadcasting progressing - sale of broadband and internet portal businesses completed by the start of August Prospects highlights - Anticipated continuing growth in UK and ROI markets but at reduced rates - forecast group revenue increase of 3% in Q3 - UTV Ireland anticipated to incur a first year operating loss of 2.0m to 3.0m - expected to move into profitability in the second half of 2015 * As appropriate, references to profit include income from joint ventures and associates John McCann, Group Chief Executive, UTV Media plc, said: "The improving economic conditions in the UK and Ireland, which underpin these strong results, bode well for the launch of our new television channel in January 2015." For further information contact: Investor Enquiries www.utvmedia.com/investors John McCann, Group CEO +44 (0) 28 9032 8122 Norman McKeown, Group Finance +44 (0) 28 9032 8122 Director Media Enquiries Orla McKibbin, Director of +44 (0) 28 9026 2188 / +44 (0) 7879 666 427 Communications Maitland Martin Barrow +44 (0) 20 7379 5151 / +44 (0) 7843 068 912 Chairman's Statement Introduction The strong recovery in each of our advertising markets is evident in these results. With the economic recovery in both GB and Ireland starting to gain momentum, our radio and television divisions in both territories benefited from improving consumer sentiment. The 2014 FIFA World Cup added a further boost to advertising spend, with talkSPORT in particular enjoying strong growth in the first half of the year. Excellent progress was made in developing our plans to launch a new television channel in the Republic of Ireland from 1 January 2015. We also made good progress in exiting non-core new media activities to focus more on our broadcasting businesses. Results and Dividend * Group operating profit was up by 41% to 11.2m (2013: 7.m) on group revenue up by 13% to 57.8m (2013: 51.2m). With a lower net interest charge of 1.3m (2013: 1.6m), group pre-tax profit was up by 62% to 10.0m (2013: 6.1m). Diluted adjusted earnings per share were 58% higher at 8.28p (2013: 5.25p). The Group continued to be strongly cash generative in the period and consequently net debt was again lower at 43.5m (2013: 50.7m) with Net Debt/EBITDA reduced to 1.72 times (2013: 2.46 times). Enhanced cash inflows from improving market conditions will be tempered by short term capital expenditure and operational outflows in respect of our new television channel in Ireland. Balancing these, the Board considers that an interim dividend of 1.82p (2013: 1.75p), a 4% increase, is appropriate. This will be paid on 15 October 2014 to all shareholders on the Register at the close of business on 5 September 2014. * As appropriate, references to profit include income from associates and joint ventures. Television Our Operating profit in our core Northern Ireland television business was up by 30% to 4.4m (2013: 3.4m) on revenues which were up by 8% to 16.6m (2013: 15.3m). Incorporating the results of Simply Zesty and Tibus, operating profit in the first half of the year was 4.9m (2013: 4.4m) with the release of a one-off deferred consideration in respect of Simply Zesty flattering the comparator. After charging 0.5M of start-up costs in respect of UTV Ireland, our new television channel in the Republic of Ireland, the net operating profit of the television division was 4.4m (2013: 4.4m) on revenue of 19.0m (2013: 17.7m). Television advertising revenue continued to improve, increasing by 9% in the first six months of the year. Encouragingly, the recovery in the Irish advertising market, which recorded steep declines in recent years, seems to be gaining traction with our Irish television advertising being up by 5 %. Good progress was made in developing plans to launch UTV Ireland on 1 January 2015. A licence was agreed with the Broadcasting Authority of Ireland, key executives were recruited, additional programming was acquired and commissioned, and work on building a broadcasting infrastructure was commenced. Radio * Operating profit in our radio division almost doubled to 8.6m (2013: 4.4m) on revenues which were up by 16% to 38.8m (2013: 33.5m). Revenues in our GB radio business increased by 20% to 28.5m (2013: 23.7m). talkSPORT (including Sport Magazine and talkSPORT International) benefited from the FIFA World Cup with revenues up 33% while local radio revenues were up 2%. talkSPORT International maintained profitability throughout the 2013/14 season, extending its official coverage of Premier League football to broadcasters in 25 markets including China, USA, Vietnam, Egypt and Indonesia. Radio GB operating profit jumped by more than 3.7m to 6.1m (2013: 2.4m). As with television, our Irish radio advertising revenues continued to respond positively to the improving macroeconomic conditions in Ireland. On a local currency basis, our Irish radio revenues were up by 8% in the first six months, but exchange rate movements held this to a 5% increase in sterling terms at 10.3m (2013: 9.8m). Despite the adverse currency translation, operating profit in our Irish radio division was up by 23% to 2.5m (2013: 2.1m) * As appropriate, references to profit include income from associates and joint ventures. Prospects After the very strong growth recorded during the World Cup period, revenue increases in our GB radio division have moderated to a forecast 5% growth in the third quarter, with talkSPORT expected to be up by 7% and local radio expected to be marginally higher than in the same quarter last year. Existing long-term contracts for talkSPORT International provide us with confidence for revenue growth during the remaining two seasons of our existing global audio rights agreement with the Premier League. The recently announced extension of this agreement to 2019 presents us with a platform to develop incremental revenues from additional overseas broadcast, digital and sponsorship opportunities. Irish radio revenues have also maintained growth in the third quarter with a forecast 6% improvement in local currency being offset by a similar adverse movement in currency exchange. Television revenues have softened in quarter 3, underperforming against the network as a result of some advertising campaigns not being applicable to Northern Ireland. Excluding Tibus and Simply Zesty revenues, both of which are growing strongly in the current quarter, television revenues are forecast to be flat for the third quarter. Against the backcloth of improving economic conditions in the UK and Ireland, our expectation is that television advertising will resume growth in the final months of 2014. Overall, group revenue is forecast to be up by 3% in the third quarter of 2014. Our new Irish television channel will launch on 1 January 2015. We are confident that our programme schedule will prove attractive to Irish audiences and our ambition is that UTV Ireland will in time become the second most watched television channel in the Republic of Ireland, after the state broadcaster RTE1. As with all start- up television channels, the challenges of building audiences and attracting advertisers will be greatest in the first six months. At this early stage we are forecasting a full year loss of 2.0M-3.0M. However, we would expect to move into profitability in the second half of 2015. Richard Huntingford Chairman 26 August 2014 Group Income Statement for the six months ended 30 June 2014 Results Results before before Exceptional Exceptional Exceptional Exceptional Items Items Total Items Items Total 30 June 30 June 30 June 30 June 30 June 30 June Notes 2014 2014 2014 2013 2013 2013 (restated) (restated) 000 000 000 000 000 000 Continuing operations Revenue 3 57,781 - 57,781 51,236 - 51,236 Operating costs (46,731) - (46,731) (43,415) - (43,415) ------- ------- ------- ------- ------- ------- Operating profit from continuing operations before tax and finance costs 11,050 - 11,050 7,821 - 7,821 Share of results of JVs and associates accounted for using the equity method 142 - 142 110 - 110 ------- ------- ------- ------- ------- ------- Profit from continuing operations before tax and finance costs 3 11,192 - 11,192 7,931 - 7,931 Finance revenue 26 - 26 34 - 34 Finance costs (1,283) - (1,283) (1,648) - (1,648) Foreign exchange gain/(loss) 27 - 27 (172) - (172) ------- ------- ------- ------- ------- ------- Profit from continuing operations before tax 3 9,962 - 9,962 6,145 - 6,145 Taxation 4 (1,970) - (1,970) (1,235) (1,425) (2,660) ------- ------- ------- ------- ------- ------- Profit from continuing operations after tax 7,992 - 7,992 4,910 (1,425) 3,485 Discontinued operations Loss from discontinued operations (61) - (61) (67) - (67) ------- ------- ------- ------- ------- ------- Profit/(loss) for the period 7,931 - 7,931 4,843 (1,425) 3,418 ------- ------- ------ ------- ------- ------ Attributable to: Equity holders of the parent 7,855 - 7,855 4,704 (1,425) 3,279 Non-controlling interest 76 - 76 139 - 139 ------- ------- ------- ------- ------- ------- 7,931 - 7,931 4,843 (1,425) 3,418 ------- ------- ------ ------- ------- ------ Earnings per share 2014 2013 (restated) Continuing operations Basic 6 8.26p 3.51p Diluted 6 8.19p 3.49p Adjusted 6 8.35p 5.28p Diluted adjusted 6 8.28p 5.25p Continuing and discontinued operations Basic 6 8.20p 3.44p Diluted 6 8.13p 3.42p Adjusted 6 8.29p 5.21p Diluted adjusted 6 8.22p 5.18p Group Statement of Comprehensive Income for the six months ended 30 June 2014 30 June 30 June 2014 2013 000 000 Profit for the period 7,931 3,418 ------- ------- Other comprehensive (loss)/income Items that will not be reclassified subsequently to profit or loss: Actuarial (loss)/gain on defined benefit pension schemes (2,081) 3,325 Income tax relating to items that will not be reclassified subsequently 416 (765) ------- ------- (1,665) 2,560 ------- ------- Items that may be reclassified subsequently to profit or loss: Cash flow hedges: Loss arising during the period - (1) Less transfers to the income statement - 328 Exchange difference on translation of foreign operations (1,881) 2,488 Income tax relating to items that may be reclassified - (21) ------- ------- (1,881) 2,794 ------- ------- Other comprehensive (loss)/income for the period, net of tax (3,546) 5,354 ------- ------- Total comprehensive income for the period, net of tax 4,385 8,772 ------- ------- Attributable to: Equity holders of the parent 4,309 8,633 Non-controlling interest 76 139 ------- ------- 4,385 8,772 ------- ------ Group Balance Sheet for the six months ended 30 June 2014 30 30 31 June June December Notes 2014 2013 2013 (restated) (restated) 000 000 000 ASSETS Non-current assets Property, plant and equipment 7 12,487 12,093 11,874 Intangible assets 174,374 179,704 177,139 Investments accounted for using the equity method 890 764 847 Deferred tax asset 1,818 2,501 1,952 ------- ------- ------- 189,569 195,062 191,812 ------- ------- ------- Current assets Inventories 785 317 1,758 Trade and other receivables 22,673 22,051 22,784 Cash and short term deposits 8 13,906 8,562 10,185 ------- ------- ------- 37,364 30,930 34,727 ------- ------- ------- TOTAL ASSETS 226,933 225,992 226,539 ------- ------- ------- EQUITY AND LIABILITIES Equity attributable to equity holders of the parent Equity share capital 55,557 55,557 55,557 Capital redemption reserve 50 50 50 Treasury shares - (123) (123) Foreign currency reserve 5,069 8,506 6,950 Cash flow hedge reserve - - - Retained earnings 39,336 28,277 38,531 ------- ------- ------- 100,012 92,267 100,965 Non-controlling interest 85 619 106 ------- ------- ------- TOTAL EQUITY 100,097 92,886 101,071 ------- ------- ------- Non-current liabilities Financial liabilities 8 53,594 56,343 55,866 Pension liability 10 4,241 6,041 4,598 Provisions 413 387 411 Deferred tax liabilities 34,518 37,964 35,066 ------- ------- ------- 92,766 100,735 95,941 ------- ------- ------- Current liabilities Trade and other payables 27,291 25,182 23,161 Financial liabilities 8 3,790 4,388 3,939 Tax payable 2,313 2,016 1,727 Provisions 676 785 700 ------- ------- ------- 34,070 32,371 29,527 ------- ------- ------- TOTAL LIABILITIES 126,836 133,106 125,468 ------- ------- ------- TOTAL EQUITY AND LIABILITIES 226,933 225,992 226,539 ------- ------- ------- Group Cash Flow for the six months ended 30 June 2014 30 June 30 June 2014 2013 (restated) 000 000 Operating activities Profit before tax (i) 9,851 6,054 Adjustments to reconcile profit before tax to net cash flows from operating activities Foreign exchange loss/(gain) (27) 172 Net finance costs 1,257 1,614 Share of results of JVs and associates (142) (110) Depreciation of property, plant and equipment 971 938 Amortisation of intangible assets - 188 Non cash decrease in contingent consideration - (1,369) Loss from sale of property, plant and equipment - 5 Share based payments 175 225 Difference between pension contributions paid and amounts recognised in the income statement (2,530) (3,043) Decrease in inventories 973 1,325 (Increase)/decrease in trade and other receivables 248 3,169 Decrease in trade and other payables (1,114) (5,912) (Increase)/decrease in provisions (22) 1 ------- ------- Cash generated from operations 9,640 3,257 Tax paid (729) (672) ------- ------- Net cash inflow from operating activities 8,911 2,585 ------- ------- Investing activities Interest received 26 36 Proceeds on disposal of property, plant and equipment 1 6 Purchase of property, plant and equipment (1,893) (1,059) Outflow on acquisition of subsidiary undertaking - (200) Proceeds from the disposal of discontinued operations 300 - ------- ------- Net cash flows from investing activities (1,566) (1,217) ------- ------- Financing activities Borrowing costs (1,078) (884) Swap cost - (328) Acquisition of treasury shares (402) - Dividends paid to equity shareholders (3) (18) Dividends paid to non-controlling interests (97) - Repayment of borrowings (2,000) (2,139) ------- ------- Net cash flows used in financing activities (3,580) (3,369) ------- ------- Net increase/(decrease) in cash and cash equivalents 3,765 (2,001) Net foreign exchange differences (44) 124 Cash and cash equivalents at 1 January 10,185 10,439 ------- ------- Cash and cash equivalents at 30 June 13,906 8,562 ------- ------ (i) Includes both continuing and discontinued operations Group Statement of Changes in Equity for the six months ended 30 June 2014 Equity Capital Foreign Cashflow Share Non- share redemption Treasury currency hedge Retained holder controlling capital reserve shares reserve reserve earnings equity interest Total 000 000 000 000 000 000 000 000 000 At 1 January 2013 55,557 50 (1,523) 6,018 (251) 28,680 88,531 480 89,011 ------ ------- ------- ------- ------- ------- ------- ------- ------- Profit for the - period - - - - 3,279 3,279 139 3,418 Other comprehensive income in the period - - - 2,488 251 2,615 5,354 - 5,354 ------ ------ ------- ------- ------- ------- ------- ------- ------- Total net comprehensive income in the period - - 2,488 251 5,894 8,633 139 8,772 Treasury shares issued - - 1,400 - - (1,521) (121) - (121) Share based payment - - - - - 225 225 - 225 Equity dividends paid and payable - - - - - (5,001) (5,001) - (5,001) ------ ------- ------- ------- ------- ------- ------- ------- ------- At 30 June 2013 55,557 50 (123) 8,506 - 28,277 92,267 619 92,886 ------ ------- ------- ------- ------- ------- ------- ------- ------- Profit for the - period - - - - 10,194 10,194 129 10,323 Other comprehensive income/(loss) in the period - - - (1,556) - 1,315 (241) - (241) ------ ------ ------- ------- ------- ------- ------- ------- ------- Total net comprehensive income in the period - - - (1,556) - 11,509 9,953 129 10,082 Treasury shares issued 194 194 - 194 Share based payment - - - - - Acquisition of non-controlling interests - - - - - 228 228 (228) - Equity dividends - paid - - - - (1,677) (1,677) (414) (2,091) ------ ------- ------- ------- ------- ------- ------- ------- ------- At 31 December 50 - 100,965 2013 55,557 (123) 6,950 38,531 106 101,071 ------ ------- ------- ------- ------- ------- ------- ------- ------- Profit for the - period - - - - 7,855 7,855 76 7,931 Other comprehensive loss in the period - - - (1,881) - (1,665) (3,546) - (3,546) ------ ------- ------- ------- ------- ------- ------- ------- ------- Total net comprehensive (loss)/income in the period - - - (1,881) - 6,190 4,309 76 4,385 Acquisition of treasury shares - - (402) - - - (402) - (402) Treasury shares issued - - 525 - - (525) - - - Share based payment - - - - - 175 175 - 175 Equity dividends paid and payable - - - - - (5,035) (5,035) (97) (5,132) ------ ------- ------- ------- ------- ------- ------- ------- ------- At 30 June 2014 55,557 50 - 5,069 - 39,336 100,012 85 100,097 ------ ------- ------- ------- ------- ------- ------- ------- ------- Notes to the accounts 1. Basis of preparation The condensed interim financial statements have been prepared in accordance with IAS34 "Interim Financial Reporting" and the Disclosure and Transparency Rules of the Financial Conduct Authority. In addition, except for the adoption of new standards effective from 1 January 2014 as noted below, the interim condensed financial statements have been prepared on a basis consistent with the accounting policies set out in the Group's annual Report and Accounts for the year ended 31 December 2013. A number of new standards were effective from 1 January 2014 and have been applied in preparing these interim financial statements, including IFRS 10 "Consolidated Financial Statements", IFRS 11 "Joint Arrangements" ("IFRS 11"), IFRS 12 "Disclosure of Interests in Other Entities", IAS 27R "Separate Financial Statements" and IAS 28R "Investments in Associates and Joint Ventures". With the exception of new disclosures expected in the Group's Annual Report and Accounts and the adoption of IFRS 11, the application of new standards effective from 1 January 2014 have not had an impact on the Group's financial statements. IFRS 11 establishes a principle that applies to the accounting for all joint arrangements, whereby parties to the arrangement account for their underlying contractual rights and obligations relating to the joint arrangement. On adoption of this standard the Group's existing joint ventures, which were previously accounted for by recognizing the Group's share of the assets, liabilities, revenue and expenses relating to the joint venture, are now accounted for using the equity method. Although a number of line items within the Group Income Statement, Group Balance Sheet and Group Cash Flow have been restated for the 6 months ended 30 June 2013 and the year ended 31 December 2013, profit for the period and total equity of the Group are unaffected. The more significant changes within the Group Income Statement relate to reductions in revenues plus operating profit before tax and finance costs of 573,000 and 63,000, respectively, with an increase of 48,000 in the share of results of associates and joint ventures accounted for using the equity method. Within the Group Balance Sheet the more significant changes at 31 December 2013 relate to reductions in intangibles of 437,000 (30 June 2013: 505,000), trade and other receivables of 781,000 (30 June 2013: 566,000), cash and short term deposits of 506,000 (30 June 2013: 504,000) plus trade and other payables and 1,004,000 (30 June 2013: 993,000), respectively, with an increase in investments accounted for using the equity method of 733,000 (30 June 2013: 599,000). There was no impact on the Group Statement of Comprehensive Income or the Group Statement of Changes in Equity. As noted in the Group's 2013 Annual Report and Accounts certain of the Group's New Media businesses have been identified as being non-core to the future strategy of the Group and significant steps have been taken to exit from these activities. Consequently and similar to the 2013 annual accounts the Group Income Statement for the 6 months ended 30 June 2013 has been restated to reflect the classification of these businesses as discontinued operations. The interim results are unaudited but have been formally reviewed by the auditors and their report to the Company is set out at the end of this Interim Report. The information shown for the year ended 31 December 2012 does not constitute statutory accounts within the meaning of Section 434 of the Companies Act 2006 and has been extracted from the Group's 2013 Annual Report, which has been filed with the Registrar of Companies. The report of the auditors on the accounts contained within the Group's 2013 Annual Report was unqualified and did not contain a statement under either Section 498(2) or Section 498(3) of the Companies Act 2006 regarding inadequate accounting records or a failure to obtain necessary information and explanations 2. Seasonality and cyclicality There is no significant seasonality or cyclicality affecting the interim results of the operations. 3. Segmental information The Group operates in three principal areas of activity - radio in GB, radio in Ireland and commercial television. These three principal areas of activity also form the basis on which the Group is managed and reports are provided to the Chief Executive and the Board. As outlined in the 2013 Report and Accounts, the Group's strategy was refined to focus predominately on broadcasting and to exit from non-core activities, all of which resided within the New Media division, a fourth operating segment previously reported on within the Group. These non-core activities have been classified as discontinued operations. Tibus and Simply Zesty, the continued activities which previously resided within the New Media operating segment, have been incorporated within the Television operating segment. The figures for the six months ended 30 June 2013 have been restated to reflect the reclassifications of operations as discontinued and the adoption of IFRS11 as outlined in note 1, together with the change in segments noted above. Revenue Six months ended 30 June 2014 Radio Radio GB Ireland Television Total 000 000 000 000 Sales to third parties 28,485 10,287 19,009 57,781 Intersegmental sales 289 586 1,493 2,368 ------- ------- ------- ------- 28,774 10,873 20,502 60,149 ------- ------- ------- ------- Six months ended 30 June 2013 Radio Radio GB Ireland Television Total (restated) (restated) (restated) 000 000 000 000 Sales to third parties 23,734 9,770 17,732 51,236 Intersegmental sales 269 630 1,088 1,987 ------- ------- ------- ------- 24,003 10,400 18,820 53,223 ------- ------- ------- ------- Results Six months ended 30 June 2014 Radio Radio GB Ireland Television Total 000 000 000 000 Segment operating profit 6,112 2,533 4,376 13,021 ------- ------- ------- Central costs (1,971) Income from Joint Ventures and Associates 142 ------- Profit before tax and finance costs 11,192 Net finance cost (1,257) Foreign exchange gain 27 ------- Profit before taxation 9,962 ------- Results Six months ended 30 June 2013 Radio Radio GB Ireland Television Total (restated) (restated) (restated) (restated) 000 000 000 000 Segment operating profit 2,359 2,066 4,397 8,822 ------- ------- ------- Central costs (1,001) Income from Joint Ventures and Associates 110 ------- Profit before tax and finance costs 7,931 Net finance cost (1,614) Foreign exchange loss (172) ------- Profit before taxation 6,145 ------- 3. Exceptional tax charge 30 June 30 June 2014 2013 000 000 Exceptional tax charge - (1,425) ------- ------- In the finance bill published on 13 February 2013, the rate of corporate capital gains tax in the Republic of Ireland was increased from 30% to 33%. The exceptional tax charge of 1,425,000 in 2013 arises from the restatement of the relevant deferred tax assets and liabilities to reflect this. 5. Dividends 30 June 30 June 2014 2013 000 000 Equity dividends on ordinary shares Declared at the AGM during the period Final for 2013: 5.25p (2012: 5.25p) 5,035 5,001 ------- ------- Proposed but not recognised as a liability at 30 June Interim for 2014: 1.82p (2013: 1.75p) 1,745 1,677 ------- ------- The final dividend for 2013 was paid on 15 July 2014 (2013: 15 July 2013). 6. Earnings per share Basic earnings per share are calculated based on the profit for the financial period attributable to equity holders of the parent and on the weighted average number of shares in issue during the period. Adjusted earnings per share are calculated based on the profit for the financial period 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 period attributable to equity holders of the parent. Diluted adjusted earnings per share are calculated based on profit for the financial period 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 30 June 2014 30 June 2013 Continuing Discontinued Continuing Discontinued Operations Operations Total Operations Operations Total 000 000 000 000 000 000 Net profit/(loss) attributable to equity holders 7,916 (61) 7,855 3,346 (67) 3,279 Adjustments to net financing costs 93 - 93 258 - 258 Exceptional items - - - 1,425 - 1,425 ------ ------ ------ ------ ------ ------ Total adjusted and diluted profit attributable to equity holders 8,009 (61) 7,948 5,029 (67) 4,962 ------- ------- ------- ------- ------- ------- Weighted average number of shares 2014 2013 thousands thousands Shares in issue 95,903 95,903 Weighted average number of treasury shares (29) (593) ------- ------- Weighted average number of shares for basic and adjusted earnings per share (excluding treasury shares) 95,874 95,310 Effect of dilution of the Long Term Incentive Plan 824 536 ------- ------- 96,698 95,846 ------- ------- Earnings per share 2013 2012 (restated) From continuing operations Basic 8.26p 3.51p ------- ------- Diluted 8.19p 3.49p ------- ------- Adjusted 8.35p 5.28p ------- ------- Diluted adjusted 8.28p 5.25p ------- ------- From continuing and discontinued operations Basic 8.20p 3.44p ------- ------- Diluted 8.13p 3.42p ------- ------- Adjusted 8.29p 5.21p ------- ------- Diluted adjusted 8.22p 5.18p ------- ------- From discontinued operations Basic (0.06)p (0.07)p ------- ------- Diluted (0.06)p (0.07)p ------- ------- Adjusted (0.06)p (0.07)p ------- ------- Diluted adjusted (0.06)p (0.07)p ------- ------- 6. Property, plant and equipment During the period the Group spent 1,627,000 (2013: 1,009,000) on capital additions. 7. Financial instruments The Group's principal financial instruments comprise bank loans and cash and short-term deposits. The main purpose of these financial instruments is to raise finance for the Group's operations. The Group has various other financial assets and liabilities, such as trade receivables and trade payables, which arise directly from its operations. Contingent consideration arises in respect of the acquisition or disposal of businesses. Set out below is a comparison by category of carrying amounts and fair values of the Group's financial assets and liabilities, excluding trade receivables and payables, that are carried in the financial statements. 30 June 2014 30 June 2013 31 December 2013 Carrying Fair Carrying Fair value Carrying amount Fair value amount value amount 000 000 000 000 000 000 Financial assets Cash and short term deposits 13,906 13,906 8,562 8,562 10,185 10,185 Contingent consideration 375 375 - - - - ------ ------ ------ ------ ------ ------ 14,281 14,281 8,562 8,562 10,185 10,185 ------- ------- ------- ------- ------- ------- Financial liabilities Interest-bearing loans and borrowings 57,384 57,384 59,271 59,271 59,805 59,805 Contingent consideration - - 1,460 1,460 - - ------ ------ ------ ------ ------ ------ 57,384 57,348 60,731 60,731 59,805 59,805 ------- ------- ------- ------- ------- ------- Contingent consideration receivable relates to amounts due in respect of the disposal of certain of the Group's New Media businesses during the 6 months ended 30 June 2014. The fair value of these amounts is measured using the present value of the probability-weighted average of pay out associated with each possible outcome of customer profitability or migration milestones achieved under the related disposal agreements. The range of possible outcomes in respect of these arrangements is considered by the Directors to not be materially different from their fair values at 30 June 2014. Changes in the fair value of these amounts during the 6 months ended 30 June 2014 are not material to the Group Income Statement. The bank loans at 30 June 2014 are stated net of deferred financing costs amounting to 618,000 (30 June 2013: 842,000; 31 December 2013: 730,000). The Group's bank facilities comprise a 65m Revolving Credit Facility and a 25m Term Loan Facility which mature in May 2017. The Term Loan Facility has bi-annual repayments of 2.5m in June and December of each year. The fair value of contingent consideration payable, which arose on the acquisition of Simply Zesty Limited in March 2012, was measured using the present value of the probability-weighted average of pay out associated with each possible outcome of EBITDA achieved under the related earn out agreement. The Group's obligations in respect of this arrangement were fully settled during 2013, with the movement in the accrued contingent consideration during 2013 as follows: 000 At start of period 1,460 2,888 (Gains)/losses recognised in the Income Statement: - Re-measurement of fair value - (268) - Gains arising on settlements (1,460) (1,131) - Finance cost - 22 - Foreign exchange gain - 149 Settlement payment - (200) ------ ------ At end of period - 1,460 ------ ------ The Group uses the following hierarchy as set out in IFRS 7 "Financial Instruments: Disclosures" and IFRS 13 "Fair Value measurement" for determining and disclosing the fair value of financial instruments by valuation technique: - Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities; - Level 2: other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly; and, - Level 3: techniques which use inputs which have a significant effect on the recorded fair value that are not based on observable market data. The fair value of contingent consideration arising on acquisitions and disposals of businesses is considered by the Directors to fall within the level 3 fair value hierarchy. There have been no transfers between level 1, 2 or 3 of the hierarchy during the current and previous years. 9. Pension schemes The IAS 19 deficit at 30 June 2014 is 4,241,000 (30 June 2013: 6,041,000) compared with a deficit of 4,598,000 at 31 December 2013. The small decrease is predominately due the increased funding offsetting the actuarial increases in the schemes liabilities. During the period, the option was exercised to transfer properties back to Group from the scheme for an agreed contribution of 1,450,000. In addition, there was a discretionary employer contribution of 1,209,000. 10. 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 2013 has not changed. There has been no significant related party transactions in the six month period ended 30 June 2014. Risks and uncertainties The 2013 Annual Report sets out the most significant risk factors relating to UTV Media plc's operations in the Company's judgement at the time of that report. The Company does not consider that these principal risks and uncertainties have changed. However additional risks and uncertainties not currently known to the Company or that the Company does not currently deem material may also have an adverse effect on its business. With respect to the risks and uncertainties identified within the Annual Report, the Chairman's statement highlights those risks and uncertainties that will have significant impact throughout 2014. Statement of directors' responsibilities The interim report is the responsibility of, and has been approved by, the directors of UTV Media plc. Accordingly, the directors confirm that to the best of their knowledge: - the condensed set of financial statements has been prepared in accordance with IAS 34 "Interim Financial Reporting" as adopted by the European Union; - the interim report includes a fair review of the information required by the Disclosure and Transparency Rules: - DTR 4.2.7R, being an indication of important events that have occurred during the first six months of the financial year and their impact on the condensed set of financial statements, and a description of the principal risks and uncertainties for the remaining six months of the year; and - DTR 4.2.8R, being related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the entity during that period, and any changes in the related party transactions described in the last annual report that could do so. By order of the Board: John McCann Group Chief Executive 26 August 2014 Independent review report to UTV Media plc Introduction We have been engaged by the Company to review the condensed set of financial statements in the half-yearly financial report for the 6 months ended 30 June 2014 which comprises the Group Income Statement, Group Statement of Comprehensive Income, Group Balance Sheet, Group Statement of Changes in Equity, Group Cash Flow Statement and the related notes 1 to 11. We have read the other information contained in the half yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements. This report is made solely to the company in accordance with guidance contained in ISRE 2410 (UK and Ireland) "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company, for our work, for this report, or for the conclusions we have formed. Directors' Responsibilities The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority. As disclosed in note 1, the annual financial statements of the group are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standard 34, "Interim Financial Reporting", as adopted by the European Union. Our Responsibility Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review. Scope of Review We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board for use in the United Kingdom. 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 Ireland) 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. Conclusion 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 6 months ended 30 June 2014 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority. Ernst & Young LLPBelfast26 August 2014 END The content and accuracy of news releases published on this site and/or distributed by PR Newswire or its partners are the sole responsibility of the originating company or organisation. Whilst every effort is made to ensure the accuracy of our services, such releases are not actively monitored or reviewed by PR Newswire or its partners and under no circumstances shall PR Newswire or its partners be liable for any loss or damage resulting from the use of such information. All information should be checked prior to publication.




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