REG - Tribal Group PLC - Final Results <Origin Href="QuoteRef">TRBG.L</Origin> - Part 2
16/03/2015 07:01
- Part 2: For the preceding part double click ID:nRSP4662Ha
£127m). Our order book relates to business we expect to deliver in the
next five years, but includes only two years of software maintenance income.
The reduction in the order book reflects primarily the increasing maturity of
our Ofsted inspection contracts, and the run-off of our Careers Advice and
Guidance contracts, as explained elsewhere. The extension of the Ofsted Early
Years inspections contract subsequent to the year end for up to 19 months to
March 2017 adds up to a further £18m to the order book figure.
Pension obligations
As a consequence of certain contract awards, a number of employees participate
in defined benefit pension schemes, the largest of which relates to the Ofsted
Early Years inspection contract which was entered into during the year ended
31 December 2010. Across these pension schemes, the combined surplus
calculated under IAS 19 at the end of the year totalled £0.1m (with gross
assets of £8.3m and gross liabilities of £8.2m), compared to a surplus of
£0.8m last year. Under the terms of our recently announced contract extension
with Ofsted, we benefit from an arrangement under which Ofsted will protect
Tribal from significant additional pension costs related to employees who are
currently engaged in this activity in the event that Ofsted's approach to
future inspections work requires changes in its workforce requirements.
Acquisitions
On 7 March 2015, the Group acquired the entire issued capital of Callista
Software Services Pty Ltd (Callista), a company incorporated in Victoria,
Australia, which provides student management systems to the Australian
university market. Total consideration for the entire issued share capital is
AUD 3.6m, payable in cash in equal installments over a three year period. The
unaudited revenue of Callista for the year ended 31 December 2014 was AUD
15.9m, and operating profit was AUD 1.6m. The value of gross assets at 31
December 2014 was AUD 14.1m.
In March we amended the deferred contingent consideration agreement with the
vendors of Sky Software Pty Limited to increase the maximum consideration from
AUD17m to AUD18m and to amend the timing and calculation of these payments to
better incentivise the creation of a long-term, sustainable business. This
reduces the amount expected to be paid in respect of 2014 performance from
AUD16m to AUD10.9m.
13 March 2015
Responsibility statement of the directors on the annual report
The annual report contains the following statements regarding responsibility
for the financial statements and business review included in the annual
report:
"The directors confirm that, to the best of their knowledge:
· the financial statements, prepared in accordance with the relevant
financial reporting framework, give a true and fair view of the assets,
liabilities, financial position and profit or loss of the company and the
undertakings included in the consolidation taken as a whole;
· the strategic report includes a fair review of the development and
performance of the business and the position of the company and the
undertakings included in the consolidation taken as a whole, together with a
description of the principal risks and uncertainties that they face; and
· the annual report and financial statements, taken as a whole, are fair,
balanced and understandable and provide the information necessary for
shareholders to assess the company's performance, business model and
strategy."
By order of the Board
Keith Evans Steve Breach
Chief Executive Group Finance Director
13 March 2015 13 March 2015
Consolidated income statement
For the year ended 31 December 2014
Note Adjusted£'000 Other items£'000 Year ended 31 December 2014 Total£'000 Adjusted£'000 Other items£'000 Year ended 31 December 2013 Total£'000
Continuing operations
Revenue 123,703 - 123,703 125,485 - 125,485
Cost of sales (74,028) - (74,028) (75,466) - (75,466)
Gross profit 49,675 - 49,675 50,019 - 50,019
Other administrative expenses (35,166) (17,079) (52,245) (34,260) (30) (34,290)
Amortisation of IFRS 3 intangibles - (1,729) (1,729) - (231) (231)
Total administrative expenses (35,166) (18,808) (53,974) (34,260) (261) (34,521)
Operating profit/(loss) 14,509 (18,808) (4,299) 15,759 (261) 15,498
Investment income 4 58 - 58 37 - 37
Other gains and losses 5 - - - - (453) (453)
Finance costs 6 (1,149) (876) (2,025) (1,235) (350) (1,585)
Profit/(loss) before tax 3 13,418 (19,684) (6,266) 14,561 (1,064) 13,497
Tax (2,830) 1,348 (1,482) (2,889) 169 (2,720)
Profit/(loss) for the year from continuing operations 10,588 (18,336) (7,748) 11,672 (895) 10,777
Discontinued operations
(Loss)/profit from discontinued operations - (196) (196) - 788 788
Profit for the year 10,588 (18,532) (7,944) 11,672 (107) 11,565
Earnings per share
From continuing operations
Basic and diluted 8 11.3p (19.7p) (8.4p) 12.5p (1.0)p 11.5p
From continuing and discontinued operations
Basic and diluted 8 11.3p (19.7p) (8.4p) 12.5p (0.2)p 12.3p
Consolidated statement of comprehensive income
for the year ended 31 December 2014
Year ended 31 December 2014 £'000 Year ended 31 December 2013 £'000
(Loss)/profit for the year (7,944) 11,565
Items that will not be reclassified subsequently to profit or loss:
Re-measurement of net defined benefit asset (773) 1,412
Items that may be reclassified subsequently to profit or loss:
Transfer from cash flow hedge reserve - 453
Deferred tax (204) (82)
Exchange differences on translation of foreign operations (674) (581)
Total comprehensive (loss)/income for the year attributable to equity holders of the parent (9,595) 12,767
Consolidated balance sheet at 31 December 2014
Note 2014£'000 2013£'000 2012£'000
Non-current assets
Goodwill 9 77,810 78,652 72,616
Other intangible assets 10 23,249 16,732 10,195
Property, plant and equipment 2,982 3,085 3,146
Investments 1 1 1
Retirement benefit surplus 121 778 -
Deferred tax assets 2,469 2,209 2,033
106,632 101,457 87,991
Current assets
Inventories 611 714 1,931
Trade and other receivables 11 28,137 28,915 28,225
Cash and cash equivalents 9,345 7,555 8,424
38,093 37,184 38,580
Total assets 144,725 138,641 126,571
Current liabilities
Trade and other payables 13 (15,076) (12,438) (7,642)
Accruals (12,228) (12,871) (11,298)
Deferred income (23,684) (24,575) (28,516)
Tax liabilities (3,368) (3,197) (2,797)
Provisions (10,170) (3,296) (1,159)
(64,526) (56,377) (51,412)
Net current liabilities (26,433) (19,193) (12,832)
Non-current liabilities
Bank loans (21,023) (12,114) (18,274)
Retirement benefit obligations - - (419)
Deferred tax liabilities (2,631) (389) -
Provisions (1,898) (1,531) (523)
(25,552) (14,034) (19,216)
Total liabilities (90,078) (70,411) (70,628)
Net assets 54,647 68,230 55,943
Equity
Share capital 4,743 4,685 4,685
Share premium 21 - -
Other reserves 25,757 28,042 26,913
Retained earnings 24,126 35,503 24,345
Total equity attributable to equity holders of the parent 54,647 68,230 55,943
Consolidated statement of changes in equity
For the year ended 31 December 2014
Sharecapital£'000 Sharepremium£'000 Otherreserves£'000 Retainedearnings£'000 Totalequity£'000
Balance at 1 January 2014 4,685 - 28,042 35,503 68,230
Total comprehensive income for the year - - - (9,595) (9,595)
Acquisition of own shares - - (2,792) - (2,792)
Use of own shares to settle share-based payment scheme vesting - - 825 - 825
Issue of share capital 58 21 - - 79
Dividends - - - (1,587) (1,587)
Charge to equity for share-based payments - - (318) (195) (513)
Balance at 31 December 2014 4,743 21 25,757 24,126 54,647
For the year ended 31 December 2013
Sharecapital£'000 Otherreserves£'000 Retainedearnings£'000 Totalequity£'000
Balance at 1 January 2013 4,685 26,913 24,345 55,943
Total comprehensive income for the year - 349 12,418 12,767
Dividends - - (1,260) (1,260)
Credit to equity for share-based payments - 780 - 780
Balance at 31 December 2013 4,685 28,042 35,503 68,230
For the year ended 31 December 2012
Sharecapital£'000 Otherreserves£'000 Retainedearnings£'000 Totalequity£'000
Balance at 1 January 2012 4,685 26,245 14,957 45,887
Total comprehensive income for the year - 302 10,322 10,624
Dividends - - (934) (934)
Credit to equity for share-based payments - 366 - 366
Balance at 31 December 2012 4,685 26,913 24,345 55,943
Consolidated cash flow statement
for the year ended 31 December 2014
Note Year ended 31 December 2014£'000 Year ended 31 December 2013£'000
Net cash from operating activities 14 19,717 18,646
Investing activities
Interest received 58 37
Proceeds on disposal of discontinued operations 321 638
Purchases of property, plant and equipment (1,345) (1,552)
Expenditure on product development and business systems (5,156) (6,994)
Acquisitions and deferred consideration (15,100) (2,521)
Net cash outflow from investing activities (21,222) (10,392)
Financing activities
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