TIDMQRT
RNS Number : 3780S
Quarto Group Inc
11 March 2019
The Quarto Group, Inc.
("Quarto" or the "Company" or the "Group")
Final Results for the Year Ended 31 December 2018
The Quarto Group Inc. (LSE: QRT, "Quarto" or "the Group"), the
leading global illustrated book publisher, announces its audited
results for the year ended 31 December 2018.
Results ($m) 2018 2017
Revenue 149.3 152.5
Adjusted Operating Profit* 10.3 7.2
Operating Profit/(Loss) 4.3 (17.9)
Adjusted Profit Before Tax* 5.9 3.9
Loss Before Tax (0.1) (21.2)
Exceptional Items 5.2 24.2
Loss for the Year (0.6) (18.5)
Adjusted Diluted Earnings per Share from continuing
operations 23.0c 17.8c
Basic Loss per Share from continuing operations (2.7)c (96.4)c
Net Debt 60.4 64.0
----------------------------------------------------- ------- --------
*Adjusted items exclude the amortisation of acquired intangibles
and exceptional items.
Headlines
-- Adjusted operating profit and adjusted profit before tax ahead of the prior year.
-- Children's publishing revenues up 2% and now representing over one-third of Group revenues.
-- 63.2% of revenue generated from backlist titles (2017: 60.3%).
-- Net debt reduced by 6% to $60.4m (2017: $64.0m).
-- Cost out program successfully implemented.
-- Banking facilities extended to 31 August 2020.
Commenting on the results, Chief Executive Officer, C.K. Lau
said:
"Adjusted operating profit and adjusted profit before tax were
both ahead of the prior year, in a time of continued softness in
the marketplace and of considerable transition for the Group. Our
resilient and talented staff have stepped up to the challenges we
have faced.
The extension of our banking facilities gives us a stable
position from which we can continue to improve business performance
and to reduce debt to a more acceptable level. The Board are fully
focused on achieving stability in the business, returning the Group
to full health and defining further growth strategies for 2020 and
beyond.
Together with the Board, I remain confident in the business
model and future prospects of Quarto. The Group is uniquely
positioned in the market and its vision stays unchanged; to become
the dominant publisher of illustrated books worldwide."
For further information, please contact:
The Quarto Group, Inc. +44 20 7700 9002
C.K. Lau, CEO
Dorothée de Montgolfier, Group Director
of Communications
About The Quarto Group
The Quarto Group (LSE: QRT) creates a wide variety of books and
intellectual property products, with a mission to inspire life's
experiences. Produced in many formats for adults, children and the
whole family, our products are visually appealing, information rich
and stimulating.
The Group encompasses a diverse portfolio of imprints and
businesses that are creatively independent and expert in developing
long-lasting content across specific niches of interest.
Quarto sells and distributes its products globally in over 50
countries and 40 languages, through a variety of sales channels,
partnerships and routes to market.
Quarto employs c.330 talented people in the US and the UK. The
group was founded in London in 1976. It is domiciled in the US and
listed on the London Stock Exchange.
For more information, visit quarto.com or follow us on Twitter
at @TheQuartoGroup.
Strategic overview
Overall, revenue was down 2% at $149.3m (2017: $152.5m) and
adjusted operating profit up 43% at $10.3m (2017: $7.2m), enabled
by a strong trading performance in the first half of the year and
in the fourth quarter, as well as significant cost reductions.
This is a satisfactory set of results considering that the
market has continued to show softness in the book trade both in the
US and the UK, and that the Group has had to adjust to various
transitions in the management of the Company.
A new Board was formed following the Annual Meeting in May, with
clear objectives to deliver: a right-sizing of the Group; a path to
sustainable debt reduction; a focus on the Group's core strengths;
and a disciplined business model.
After a short tenure from Laurence Orbach, Andy Cumming was
appointed Non-Executive Chairman in July and has provided a clear
direction to the Group since. His experience has proven invaluable,
especially through the renegotiations of our banking
facilities.
I would like to thank our Chief Operating Officer, Ken Fund, who
has been with Quarto for 20 years and who we welcomed to the Board
last year. His commitment, leadership and experience helped the
business and all of our people through a particularly challenging
year. I would also like to thank Mick Mousley, who agreed to come
out of retirement while we look for a permanent Chief Financial
Officer.
In the last six months, both the new Board and senior management
have been focused on delivering stability to the business,
supporting our core operations, and starting to address our balance
sheet.
In November, the extension of our banking facilities to 31
August 2020 was a major milestone in returning the Group to
full-health. This gives us a stable position from which we can
continue to improve business performance and to reduce debt to a
more acceptable level, as agreed with our banking syndicate.
We completed a comprehensive cost out program, following a
thorough review of key areas of expenditure. Our portfolio has been
reviewed and reduced from 40 to 33 imprints; we downsized some of
our office facilities; and we effected a significant reduction in
corporate overhead.
Although the benefits will not flow through immediately - as we
have had to incur exceptional costs to implement the cost out
program - we have gone into 2019 satisfied that the Group is now
operating at the right size.
US Publishing revenues were down 1% at $81.2m (2017: $81.8m),
and UK Publishing revenues were flat at $20.4m (2017: $20.3m).
Children's publishing revenues grew 2.3%, led by the success of our
Lincoln Children's Books list. Adult publishing revenues were down
4.3% mostly due to a lower performance of co-edition
publishing.
The Group is now over one third Children's products, with
continued increased contribution from the Children's side. The
Adults market remains more challenging, as the consolidation of
publishers in the English language co-edition market continues to
impact sales negatively. We are looking at new opportunities in
custom publishing to grow our customer base.
Our Foreign Rights sales team delivered a solid year, with
revenues of $31.3m, despite strong headwinds against them.
The Group ended the year with net debt at $60.4m, down 5.6% vs
prior year (2017: $64.0m). Net debt is still sizeable and remains
an immediate focus for the Board.
I am very passionate about returning the Group to full health
and defining further growth strategies for 2020 and beyond.
Quarto's model remains effective: talented people making high
quality and long-lasting products across a balanced portfolio,
supported by an efficient operating platform that adapts to market
conditions.
Our strategy for the Group in the short term is to deliver
stability to the business, to continue to grow lists where the
opportunity exists while supporting and improving poor performing
business units, and to address our balance sheet by reducing our
net debt.
Outlook
The newly constituted Board is fully focused on achieving
stability in the business after a period of considerable change,
returning the Group to full health and defining further growth
strategies for 2020 and beyond.
Quarto expects the ongoing soft market conditions to continue in
2019, impacting foreign language markets and the Adults portfolio
in particular. The Group expects some organic growth in Children's
and further benefits from the cost out program.
In the medium to long term, our strategy remains to grow
organically through innovation and, where applicable, by
acquisition, and to continue to drive circa 60% annual recurring
revenue through the Group's enduring backlist and innovative use of
its rich IP catalogue.
On behalf of the Board, I would like to thank all staff for
their continued support and loyalty during this recent period of
change and uncertainty, as well as our partners and suppliers
across the world.
Operating review
Quarto sells its products globally, in 50 countries in 40
languages, through a variety of sales channels, partnerships and
routes to market - US, UK, International English language, Foreign
language and other Partnerships.
Revenue is reported by the geography in which the product is
sold. Adjusted Operating Profit is reported by IP portfolio, where
the product is generated - US Publishing, UK Publishing and Q
Partners.
Revenue ($m) 2018 2017
-------------------------- ------ ------
United States of America 81.2 81.8
United Kingdom 20.4 20.3
Rest of the World 10.8 10.3
Foreign Rights 31.3 34.4
Q Partners 5.6 5.7
-------------------------- ------ ------
Total Revenue 149.3 152.5
-------------------------- ------ ------
Adjusted Operating Profit ($m) 2018 2017
-------------------------------------------- ----------------- -----------------
US Publishing 5.3 4.6
UK Publishing 7.9 7.1
Q Partners (0.4) (0.4)
Group overhead (2.5) (4.1)
-------------------------------------------- ----------------- -----------------
Total adjusted operating profit 10.3 7.2
-------------------------------------------- ----------------- -----------------
Routes to market
In the US, revenue was $81.2m, down marginally over the prior
year (2017: $81.8m), with a strong performance from our Quarry and
Fair Winds Press Imprints. A strength of the US program has been
our ability to grow the specialty retailer accounts base, whilst
the uncertainty of the book trade continues to show lower sales in
our publishing categories. E-book and digital revenue, although
small, showed improvement. Returns on sales were lower than prior
year and back to an expected rate, following unusually high levels
in 2017 due to colouring books.
In both the US and the UK, co-edition revenues were soft
especially in English Language, as this market continues to
decline. Specifically, some of our Star Wars licensed titles did
not perform up to expectations which affects new title sales as
well as reprints.
UK revenue was $20.4m, level with the prior year (2017: $20.3m),
led by a strong performance from our Lincoln Children's Books, Ivy
Press/Ivy Kids, and Wide Eyed Editions imprints. The Little People
Big Dreams series continues to be a major success and in 2019 we
are expanding the list to include inspirational male role models.
The launch of our Build and Become series (White Lion Publishing)
has been well received.
International English language sales have performed better than
prior year with revenues of $10.8m (2017: $10.3m) with a strong
contribution from our Australian, Middle Eastern and Asian markets,
and due to new distributors in India and South Africa.
Foreign Language sales achieved a strong year with revenues of
$31.3m, although lower than prior year (2017: $34.4m) as a result
of market place uncertainty, particularly in South America.
Our publishing partnerships and distribution business, Q
Partners, was down 1% year-on-year with revenue of $5.6m (2017:
$5.7m). Sales have been slow in Brazil and the launch of Quarto
Iberoamericana, our Spanish language partnership, has still to
reach critical mass. Overall the business has not yet reached a
satisfactory level and we are looking at refining the business
model.
Intellectual property portfolio
Our most profitable imprints were Lincoln Children's Books (UK,
acquired in 2011, relaunched in 2014), Ivy Press (UK, acquired in
2015) and Wide Eyed Editions (UK, launched in 2013).
Adult publishing revenues declined 4.3%, suffering from a lower
performance of English language co-editions against prior year. In
this market, the consolidation of publishers continues to impact
sales negatively. We are looking at new opportunities in custom
publishing to grow our customer base. Internally, we have
significantly consolidated parts of our Adults portfolio and are
confident that it is better equipped to suit customer and market
trends.
Children's publishing revenues grew 2.3% led by the success of
our UK-based Lincoln Children's Books imprint. The Group is now
over one third Children's products, with continued increased
contribution from the Children's side.
The revenue split between frontlist titles (published in 2018)
and backlist titles (published before 2018) was comparable
year-on-year, with 63.2% of publishing revenues generated from
backlist titles vs 60.3% in 2017. This is consistent with Quarto's
strategy to generate c. 60% annual recurring revenues from the
Group's rich IP catalogue and reflects our expertise in creating
long-lasting content.
Adults' titles represented 65% of backlist revenues (2017: 67%)
and 66% of frontlist revenues (2017: 67%), while Children's titles
represented 35% of backlist revenues (2017: 33%) and 34% of
frontlist revenues (2017: 33%). The increased proportion of
Children's titles in the backlist can be explained as some of the
Group's imprints, only started a couple of years ago, are now
becoming established businesses.
The following titles were our top 10 sellers in 2018, with their
respective revenue and year of publication:
Title Imprint Revenue
($000)
Squishy Human Body (2006) SmartLab $1,216
---------------------------- --------
Beginner's Keto Diet Cookbook
(2018) Fair Winds $914
---------------------------- --------
All-Natural Lip Balm Boutique
(2016) SmartLab $725
---------------------------- --------
Smart Circuits: Electronics
Lab (2016) SmartLab $686
---------------------------- --------
Keto Slow Cooker & One-Pot Meals
(2017) Fair Winds $613
---------------------------- --------
Quick Keto Meals in 30 Minutes
or Less (2017) Fair Winds $559
---------------------------- --------
Ultimate Secret Formula Lab
(2016) SmartLab $486
---------------------------- --------
The Bucket List (2016) Bright Press $479
---------------------------- --------
Little People Big Dreams: Coco Frances Lincoln Children's
Chanel (2016)(1) Books $455
---------------------------- --------
Little People Big Dreams: Frida Frances Lincoln Children's
Kahlo (2016)(1) Books $415
---------------------------- --------
1 The Little People Big Dreams titles are part of a series that
generated $4.3m of revenue in 2018 (2017: $1.8m)
US Publishing
US Publishing adjusted operating profit was up 15% to $5.3m
(2017: $4.6m) due to a combination of positive factors:
-- Lower returns on sales, which came back to an expected rate
after reaching an unusually high point in 2017 due to colouring
books.
-- A significant reduction in expenses through the cost out
program put in place during the year.
Overall, we saw a 1% reduction in margin. Some elements of this
decline have been ongoing challenges which we are addressing. Cost
of Goods sold were slightly higher in 2018, impacted negatively by
an increase in paper costs. Paper costs have now stabilised, which
should have a positive impact on margin in 2019.
Product development costs were in line with expectations and the
prior year. Investment in new titles has started to be reduced as
part of our cost out program and as we use our IP in new and
innovative ways.
UK Publishing
UK Publishing adjusted operating profit was up 11% to $7.9m
(2017: $7.1m) due to the following factors:
-- A strong performance from our Lincoln Children's Books, Ivy
Press/Ivy Kids and Wide Eyed Editions imprints.
-- Lower royalty costs following a negotiation of more
favourable terms. The increasing mix of sales to the trade is a
trend that we expect to continue.
-- Benefits from our cost out program, with a reduction in
investment in new titles being acquired, as well as an overall
reduction in administrative, selling and staffing costs.
-- Improved margin in our newly formed White Lion Street Adults
imprint, due to efficiencies across print, staffing costs and
investment in new product.
Q Partners
Q Partners' adjusted operating profit remained flat
year-on-year, with a small loss of $0.4m in 2018 (2017: loss
$0.4m).
The business has not yet reached a satisfactory level as volumes
remain small. We are looking at refining the business model.
Financial review
Group Results
Revenue was $149.3m, a decrease of 2%, compared to 2017
($152.5m). Operating profit, before amortisation of intangibles and
exceptional items, ("adjusted operating profit") was up 43% at
$10.3m (2017: $7.2m) and represented 6.9% of revenue (2017: 4.7%).
Adjusted diluted earnings per share increased by 29% to 23.0c
(2017: 17.8c). It has been the case, for many years, that not one
of our titles exceeded 1% of Group revenue, and this year is no
exception.
US Publishing
Revenue for this segment was down 2% at $73.0m (2017: $74.1m).
Adjusted operating profit was up 13% at $5.3m (2017: $4.6m). We
achieved an operating profit margin of 7.2% (2017: 6.3%). Reprints
accounted for 65% of revenue, compared to 64% in 2017.
UK Publishing
Revenue for this segment was down 3% at $70.7m (2017: $72.7m).
Adjusted operating profit was up 11% at $7.9m (2017: $7.1m). We
achieved an operating profit margin of 11.2% (2017: 9.8%). Reprints
accounted for 61% of revenue, compared to 54% in 2017.
Q Partners
Revenue for this segment was down 1% at $5.6m (2017: $5.7m). We
incurred an adjusted operating loss of $0.4m (2017: loss
$0.4m).
Corporate Costs
Corporate costs were reduced by 41% from $4.1m to $2.5m, due to
the cost out program, which was initiated in the second half of the
year.
Exceptional Items
Exceptional items, in 2018, comprised reorganization costs of
$2.9m, arising from the cost out program, $0.8m with respect to the
board changes that occurred in May 2018 and $1.5m of refinancing
costs. Exceptional items, in 2017, comprised goodwill impairment of
$17.4m, impairment of pre-publication costs of $4.9m and other
items of $1.9m.
Finance Costs
Finance costs were $4.4m (2017: $3.3m). The increase was
attributable to an increase in interest rates, an increase in the
interest margin and a charge with respect to the deferred
consideration for a prior period acquisition.
Tax
The tax charge for the year was $0.5m (2017: Credit $1.5m). The
Group incurred taxable losses in the US which, following tax
legislation changes from 1 January 2018, cannot be fully
recovered.
Balance Sheet
The Group's net assets decreased to $21.1m from $24.1m, largely
because the Group has net Sterling assets. The weakness of Sterling
against the US dollar, which is the Group's principal functional
currency, has resulted in a translation loss on exchange.
During 2018, the Group transacted in Sterling, Euros, Australian
Dollars, New Zealand Dollars and Hong Kong Dollars. Our borrowings
are drawn in US Dollars, Sterling and Euros to provide a partial
hedge against the movement in our net assets, excluding borrowings,
in those currencies.
We signed an agreement with our banking syndicate to extend the
maturity of our facilities to 31 August 2020. The revised
facilities incorporate an immediate reduction in bank debt and a
subsequent amortisation program.
As part of the agreement with the banking syndicate, certain of
the Company's larger shareholders and a related company agreed to
provide unsecured and subordinated loans to the Group, totalling
$13m. These loans are repayable by 31 August 2020 and have been
used to reduce bank facilities and to provide additional working
capital. This gives us a stable position to continue our focus on
improving the performance of our business and reducing debt to a
more acceptable level.
Cash Flow and Indebtedness
At the year end, our net debt was $60.4m, a reduction of 6%,
compared to 2017, when it was $64.0m. The Group was well within its
banking covenants. Free cash flow, during the year, was $8.4m, up
8% compared to 2017, when it was $7.7m.
Shareholder Return
The Directors have decided to continue the Group's policy of not
paying a dividend for the time being, until debt can be brought
down to a more acceptable level.
Cost out Program
We initiated a cost out program in the second half of the year.
This was designed to achieve the following: a right-sizing of the
Group, a path to sustainable debt reduction and a focus on our core
strengths. The process involved a thorough review of key areas of
expenditure, including but not limited to, prepublication
expenditure, occupancy costs, payroll and discretionary
expenditure. The benefit of the cost out program has not flowed
through immediately, as we have incurred one-time exceptional costs
to implement the plan. We expect this plan to lead to improved cash
flows in 2019 and 2020.
Going Concern
In accordance with provision c.2.2 of the 2014 revision of the
UK Corporate Governance Code, the Directors have assessed the
prospects of the Group over both a one-year and a three-year
period. The one-year period has a greater level of certainty and
is, therefore, used to set budgets for all our businesses which
culminates in the approval of a Group budget for the Board. The
three-year period offers less certainty, but it is aligned with
long term incentives offered to Executive Directors and certain
senior management.
The Directors have considered the underlying robustness of the
Group's business model, products and proposition and its recent
trading performance, cash flows and key performance indicators.
They have also reviewed the cash forecasts prepared for the three
years ending 31 December 2021, which comprise a detailed cash
forecast for the year ending 31 December 2019 based on the budget
for that year and standard growth assumptions for revenue and costs
for the years ending 31 December 2020 and 2021, to satisfy
themselves of the going
concern assumption used in preparing the financial
statements.
The Directors have assessed the Group's viability over a
three-year period ending on 31 December 2021 based on a financial
model which was prepared as part of the process of considering and
approving the 2019 budget.
The Directors used the three-year review period for the
following reason:
-- The Group's publishing program planning cycle normally works
over a two to three-year period.
The Group's current banking facilities have 18 months to run
before they will need to be refinanced in August 2020. Consistent
with previous facilities, the Directors have assumed that these
facilities will be renewed or extended at that time on similar
terms.
In carrying out their analysis of viability, the Directors took
account of the Group's projected profits and cash flows and its
banking covenants. They also took account of the principal risks
and uncertainties facing the business, a sensitivity analysis on
the key revenue growth assumption and the effectiveness of
available mitigating actions. Based on their assessment, the
Directors have a reasonable expectation that the Group will be able
to continue in operation and meet its liabilities as they fall due
up to 31 December 2021.
For this reason, they continue to adopt the going concern basis
in preparing the financial statements. In doing so, it is
recognised that such future assessments are subject to a level of
uncertainty that increases with time and, therefore, future
outcomes cannot be guaranteed or predicted with certainty.
C.K. Lau
Chief Executive Officer
THE QUARTO GROUP, INC.
Condensed Consolidated Income Statement
For the year ended 31 December 2018
Year ended Year ended
31 December 31 December
2018 2017
Note $'000 $'000
Continuing operations
Revenue 2 149,292 152,512
Cost of sales (107,195) (109,848)
------------------------------------------------- ---- ------------ ------------
Gross profit 42,097 42,664
Distribution costs (7,919) (7,549)
Administrative expenses (23,873) (27,922)
Operating profit before amortisation of
acquired intangibles and exceptional items 10,305 7,193
Amortisation of acquired intangibles (850) (840)
Exceptional items 3 (5,152) (24,235)
------------------------------------------------- ---- ------------ ------------
Operating profit/(loss) 2 4,303 (17,882)
Finance income 21 25
Finance costs 4 (4,381) (3,325)
------------------------------------------------- ---- ------------ ------------
Loss before tax (57) (21,182)
Tax 5 (495) 1,480
------------------------------------------------- ---- ------------ ------------
Loss for the year (552) (19,702)
Discontinued operations
Profit for the year from discontinued operations 8 - 1,163
------------------------------------------------- ----
Loss for the year (552) (18,539)
================================================= ==== ============ ============
Attributable to:
Owners of the parent (552) (18,513)
Non-controlling interests - (26)
------------------------------------------------- ---- ------------ ------------
(552) (18,539)
================================================= ==== ============ ============
Earnings/(loss) per share (cents)
From continuing operations
Basic 6 (2.7) (96.4)
Diluted 6 (2.7) (96.4)
Adjusted basic 6 23.2 18.3
Adjusted diluted 6 23.0 17.8
From discontinued operations
Basic 6 - 5.8
Diluted 6 - 5.7
The results of the discontinued businesses of BGD and Regent
have been classified separately in the consolidated income
statement for the previous year.
THE QUARTO GROUP, INC.
Condensed Consolidated Statement of Comprehensive Income
For the year ended 31 December 2018
Note Year ended Year ended
31 December 31 December
2018 2017
$'000 $'000
Loss for the year (552) (18,539)
Items that may be reclassified to profit
or loss
Foreign exchange translation differences (1,950) 35
Reclassification to income statement on
disposal of business - 3,540
Cash flow hedge: (losses)/gains arising
during the year (60) 25
Tax relating to items that may be reclassified
to profit or loss (246) 471
-------------------------------------------------------- ------------ ------------
Total other comprehensive (expense)/income (2,256) 4,071
-------------------------------------------------------- ------------ ------------
Total comprehensive expense for the year
net of tax (2,808) (14,468)
======================================================== ============ ============
Attributable to:
Owners of the parent (2,808) (14,442)
Non-controlling interests - (26)
-------------------------------------------------------- ------------ ------------
(2,808) (14,468)
======================================================= ============ ============
THE QUARTO GROUP, INC.
Condensed Consolidated Balance Sheet
At 31 December 2018
31 December 31 December
2018 2017
Note $'000 $'000
Non-current assets
Goodwill 9 18,954 19,286
Other intangible assets 2,368 3,516
Property, plant and equipment 1,552 2,129
Intangible assets: Pre-publication costs 10 56,741 60,278
Deferred tax assets 3,901 3,901
-------------------------------------------- ---- ----------- -----------
Total non-current assets 83,516 89,110
-------------------------------------------- ---- ----------- -----------
Current assets
Inventories 22,324 22,637
Trade and other receivables 54,476 53,460
Derivative financial instruments 105 205
Cash and cash equivalents 15,384 17,946
-----------
Total current assets 92,289 94,248
-------------------------------------------- ---- ----------- -----------
Total assets 175,805 183,358
-------------------------------------------- ---- ----------- -----------
Current liabilities
Short term borrowings (5,000) (5,000)
Trade and other payables (64,917) (60,796)
Tax payable (4,167) (5,243)
----------- -----------
Total current liabilities (74,084) (71,039)
-------------------------------------------- ---- ----------- -----------
Non-current liabilities
Medium and long-term borrowings (70,752) (76,907)
Deferred tax liabilities (8,753) (8,520)
Tax payable (544) (1,116)
Other payables (554) (1,673)
-------------------------------------------- ---- ----------- -----------
Total non-current liabilities (80,603) (88,216)
-------------------------------------------- ---- ----------- -----------
Total liabilities (154,687) (159,255)
-------------------------------------------- ---- ----------- -----------
Net assets 21,118 24,103
============================================ ==== =========== ===========
Equity
Share capital 2,045 2,045
Paid in surplus 33,764 33,764
Retained earnings and other reserves (14,691) (11,706)
-------------------------------------------- ---- ----------- -----------
Equity attributable to owners of the parent 21,118 24,103
Non-controlling interests - -
Total equity 21,118 24,103
============================================ ==== =========== ===========
THE QUARTO GROUP, INC.
Condensed Consolidated Statement of Changes in Equity
For the year ended 31 December 2018
Equity
attributable
to owners
Share Paid in Hedging Translation Retained of the Non-controlling
capital surplus reserve reserve earnings parent interests Total
$000 $000 $000 $000 $000 $000 $000 $000
Balance at 1
January 2017 2,045 33,764 140 (8,850) 12,120 39,219 4,892 44,111
Loss for the year - - - - (18,513) (18,513) (26) (18,539)
Foreign exchange
translation
differences - - 46 - 46 (11) 35
Reclassification
to income
statement
on disposal of
business - - - 3,540 - 3,540 - 3,540
Cash flow hedge:
gains arising
during
the year - - 25 - - 25 - 25
Tax relating to
items that may
be reclassified
to profit or
loss - - - 471 - 471 - 471
----------------- ------- ------- ------- ----------------------- --------- ------------ --------------- --------
Total
comprehensive
income/(expense)
for the year - - 25 4,057 (18,513) (14,431) (37) (14,468)
Dividends to
shareholders - - - (2,018) (2,018) - (2,018)
Dividend
in-specie paid
to
non-controlling
interests - - - - - - (3,744) (3,744)
Adjustment
arising from
change in
non-controlling
interests 1,111 1,111 (1,111) -
Share based
payments charge - - - - 222 222 - 222
Balance at 31
December 2017 2,045 33,764 165 (4,793) (7,078) 24,103 - 24,103
Loss for the year - - - - (552) (552) - (552)
Foreign exchange
translation
differences - - - (1,950) - (1,950) - (1,950)
Cash flow hedge:
losses arising
during
the year - - (60) - - (60) - (60)
Tax relating to
items that may
be reclassified
to profit or
loss - - - (246) - (246) - (246)
----------------- ------- ------- ------- ----------------------- --------- ------------ --------------- --------
Total
comprehensive
expense for the
year - - (60) (2,196) (552) (2,808) - (2,808)
Share based
payments credit - - - - (177) (177) - (177)
Balance at 31
December 2018 2,045 33,764 105 (6,989) (7,807) 21,118 - 21,118
================= ======= ======= ======= ======================= ========= ============ =============== ========
THE QUARTO GROUP, INC.
Condensed Consolidated Cash Flow Statement
For the year ended 31 December 2018
Year ended Year ended
31 December 31 December
2018 2017
$'000 $'000
Loss for the year (552) (18,539)
Adjustments for:
Net finance costs 4,360 3,300
Depreciation of property, plant and equipment 693 817
Software amortisation 298 315
Tax expense/(credit) 495 (1,480)
Impairment of goodwill - 17,418
Impairment of pre-publication costs 501 4,868
Share based payments (177) 222
Amortisation and amounts written off
acquired intangibles 910 841
Amortisation and amounts written off
pre-publication costs 31,426 32,212
Movement in fair value of derivatives - (130)
Gain on divestment of business - (2,541)
---------------------------------------------------- ------------ ------------
Operating cash flows before movements
in working capital 37,954 37,303
Decrease in inventories 21 1,281
(Increase) in receivables (2,280) (784)
Increase in payables 4,639 6,822
---------------------------------------------------- ------------ ------------
Cash generated by operations 40,334 44,622
Income taxes paid (1,962) -
---------------------------------------------------- ------------ ------------
Net cash from operating activities 38,372 44,622
---------------------------------------------------- ------------ ------------
Investing activities
Interest received 21 25
Investment in pre-publication costs (29,744) (35,551)
Purchases of property, plant and equipment (169) (1,063)
Purchase of software (77) (266)
Acquisition of businesses (1,887) (7,041)
Disposal of subsidiaries - 4,588
Net cash used in investing activities (31,856) (39,308)
---------------------------------------------------- ------------ ------------
Financing activities
Dividends paid - (2,018)
Interest payments (2,980) (2,935)
Drawdown of revolving credit facility 18,457 6,600
Repayment of term loan and revolving
credit facility (24,238) (8,271)
Net cash used in financing activities (8,761) (6,624)
---------------------------------------------------- ------------ ------------
Net decrease in cash and cash equivalents (2,245) (1,310)
Cash and cash equivalents at beginning
of year 17,946 18,824
Foreign currency exchange differences
on cash and cash equivalents (317) 432
---------------------------------------------------- ------------ ------------
Cash and cash equivalents at end of year 15,384 17,946
==================================================== ============ ============
THE QUARTO GROUP, INC.
Notes to the condensed financial statements
1. Basis of preparation
The financial information set out in this statement does not
constitute the Group's Annual Report for the year ended 31 December
2018 prepared in accordance with the Companies Act 2006 as
applicable to overseas companies. The auditors have reported on the
Group's statutory accounts for the year ended 31 December 2018
which are unqualified. The financial information set out in this
statement has been extracted from those statutory financial
statements. The financial information contained within this
preliminary announcement was approved by the Board on 8 March 2019.
The statutory financial statements for the year ended 31 December
2017, including an unmodified auditor's report, have been delivered
to the Registrar of Companies. The financial statements for the
year ended 31 December 2018 will be delivered to the Registrar of
Companies following the Company's annual meeting.
The Group financial statements are presented in US Dollars and
all values are shown in thousands of dollars ($000) rounded to the
nearest thousand dollars, except where otherwise stated. Each
entity in the Group determines its own functional currency and
items included in the financial statements of each entity are
measured using that functional currency. The accounting policies
used have been applied consistently and are described in full in
the statutory financial statements for the year ended 31 December
2018. Two new accounting standards, IFRS 9 and IFRS 15, have been
adopted during the period. The accounting policies on revenue and
financial instruments have been updated, as a consequence of these
accounting standards. IFRS 15 has been applied using a modified
retrospective ("cumulative catch-up") approach under which changes
having a material effect on the consolidated statement of financial
position as at 1 January 2018 are presented together as a single
adjustment to the opening balance of retained earnings.
Accordingly, the Group is not required to present a third statement
of financial position as at that date. IFRS 15 requires that the
Group's reserve for sales returns is reclassified. The reserve was
previously netted off in trade receivables and from 1 January 2018
this is now shown as a liability within trade and other payables.
The effect on transition was to increase trade and other
receivables as at 1 January 2018 by $6,401,000, with a
corresponding increase in trade and other payables. As of 31
December 2018, trade receivables and other payables would have been
$5,391,000 lower under previous accounting standards. There was no
adjustment to the opening balance of retained earnings.
Going Concern
The Board has assessed the Group's ability to operate as a going
concern on a financial model which was prepared as part of the
process of considering and approving the 2019 budget.
The Directors have considered the underlying robustness of the
Group's business model, products and proposition and its recent
trading performance, cash flows and key performance indicators.
They have also reviewed the cash forecasts prepared for the three
years ending 31 December 2021, which comprise a detailed cash
forecast for the year ending 31 December 2019, based on the budget
for that year, and the growth assumptions for revenue and costs,
together with cash forecasts, for the years ending 31 December 2020
and 2021, to satisfy themselves of the appropriateness of the going
concern basis used in preparing the financial statements.
In carrying out their analysis of viability, the Directors took
account of the Group's projected profits and cash flows and its
banking covenants and these have been subjected to sensitivity
analysis over the three-year period.
Based on our assessment, the Directors have a reasonable
expectation that the Group will be able to continue in operation
and meet all of its liabilities as they fall due up to 31 December
2021.
For these reasons, the Directors continue to adopt the going
concern basis in preparing the financial statements. In doing so,
it is recognised that such future assessments are subject to a
level of uncertainty that increases with time and, therefore,
future outcomes cannot be guaranteed or predicted with
certainty.
THE QUARTO GROUP, INC.
Notes to the condensed financial statements
2. Operating segments
The analysis by segment is presented below. This is based upon
the operating results reviewed by the Chief Executive Officer.
US UK Q
2018 Publishing Publishing Partners Total
$000 $000 $000 $000
Revenue - continuing operations 72,971 70,734 5,587 149,292
============ ============ ========== ========
Operating profit/(loss) before amortisation
of acquired intangibles and exceptional
items 5,240 7,913 (418) 12,735
Amortisation of acquired intangibles (596) (254) - (850)
------------ ------------ ---------- --------
Segment result 4,644 7,659 (418) 11,885
Exceptional pre-publication asset
impairment and write-off (note 3) (1,164) - - (1,164)
Exceptional items other (note 3) (811) (402) - (1,213)
------------ ------------ ----------
2,669 7,257 (418) 9,508
------------ ------------ ----------
Unallocated corporate expenses (2,430)
Corporate exceptional items (note
3) (2,775)
--------
Operating profit 4,303
Finance income 21
Finance costs (4,381)
--------
Loss before tax (57)
Tax (495)
--------
Loss after tax from continuing operations (552)
Profit after tax from discontinued
operations -
--------
Loss after tax (552)
========
Q
2017 US Publishing UK Publishing Partners Total
$000 $000 $000 $000
Revenue - continuing operations 74,134 72,737 5,641 152,512
============== ============== ========== =========
Operating profit/(loss) before amortisation
of acquired intangibles and exceptional
items 4,641 7,099 (431) 11,309
Amortisation of acquired intangibles (596) (244) - (840)
-------------- -------------- ---------- ---------
Segment result 4,045 6,855 (431) 10,469
Exceptional pre-publication asset
impairment (note 3) (1,041) (3,827) - (4,868)
Exceptional impairment of goodwill
(note 3) (17,100) (314) - (17,414)
Exceptional items other (note 3) (82) (842) (46) (970)
-------------- -------------- ---------- ---------
(14,178) 1,872 (477) (12,783)
-------------- -------------- ----------
Unallocated corporate expenses (4,116)
Corporate exceptional items (note
3) (983)
---------
Operating loss (17,882)
Finance income 25
Finance costs (3,325)
---------
Loss before tax (21,182)
Tax 1,480
---------
Loss after tax from continuing operations (19,702)
Profit after tax from discontinued
operations 1,163
---------
Loss after tax (18,539)
=========
THE QUARTO GROUP, INC.
Notes to the condensed financial statements
2. Operating segments (continued)
Segmental balance sheet
2018 2017
$000 $000
Continuing operations:
Quarto Publishing Group USA 85,995 93,085
Quarto Publishing Group UK 70,525 67,984
Unallocated (Deferred tax and cash) 19,285 21,848
Discontinued operations:
Books & Gifts Direct, ANZ - 441
Total Assets 175,805 183,358
======= =======
Continuing operations:
Quarto Publishing Group USA 30,518 31,518
Quarto Publishing Group UK 34,953 36,390
Unallocated (Deferred tax and debt) 89,216 91,331
Discontinued operations:
Books & Gifts Direct, ANZ - 16
Total Liabilities 154,687 159,255
======= =======
Geographical revenue
The Group operates in the following geographical areas:
2018 2017
$'000 $'000
United States of America 86,092 86,444
United Kingdom 20,384 20,256
Europe 25,314 29,098
Rest of the World 17,502 16,714
Total 149,292 152,512
============================================ ============= ========
3. Exceptional items
2018 2017
$000 $000
Goodwill impairment (note 9) - 17,414
Reorganisation costs
- Impairment of pre-publication intangible
assets (note 10) 501 4,868
- Impairment of backlists 60 -
- Write-off of pre-publication costs 603 -
- Staff severance costs 1,039 544
- Royalty advance provisions - 409
- Inventory provisions - 75
- Other reorganisation costs 672 -
- Board changes 831 -
Refinancing costs 1,446 597
Abortive corporate transaction costs - 241
Aborted acquisition transaction costs - 87
Total 5,152 24,235
============================================ ====== =======
THE QUARTO GROUP, INC.
Notes to the condensed financial statements
4. Finance costs
2018 2017
$000 $000
Interest expense on borrowings 3,710 2,941
Amortisation of debt issuance costs 301 384
Other interest 370 -
------------------------------------- ------ ------
Total 4,381 3,325
===================================== ====== ======
5. Taxation
2018 2017
$000 $000
Corporation tax
Current year 73 1,552
Prior periods 176 804
--------------- -------
Total current tax 249 2,356
--------------- -------
Deferred tax
Origination and reversal of temporary differences 246 (3,836)
------------------------------------------------------- --------------- -------
Total tax expense/(credit) 495 (1,480)
======================================================= =============== =======
Corporation tax on UK profits is calculated at 19% (2017: 19%),
based on the UK standard rate of corporation tax of the estimated
assessable profit for the year. Taxation for other jurisdictions is
calculated at the rate prevailing in the respective jurisdictions.
The table below explains the difference between the expected
expense at the UK statutory rate of 19% and the total tax expense
for the year.
2018 2017
$000 $000
Loss before tax (57) (21,182)
-------- --------
Tax at the UK corporation tax rate of 19%
(2017: 19%) (11) (4,025)
Effect of different tax rates of subsidiaries
operating in other jurisdictions (101) -
Adjustment to prior years (85) 804
Tax effect of changes in legislation - 1,116
Tax effect of items that are not deductible
in determining taxable profit 606 625
Other 86 -
-------- --------
Tax expense/(credit) 495 (1,480)
======== ========
Effective tax rate for the year (868.4)% 7.0%
======== ========
THE QUARTO GROUP, INC.
Notes to the condensed financial statements
6. Earnings per share
2018 2017
$'000 $'000
From continuing operations
Loss for the year (552) (19,702)
Amortisation of acquired intangibles (net of
tax) 701 591
Exceptional items (net of tax) 4,603 22,852
----------- -----------
Earnings for the purposes of adjusted earnings
per share 4,752 3,741
================================================ =========== ===========
From continuing and discontinued operations
Loss attributable to owners of the parent (552) (18,513)
Amortisation of acquired intangibles (net of
tax) 701 591
Exceptional items (net of tax) 4,603 22,852
Profit from discontinued operations - (1,189)
------------------------------------------------ ----------- -----------
Earnings for the purposes of adjusted earnings
per share 4,752 3,741
================================================ =========== ===========
Number of shares Number Number
Weighted average number of ordinary shares 20,444,450 20,444,450
Effect of potentially dilutive share options 256,655 575,631
------------------------------------------------ ----------- -----------
Diluted weighted average number of ordinary
shares 20,701,105 21,020,081
================================================ =========== ===========
Continuing operations
Loss per share (cents)
Basic (2.7) (96.4)
Diluted (2.7) (96.4)
Adjusted earnings per share (cents)
Basic 23.2 18.3
Diluted 23.0 17.8
Discontinued operations
Earnings per share (cents) - 5.8
Basic - 5.7
Diluted
Loss per share (cents): from continuing and
discontinued operations
Basic (2.7) (90.6)
Diluted (2.7) (90.6)
7. Dividends
2018 2017
$000 $000
Amounts recognised as distributions to equity
holders in the year:
Final dividend for the year ended 31 December
2017 of nil (2016: 9.87c/7.95p) per share - 2,018
----- ------
- 2,018
===== ======
Proposed final dividend for the year ended 31
December 2018 of nil (2017: nil) per share - -
----- ------
The Quarto Group, Inc., as a US incorporated company, is
required to collect US dividend withholding taxes on dividend
distributions made to its non-US shareholders. The US dividend
withholding tax is generally 30% of any dividends paid to Quarto's
non-US shareholders, but this amount can potentially be reduced
pursuant to an applicable income tax treaty between the US and the
country of residence of the non-US shareholder.
For example, under the US/UK income tax treaty, the US dividend
withholding tax rate can range from nil (applicable to certain UK
resident pension trusts and tax exempt entities) to 15% (applicable
to UK resident individual shareholders and certain UK corporate
shareholders). For US shareholders, no US dividend withholding tax
is generally applicable. It should be noted that certain
documentation requirements must be met by all shareholders prior to
the payment of any dividends to certify their status as a US or
non-US shareholder, and, if a non-US shareholder to claim any
applicable benefits under the US/ UK or other applicable income tax
treaty. Each shareholder should consult their own tax adviser to
determine whether and to what extent they may be entitled to claim
a reduced amount of US dividend withholding taxes under a US income
tax treaty.
THE QUARTO GROUP, INC.
Notes to the condensed financial statements
8. Discontinued operations
On 30 March 2017, the Group completed the disposal of its 75%
interest in Regent Publishing Services Limited ("Regent"), its Hong
Kong based publishing services business.
On 3 April 2017, the Group completed the disposal of its 100%
share of Books & Gifts Direct Pty Limited ("BGD Australia"),
its direct sales business in Australia.
On 7 July 2017, the Group completed the disposal of the trade
and selected net assets of Books & Gifts Direct Limited ("BGD
New Zealand"), its direct sales business in New Zealand.
These disposals were completed in line with the Group's strategy
of disposing of non-core businesses. Proceeds from the disposals
were used to manage the Group's net debt position as received. The
results of the discontinued operations and the profit or loss on
disposal were included in the consolidated income statement, under
discontinued operations.
9. Goodwill
2018 2017
$000 $000
Cost
At 1 January 43,007 42,425
Exchange differences (332) 582
At 31 December 42,675 43,007
=============================================== ========= =========
Accumulated impairment losses
At 1 January (23,721) (6,281)
Impairment - (17,414)
Exchange differences - (26)
----------------------------------------------- --------- ---------
At 31 December (23,721) (23,721)
=============================================== ========= =========
Carrying value:
At 31 December 18,954 19,286
----------------------------------------------- --------- ---------
The cash generating units containing goodwill
are as follows:
2018 2017
$000 $000
Quarto Publishing Group USA (QUS) 12,882 12,882
Quarto Publishing Group UK (QUK) 6,072 6,404
----------------------------------------------- --------- ---------
18,954 19,286
=============================================== ========= =========
The recoverable amount of each cash generating unit ('CGU') is
determined using the value in use basis. In determining value in
use, management prepares a detailed bottom up budget for the
initial twelve month period, with reviews conducted at each
business unit. A further two years are forecast using relevant
growth rates and other assumptions. Cash flows beyond the three
year period are extrapolated into perpetuity, by applying a 2%
growth rate. The cashflows are then discounted using a country
specific pre-tax WACC. The growth rates used are consistent with
the growth expectations for the sector in which the company
operates and the discount rate has been calculated using Weighted
Average Cost of Capital analysis. These are as follows:
Terminal Growth Rates Discount Rates
2018 2017 2018 2017
United States of America 2% 2% 10.90% 11.72%
----- ----- ------- -------
United Kingdom 2% 2% 10.38% 11.16%
----- ----- ------- -------
Neither a 1% decrease in the terminal growth rate or a 1%
increase in the discount rate would have led to an impairment.
Goodwill, specific to the US Publishing Group, was impaired by
$17.1m at 31 December 2017 reducing its carrying value to $12.9m.
The impairment principally arose due to the decrease in
profitability experienced in 2017. One imprint in the UK was closed
in 2017 and the previous carrying value of its goodwill of $0.3m
was impaired to nil.
THE QUARTO GROUP, INC.
Notes to the condensed financial statements
10. Intangible assets: Pre-publication costs
2018 2017
$'000 $'000
Cost
At 1 January 193,492 181,791
Exchange differences (3,353) 4,609
Additions 29,744 35,551
Reclassification - (2,113)
Disposals (75,122) (26,346)
--------------------------------- --------- ---------
At 31 December 144,761 193,492
================================= ========= =========
Amortisation
At 1 January 133,214 120,658
Exchange differences (1,999) 1,822
Charge for the year 30,823 32,212
Amount written-off for the year 603 -
Impairment charge 501 4,868
Disposals (75,122) (26,346)
--------------------------------- --------- ---------
At 31 December 88,020 133,214
================================= ========= =========
Carrying value:
At 31 December 56,741 60,278
--------------------------------- --------- ---------
11. Alternative performance measures
The Group uses alternative performance measures to explain and
judge its performance.
Adjusted operating profit excluding amortisation of acquired
intangibles and exceptional items. The Directors consider this to
be a useful measure of the Group operating performance as it shows
the performance of the underlying business.
Exceptional items are those which the Company defines as
significant non-recurring items outside the scope of normal
business that need to be disclosed by virtue of their size or
incidence in order for the user to obtain a proper understanding of
the financial information.
Free cashflow is the cash generated by operations less
pre-publication investment and purchases of property, plant and
equipment and software.
Backlist % refers to book titles that were published in previous
calendar years and is a key measure of the performance of our
intellectual property assets.
Intellectual property development spend refers to the amounts
spent annually on the creation and publication of book titles
against which we monitor subsequent sales (see note 10).
Inventory % of sales is the book value of inventory divided by
total revenue for the year. Inventory turn is cost of sales divided
by book value of inventory and measures the number of times
inventory is sold through the business in a year.
THE QUARTO GROUP, INC.
Notes to the condensed financial statements
11. Alternative performance measures (continued)
2018 2017
$000 $000
Adjusted Operating Profit
Operating profit/(loss) (continuing operations) 4,303 (17,882)
Add back:
Amortisation of acquired intangibles 850 840
Exceptional items (note 3) 5,152 24,235
-------- --------
Adjusted operating profit 10,305 7,193
EBITDA
Operating profit before amortisation of acquired intangibles
and exceptional items 10,305 7,193
Net finance costs (4,360) (3,300)
-------- --------
Adjusted profit before tax (before amortisation of acquired
intangible and exceptional items) 5,945 3,893
Net finance costs 4,360 3,300
Depreciation 991 1,132
Share based payments (177) 222
-------- --------
EBITDA 11,119 8,547
======== ========
Adjusted profit before tax before amortisation of acquired
intangibles and exceptional items
Adjusted operating profit before amortisation of acquired
intangibles and exceptional items 10,305 7,193
Less: net finance costs (4,360) (3,300)
-------- --------
Adjusted profit before tax before amortisation of acquired
intangibles and exceptional items 5,945 3,893
======== ========
Free cashflow
Net cash from operating activities 38,372 44,622
Investment in pre-publication costs (29,744) (35,551)
Purchases of property, plant and equipment (169) (1,063)
Purchases of software (77) (266)
-------- --------
Free cashflow 8,382 7,742
======== ========
Net Debt
Short term borrowings 5,000 5,000
Medium and long-term borrowings 70,752 76,907
Cash and cash equivalents (15,384) (17,946)
-------- --------
Net debt 60,368 63,961
======== ========
THE QUARTO GROUP, INC.
Notes to the condensed financial statements
12. Principal risks and uncertainties facing the Group
a. Economic conditions. The Group operates across many of the
major world economies and its revenues and profits depend on the
general state of the economy in those territories. A downturn
caused by a global recession could reduce consumer discretionary
spending, which might result in a reduction in profitability and
operating cash flow. The UK's planned exit from the European Union
and US-Sino relations contribute to uncertainty in the economic
environment. The Group has adequate facilities with up to $74.5m in
available debt facilities. In addition, in such an event, the
Directors have the ability to take a number of mitigating actions,
including the reduction of discretionary spend on pre-publication
costs.
b. Currency risk. The Group's businesses operate in a number of
currencies giving rise to a risk of exchange loss from fluctuating
exchange rates. The Group has a natural hedge that mitigates
against currency movements impacting our earnings in that one of
our largest costs, which is print costs, are paid in US Dollars.
Borrowings have been taken out in different currencies to mitigate
risk of currency movements impacting our net assets.
c. Loss of intellectual property. A loss of stored IP through
failure of storage medium or loss of back-ups would impact our
ability to process reprints and revisions and could cause a loss of
revenue. A cloud storage solution is integrated into production
workflow for storage, back-up and recovery services for product
files in development. Two archive data arrays that will be a
replication of each other was introduced in the first half of 2018
- one in the UK and one in the US with each hosting a complete set
of backlist archives.
d. Financial risk. The Group's relatively high level of debt
makes the Group sensitive to interest rates and potential covenant
breaches. Quarto shares financial information with its banks
routinely and during 2018 negotiated a re-financing to extend the
maturity of its bank facilities to 31 August 2020 which
incorporated an immediate reduction in bank debt and a subsequent
amortisation programme. This agreement was supported with unsecured
and subordinated loans of US$13m from several large shareholders
allowing bank facilities to be reduced and to provide additional
working capital. Further mitigations to manage risk arose from a
programme introduced in the second half of 2018 to reduce operating
costs across the Group whilst we continue to build the balance
sheet with a strong publishing programme.
e. Supply chain risk. The Group relies on a group of print
suppliers, many of which are based in Southern China. There is a
risk that an interruption in the availability of printing services
in that area or the financial failure of one printer could disrupt
the supply of new books to customers. Any increase in costs such as
oil, port charges etc. would also impact shipping costs. Any
disruption in supply of paper could lead to an increase in costs
and production disruption. There is also a reputational risk of
using non-environmentally friendly paper. The Group maintain
relationships with printers in other parts of the world and is
confident that printing could be carried out by an alternative
range of printers if supply from China was interrupted or to
mitigate shipping costs. We maintain close relations with our
printers, reducing the risk of a lack of knowledge of any printer
being in financial trouble.
f. Cyber security risk. Like many organisations, the Group is at
risk from cyber-attack. This presents a potentially serious risk
disruption to the production process and could have a significant
impact on the probability of the business and the security of its
IP assets. The Group uses enterprise level firewalls and IT
controls to prevent attack as well as maintaining Cloud-based
copies and offsite back-up of IP. Computerised files of the Group's
books are also maintained by printers.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
FR KVLFBKXFFBBE
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