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Half Year Results

20 Nov 2018 07:00

RNS Number : 8318H
Entertainment One Ltd
20 November 2018
 

 

ENTERTAINMENT ONE LTD. (eOne)

HALF YEAR RESULTS (UNAUDITED)

FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2018

 

ROBUST FAMILY & BRANDS PERFORMANCE HIGHLIGHT FIRST HALF,

CONSOLIDATED FULL YEAR ON TRACK

FINANCIAL HIGHLIGHTS

·

Group reported underlying EBITDA up 10% at £60 million (2017: £55 million), driven by revenue growth in Family & Brands partly offset by lower performance in Film & Television

·

Group reported revenue broadly stable at £405 million (2017: £413 million), with strong growth in Family & Brands offset by lower Film & Television

·

Group adjusted profit before tax up 7% at £42 million (2017: £39 million), Group reported loss before tax of £40 million (2017: £2 million profit)

·

Adjusted diluted earnings per share up 20% at 6.1 pence per share (2017: 5.1 pence per share)

OPERATIONAL HIGHLIGHTS

·

Family & Brands continued to perform strongly driven by ongoing consumer product rollouts across a growing number of licensing contracts and the contribution from high margin subscription video on demand (SVOD) deals

·

Film & Television delivered a number of new scripted and non-scripted television series in the first half and film continues to transition from distribution to production activities, reflecting ongoing industry changes

·

Strong second half expected for Film & Television with film pipeline including Green Book, Vice, On the Basis of Sex, If Beale Street Could Talk and Stan & Ollie. Television scripted deliveries include Designated Survivor season 3 and the first season of The Rookie

·

Acquisition of outstanding stake in film production and international sales company Sierra/Affinity, brings additional creative and talent relationships into the Group, with Sierra's Nick Meyer and Marc Schaberg further strengthening the existing Film & Television management team

·

Acquisition of a 70.1% stake in Whizz Kid Entertainment, a successful UK non-scripted production company and creator of Ex on the Beach, currently being produced by eOne for MTV in the US

·

Integration of the Film and Television Divisions including Sierra/Affinity and The Mark Gordon Company is on track to generate £13-15 million of annualised costs savings by the end of FY20

·

Independent library valuation, completed in September 2018, increased to US$2.0 billion as at 31 March 2018 (2017: US$1.7 billion), including the impact of the £57 million one-off charge (of which £53 million is non-cash) largely related to the impairment of certain assets in the film distribution business

·

The Group anticipates full year financial performance to be in line with management expectations

 

ALLAN LEIGHTON, ChAIRMAN, commented:

 

"Entertainment One continues to execute its strategy well, with the Group delivering solid financial results and successfully bringing additional high-profile creative and management talent into the business during the period. The content development pipeline is exciting across our businesses and we are poised to launch Ricky Zoom to the world in the spring/summer 2019. The Group continues to be optimistic amidst ongoing evolution in the industry and we look forward to the rest of the year with confidence."

 

Darren Throop, ChIef executive officer, commented:

 

"The first half performance saw strong growth in Family & Brands, scripted drama, non-scripted and SVOD revenues in Film & Television. This was achieved as we continued to transition our film distribution activities towards production, EBITDA increased as the margin mix improved.

 

Once again our library has increased in value, underlining our commitment to invest in the best quality content and unlock the value and power of creativity across our businesses. In an industry where content is increasingly valuable, this positions us well for the future.

 

Looking ahead, we anticipate further progress for the Family & Brands properties in China and around the globe, a number of initiatives for Peppa Pig will consolidate its position as one of the leading pre-school brands in the world, as well as the wider merchandising phase for PJ Masks in China. The Film & Television Division has 74% of the full year's expected TV programming margin already greenlit or committed. There is also a full pipeline of development projects across Film & Television which will help drive future growth. Prospects remain bright and eOne is on track to deliver FY19 financial performance in line with management expectations."

 

 

 

 

 

FINANCIAL SUMMARY

 

 

Reported

£m

2018

2017⁴

Change

Revenue

404.9

412.7

(2%)

Underlying EBITDA 1

60.1

54.5

10%

Net cash outflow from operating activities

(24.7)

(74.5)

67%

Investment in acquired content and productions 2

160.1

229.9

(30%)

 

 

Reported

 

Adjusted

£m

2018

2017⁴

Change

 

2018

2017⁴

Change

(Loss)/profit before tax 3

(40.1)

2.3

(1,843%)

 

42.0

39.2

7%

Diluted earnings per share (pence) 3

(9.9)

(0.5)

(9.4)

 

6.1

5.1

1.0

 

1. Underlying EBITDA is operating profit or loss excluding amortisation of acquired intangibles; depreciation; amortisation of software; share-based payment charge; tax, finance costs and depreciation related to joint ventures; and operating one-off items. Underlying EBITDA is reconciled to operating profit in the Other Financial Information section of this Interim Announcement.

2. Investment in acquired content and productions is the sum of "Investment in productions, net of grants received" and "Investment in acquired content rights", as shown in the condensed consolidated cash flow statement.

3. Adjusted profit before tax and adjusted diluted earnings per share are the reported measures excluding amortisation of acquired intangibles; share-based payment charge; tax, finance costs and depreciation related to joint ventures; operating one-off items; finance one-off items; and, in the case of adjusted diluted earnings per share, one-off tax items. Refer to the Other Financial Information section of this Interim Announcement for a reconciliation of adjusted profit before tax and Note 6 in the condensed consolidated financial statements for the adjusted diluted earnings per share reconciliation.

4. Reported 2017 amounts have been restated, refer to Note 2 in the condensed consolidated financial statements for further details.

Group reported revenue was broadly in line with the prior period at £404.9 million (2017: £412.7 million), positively impacted by robust growth in Family & Brands (29% higher), offset by decline in Film & Television (7% lower) driven by fewer film releases and deliveries and the accelerated decline of the home entertainment market. On a constant currency basis (re-translating prior period reported financials at current period foreign exchange rates), Group revenue would have been flat, reflecting the net strengthening of the pound sterling against the US dollar, Canadian dollar and Australian dollar during the period.

Group reported underlying EBITDA was 10% higher at £60.1 million (2017: £54.5 million), driven by continued strong growth in Family & Brands (29% higher) and a decrease in Film & Television (25% lower). The Family & Brands Division financial performance was driven by continued strong performance of Peppa Pig, significant growth from PJ Masks and delivery of new show, Cupcake & Dino: General Services. The Film & Television Division underlying EBITDA is reflective of the lower revenue, title mix and cost savings of approximately £2 million. The underlying EBITDA margin % increased by 1.6pts to 14.8% (2017: 13.2%) as the higher margin Family & Brands Division is a greater proportion of the Group's underlying EBITDA than prior period. On a constant currency basis, Group underlying EBITDA would also have increased by 10%.

Net cash used in operating activities amounted to £24.7 million in comparison to £74.5 million in the prior period, reflecting lower investment in acquired content and productions spend and timing of tax payments, partly offset by higher working capital outflows in the period. Investment in acquired content was lower versus the prior period reflecting the transition of film from distribution to production activities. The investment in productions was lower versus the prior period due to timing of productions and higher tax credits received in the current period.

Adjusted profit before tax for the period was up £2.8 million to £42.0 million (2017: £39.2 million), due to the increase in underlying EBITDA, partly offset by higher interest costs. Reported loss before tax for the period was £40.1 million (2017: £2.3 million profit), impacted by one-off items of £59.4 million in the current period (2017: £3.4 million) with the increase primarily relating to the impairment of certain assets within the film distribution businesses which is detailed in the Other Financial Information section of this announcement.

Adjusted diluted earnings per share were 6.1 pence (2017: 5.1 pence). On a reported basis, diluted losses per share were 9.9 pence (2017: 0.5 pence) reflecting the higher one-off charges.

 

FY19 SUMMARY OUTLOOK

The Group anticipates that full year financial performance will be in line with management expectations.

FAMILY & BRANDS

Peppa Pig and PJ Masks will continue to drive the growth of eOne's Family & Brands Division in the second half of the financial year. The business expects to have almost 1,900 live licensing and merchandising contracts by the end of FY19.

Peppa Pig is expected to remain strong in its core markets, 117 episodes are currently in production with the original creators of the show; these will air from spring 2019 through to 2023.

Asia will be the key region of growth for Peppa Pig in the second half of the year. There is clear demand for the brand in China with growth expected in licensing and merchandising revenue aided by a new toy partnership with Alpha Toys and the ongoing publishing relationship with Penguin. In anticipation of the 15th anniversary of Peppa Pig and the Chinese New Year for the Year of the Pig, the Family & Brands business has planned an exciting calendar of events and has partnered with Alibaba for a Peppa Pig Chinese feature film which will launch in cinemas in early 2019.

PJ Masks will continue to build on its growth following a wider international licensing rollout. After a successful video on demand (VOD) launch in China, a consumer products programme for the brand launched in summer 2018, led by toy licensee Alpha Toys. This will be supported by a limited range of publishing and apparel products through the rest of the year. Season 3 is in production and season 4 is in development to boost and sustain brand growth worldwide.

A further 13 episodes of Cupcake and Dino: General Services will be delivered to Netflix in the second half and Ricky Zoom will make its broadcast debut in spring/summer 2019. In addition to this new content, Family & Brands currently has eight other projects in development.

The Division is expected to generate strong revenue and underlying EBITDA growth across the portfolio in FY19.

FILM & TELEVISION

The second half of the financial year is anticipated to be strong for Film & Television, with underlying EBITDA more skewed to the second half, as expected.

With the transition towards production underway, we anticipate around 120 total film releases in the full year, lower than the 140 previously guided, of which around 60 are expected to be unique. This transition is in line with the Group's strategy to move away from distribution to own-produced and multi-territory releases. Film investment in acquired content is expected to be approximately £90 million. The theatrical release slate is expected to be much stronger in the second half of the financial year including Green Book, Vice, On the Basis of Sex, If Beale Street Could Talk and Stan & Ollie.

Film investment in productions is expected to be £50 million as the Group continues to transition from distribution to production activities. The production slate includes Makeready's Queen and Slim and post-production titles include Scary Stories to Tell in the Dark, Official Secrets and Poms.

The television slate for the second half of the year is also expected to be strong. Key scripted shows include Designated Survivor season 3, The Rookie season 1, Burden of Truth season 2, Ransom season 3 and the remaining episodes of season 3 of Private Eyes. Non-scripted deliveries of Siesta Key, Ex on the Beach, Ladygang, Naked and Afraid and America Says are in the second half. For international television distribution, sales of third party content are expected for Fear The Walking Dead season 5, The Walking Dead season 9, and Into the Badlands season 3.

The number of half hours of acquired/produced TV programming is still expected to be over 1,000 for the year with around 74% of the year's expected margins already committed or greenlit. Overall, there are 60 unique television shows set up for development with various broadcast, network and digital platforms. Television investment in acquired content is expected to be over £45 million and television production spend is expected to be £275 million in the full year.

Music revenue is expected to continue to grow in the second half with releases expected from Arkells, Royce Da 5'9" and Wu-Tang. The Group's live events business announced two new events during the period: The Thank You Canada Tour (a national tour featuring the Canadian Figure Skating team) and The Nelson Mandela Exhibit, launching in London in February 2019.

The integration of the Film and Television Divisions is on track to generate £13-15 million of annualised cost savings by the end of FY20, as previously guided, from business efficiencies and centralisation of support functions from the combined operations. We still anticipate approximately half of these savings to be realised through FY19. 

 

 

STRATEGY

The growth in the market for content rights is being driven by rapid changes in consumer behaviour, fuelling the demand for high quality content. Entertainment One's strategy to focus on growth through content ownership puts it at the centre of this positive structural change. This strategy aims to build a balanced content and brand business which will see strong revenue and underlying EBITDA growth.

Business model

The Group's business model remains unchanged. We continue to build the scale of the business by focusing on the Group's three key capabilities:

Source:

Developing relationships with the best creative talent in the film and television industry by being their partner of choice, reflecting the quality of our people and our global distribution capabilities

Select:

Leveraging local market insight from our independent sales network to invest in the right content for consumers across all eOne territories, and producing content with global appeal to service the Group's global sales operations

Sell:

Using the Group's infrastructure, sales operations and global scale to maximise investment returns, ensuring the business is well-positioned to benefit from new and emerging broadcast and digital distribution platforms

Operationally, as well as developing a digital future across the Group, the strategy targets our Divisions to deliver specific drivers of growth:

Family & Brands

Creating everlasting childhood memories for our audience by carefully selecting, crafting and nurturing the very best content into global brands

Film & Television

Building a global production and content business and a world-class sales network, developing partnerships with premium content creators and maximising scale and efficiency in distribution

 

Diversifying the music portfolio to include music publishing, artist management and a growing live events business

STRATEGIC PROGRESS

In tandem with the financial performance during the period, the Group has made good strategic progress:

·

Family & Brands continues to generate high-margin revenues from its current portfolio, including SVOD and advertising video on demand (AVOD) income, live events and location-based entertainment formats being developed and launched by partner Merlin Entertainments

·

As Peppa Pig matures into an evergreen property in some key markets, careful management of the brand continues in attractive growth markets in Asia. In particular, audience traction in China has been very strong, underpinning positive prospects for our continued consumer products programme in FY19

·

PJ Masks is also becoming a global brand following its successful consumer rollout across the US, Europe and Asia. The brand was recently launched into China and the Group is preparing a wider consumer product launch in the territory in FY19

·

Ricky Zoom, the Group's latest pre-school brand, will be broadcast to audiences around the world from spring/summer 2019

·

Mark Gordon has successfully transitioned to his role as the Group's Chief Content Officer and is now overseeing the entire eOne Film & Television development slate. At present there are around 60 television projects set up in development with networks and platforms

·

The transition in the film operations continues, as the Group moves away from distribution towards own-produced and multi-territory releases. Upcoming eOne productions include Stan & Ollie, Official Secrets and Wild Rose

·

The acquisitions of Sierra/Affinity and Whizz Kid Entertainment bring both creative and management talent into the Group in line with eOne's strategy to own and monetise the best content

·

Music artist management, music publishing and live events businesses continue to grow, with two new live events announced during the period: Thank You Canada (a national tour featuring the Canadian Figure Skating team) and The Nelson Mandela Exhibit

·

Delivering a significant increase in the independent valuation of the Group's content library to US$2.0 billion as at 31 March 2018 (2017: US$1.7 billion) reflecting the continued growth in the value of titles in the Film & Television Division, the continued growth in the Family & Brands Division and improvement in the value of music assets across the industry

CORPORATE

As part of our financing strategy, we continuously monitor the international debt markets for financing opportunities that may be suitable for our business. In anticipation of the first call date on 15 December 2018 of our senior secured notes due 2022, the Group is currently evaluating financing options which would enable a of refinance the senior secured notes.

The Group continues to assess and respond to the implications of Brexit and expects there to be no significant exposures.

 

 

FAMILY & BRANDS

The Family & Brands Division develops, produces and distributes a portfolio of children's television properties on a worldwide basis, its principal brands being Peppa Pig and PJ Masks. A significant proportion of its revenue is generated through high margin licensing and merchandising programmes across multiple retail categories.

 

£m

2018

2017⁴

Change

Revenue

76.0

58.7

29%

Underlying EBITDA

47.2

36.6

29%

Investment in acquired content and productions

3.4

5.2

(35%)

 

 

Revenue for the year was up 29% to £76.0 million (2017: £58.7 million), driven by the continued strong performance of Peppa Pig, significant growth from PJ Masks and the delivery of a new show, Cupcake & Dino: General Services.

Underlying EBITDA increased 29% to £47.2 million (2017: £36.6 million), in line with increased revenues. The underlying EBITDA margin was broadly in line with the prior period.

Investment in acquired content and productions of £3.4 million (2017: £5.2 million) was £1.8 million lower than the prior period due to higher spend on Cupcake & Dino: General Services and spend on the PJ Masks stage show in the prior period. Investment spend in the period included the new episodes of Peppa Pig, season 2 of PJ Masks and new properties Cupcake & Dino: General Services and Ricky Zoom.

Family & Brands continued to achieve strong growth with the ongoing success of Peppa Pig and strong performance of PJ Masks. The business generated retail sales of US$1.3 billion in the period (2017: US$1.2 billion) and the outlook for the second half is very encouraging due to expected growth in China driven by the extensive rollout of the licensing programme in the autumn. More than 380 new and renewed broadcast and licensing agreements were concluded in the period and as at 30 September 2018 the business had over 1,600 live licensing and merchandising contracts across its portfolio of brands (2017: over 1,300).

Peppa Pig has continued to grow in the period with revenue of £41.7 million (2017: £35.4 million). This growth was driven by SVOD and AVOD revenues. New and renewed SVOD deals were signed in China with Mango TV, Youku, iQIYI and Tencent. Peppa Pig has now surpassed 100 billion VOD views since launch in October 2015 in China across all platforms. China continues to be a territory of strong growth and a broader licensing programme was launched to consumers in the territory, supported by licensees including Alpha Toys, Penguin, Unilever and Kimberly-Clark; and with retail sales generated from 74 licensing agreements continuing to ramp up.

The brand continues to be strong in key territories such as the US and the UK, remaining one of the leading pre-school brands in these markets. Peppa Pig recently won the Classic Licensed Property Award at the UK 2018 Licensing Awards, further cementing its evergreen status; and in the US the brand remains a top-rated show for children between 2-5 years old where it currently airs multiple times daily on Nick Jr. as well as weekdays on the Nickelodeon channel. Peppa Pig relaunched in Germany following a change in broadcaster to Super RTL. The brand also launched for the first time in Japan on TV Tokyo.

PJ Masks has continued its strong growth trajectory and remains a key driver for the business with revenue increasing to £29.9 million (2017: £20.8 million) in the period. Growth has mainly arisen from licensing and merchandising revenue, with successful licensing rollouts in all categories and territories. PJ Masks is the fastest growing pre-school property in both the US and the UK. There has been a strong broadcast start in China with PJ Masks airing on the major VOD platforms and generating 1.4 billion views in its first five months. Season 2 of PJ Masks is currently being broadcast globally on the Disney Jr. network, achieving all time high ratings in the US.

New show Cupcake & Dino: General Services successfully launched worldwide on Netflix and Teletoon in Canada in the period. Ricky Zoom, a pre-school vehicle-based series of 52 episodes will make its broadcast debut in the spring/summer of 2019 with a soft launch of toy lines in autumn 2019.

2019 OUTLOOK FOR FAMILY & BRANDS

Peppa Pig and PJ Masks will continue to drive the growth of eOne's Family & Brands Division in the second half of the financial year. The business expects to have almost 1,900 live licensing and merchandising contracts by the end of the financial year. The business continues to invest in the size of the team in order to maximise the opportunities globally for existing and new brands.

Peppa Pig is expected to remain strong in its core markets, benefitting from the delivery of new episodes of the show to broadcasters in the year. 117 episodes of Peppa Pig are currently in production with the original creators of the show, which will air from spring 2019 through to 2023. This new content (launching to coincide with the brand's 15th anniversary) will introduce new characters, storylines and themes to keep the series relevant to each new generation of pre-school fans and support the longevity of the brand from a licensing perspective.

Asia will be the key region of growth for Peppa Pig in the second half. There is clear demand for the brand in China building on the growing popularity of the brand thanks to strong broadcast and VOD exposure in the region with growth expected in licensing and merchandising revenue aided by a new toy partnership with Alpha Toys and ongoing publishing relationship with Penguin. In anticipation of the 15th anniversary of Peppa Pig and the Chinese New Year for the Year of the Pig, the Family & Brands business has planned an exciting calendar of events and has partnered with Alibaba for a Peppa Pig Chinese feature film which will launch in cinemas in early 2019.

Entertainment One's partnership with Merlin Entertainments continues to develop with Peppa Pig themed areas and accommodation already in place in Merlin Parks in Italy and Germany; both parks have experienced increased attendance in Peppa Pig's target demographic. The new ticketed interactive play format Peppa Pig World of Play has launched in Shanghai, with Dallas opening later this year and rollouts in Beijing, Detroit and New York anticipated during 2019.

PJ Masks will continue to build on its growth on the back of a wider international licensing rollout. Following on from a successful VOD launch in China, a consumer products programme for the brand launched in summer 2018, led by toy licensee Alpha Toys and will be supported by a limited range of publishing and apparel products through the rest of the year. New content is being produced and developed to boost and sustain brand growth worldwide. Season 3 is in production and season 4 is in development.

A further 13 episodes of Cupcake and Dino: General Services will be delivered to Netflix in the second half. Cupcake and Dino: General Services was conceived as a broadcast-centric brand, and therefore is not expected to develop through licensing and merchandising deals. Ricky Zoom will make its broadcast debut in spring/summer 2019. In addition to this new content, Family & Brands currently has eight other projects in development including Ninja Express with major platforms attached in multiple territories around the world.

The Division is expected to generate strong revenue and underlying EBITDA growth across the portfolio in FY19. 

 

 

FILM & TELEVISION

The newly combined Film & Television Division focuses on controlling high quality, premium film, television and music content rights around the world and selling this content globally.

 

£m

2018

2017⁴

Change

Revenue

331.5

356.5

(7%)

Theatrical

19.1

23.5

(19%)

Transactional

33.2

60.9

(45%)

Broadcast and licensing

174.9

145.2

20%

Production and other

76.5

103.9

(26%)

Music

27.8

23.4

19%

Eliminations

-

(0.4)

100%

Underlying EBITDA

17.1

22.7

(25%)

 

 

 

 

Investment in acquired content

 

 

 

- Film

31.0

63.6

(51%)

- Television

30.0

20.9

44%

- Music

3.5

2.4

46%

 

 

 

 

Investment in productions

 

 

 

- Film

12.5

29.2

(57%)

- Television

78.8

106.0

(26%)

- Other

1.2

2.8

(57%)

 

Revenue in the period decreased by 7% to £331.5 million (2017: £356.5 million) due to lower theatrical, transactional and production and other revenue driven by fewer releases and deliveries in the current period and the acceleration of decline in the home entertainment market, partly offset by strong film and television SVOD revenue, higher television broadcast revenues and music growth.

Underlying EBITDA decreased, reflecting the lower revenue partly offset by cost savings of approximately £2 million. There was a decline in underlying EBITDA margin of 1.2pts due to change in title mix. The restructuring at the beginning of the financial year focused on combining television creative teams across the Division integrating The Mark Gordon Company and leveraging physical production, finance and operations across all film and television content. The Group acquired the outstanding stake in Sierra/Affinity and appointed Nick Meyer as President of Film, further centralising content creation under executives with strong industry track records and excellent talent relationships.

Film investment in acquired content was lower by £32.6 million at £31.0 million (2017: £63.6 million) due to a lower volume of titles released in the current period, consistent with the Group's strategy to continue to reshape the film business and reduce the number of releases. Film investment in productions was lower by £16.7 million at £12.5 million (2017: £29.2 million), reflecting fewer production starts in the period, as the Group aligns the creative teams across The Mark Gordon Company and Sierra/Affinity.

Television investment in acquired content increased by £9.1 million to £30.0 million (2017: £20.9 million) due to timing of spend on the AMC/Sundance shows. Television investment in productions was lower by £27.2 million at £78.8 million (2017: £106.0 million) due to timing of production spend and higher level of tax credits received in the current period, partly offset by increased investment in non-scripted shows. For the full financial year, television investment in productions is expected to be £275 million, an increase of 22% year-on-year. 462 half hours of new programming were acquired/produced in the period compared to 304 in the previous period of which 335 half hours related to non-scripted compared to 115 in the prior period which are produced at a lower cost than scripted titles.

At the start of the financial year, the Division acquired a majority stake in Whizz Kid Entertainment, a UK based non-scripted television production company, with which it has partnered on the US adaptation of Ex on the Beach for MTV.

THEATRICAL

Theatrical revenue decreased by 19%, reflecting the reduced level of box office receipts, which were also 19% lower at US$67 million (2017: US$83 million) as a result of fewer releases (59 compared to 76) in the period. The number of unique theatrical releases was 35 in the first half compared to 48 in the prior period. The number of theatrical releases was consistent with the ongoing strategic transition from lower margin film distribution towards fewer and larger productions with potential for distribution across multiple territories.

The average box office per title was marginally higher period-on-period due to a focus on fewer, more impactful properties. Releases in the period included The House with a Clock in its Walls from Amblin, based on the best-selling children's book, starring Jack Black and Cate Blanchett and I Feel Pretty, starring Amy Schumer and Michelle Williams.

TRANSACTIONAL

Transactional revenue decreased by 45% to £33.2 million (2017: £60.9 million), reflecting the acceleration of the decline of the home entertainment markets in all of eOne's territories as well as fewer DVD releases period-on-period due to fewer theatrical releases at the end of last financial year.

As discussed in the Group's trading update, given the accelerated home entertainment market decline the Group has recorded a one-off charge of £57.0 million (of which £53.0 million is non-cash) primarily reflecting the impairment of certain film distribution assets in the period. This has been charged as a one-off item and therefore is not included in the table above. Please refer to the one-off items within the Other Financial Information section of this Interim Announcement for details.

In total, 80 DVDs and Blu-rays were released during the period (2017: 122) including key titles such as I Feel Pretty, The Post, Finding Your Feet, The Death of Stalin and Molly's Game. There is an increasing portion of transactional revenue arising from digital channels with 42% of transactional revenue from digital in the current period compared to 40% in the prior period. This will lead to improving margins as the proportion of digital revenue increases.

BROADCAST AND LICENSING

Broadcast and licensing revenues increased by 20% to £174.9 million (2017: £145.2 million), due to higher film and television SVOD revenues and strong television scripted broadcast sales.

The film production How It Ends, an action disaster thriller directed by David M. Rosenthal starring Theo James, Kat Graham and Nancy Sorel, was delivered to Netflix in the period. Netflix has worldwide rights to the film.

Key scripted television deliveries in the period included the last two episodes of Sharp Objects starring Amy Adams, which premiered on HBO and ranked as the network's #2 drama of the 2017/18 season-to-date, the finale bringing in a series high of 2.6 million viewers in the US; the first episode of The Rookie, starring Nathan Fillion which premiered on ABC on 16 October, and has recently received a seven episode back order; two episodes of Designated Survivor season 2; the remaining eight episodes of Ransom season 2; and the first two episodes of Private Eyes season 3.

International sales for seasons 1 and 2 of Designated Survivor remained strong including US SVOD sales for season 2 in the period. Designated Survivor season 3 received a 10 episode order from Netflix during the period and is expected to release globally in 2019 as a Netflix Original.

Key acquired content driving performance in the first half included season 3 of Into the Badlands, seasons 3 and 4 of Fear the Walking Dead, season 8 of The Walking Dead and seasons 2 and 3 of Hap & Leonard.

PRODUCTION AND OTHER

Revenue for production and other decreased by 26% to £76.5 million (2017: £103.9 million) as there were no new film production titles delivered in the current period compared to Atomic Blonde, Lost City of Z, and The Ritual in the prior period, which has been partly offset by higher activity in the television non-scripted business. For the full year film production deliveries are expected to include Stan & Ollie and Poms.

The television non-scripted business had a very strong first half of the year with the number of half hours delivered increasing from 115 in the prior period to 335 in the current period. Key franchise series include: Ex on the Beach, Siesta Key and Growing Up Hip Hop. New series include: Ladygang, Hustle in Brooklyn, Ladies Night and The Campbells. Renegade83 continued delivery on its Naked and Afraid franchise, with three shows commissioned in the half year: Buried in the Backyard season 2, Uncovered and Forbidden Love.

MUSIC

Revenue for the period increased by 19% to £27.8 million (2017: £23.4 million), due to higher digital revenue on recorded music, higher artist management and music publishing, partly offset by lower physical revenues.

In recorded music there were number one albums from artists across a number of genres including world music, gospel, metal and R&B. Key titles during the period included continued strong performance of The Lumineers' highly successful first and second albums, The Lumineers and Cleopatra, Bryant Myers La Oscuridad, DJ Kass' Scooby Doo Papa, Tamia's Passion Like Fire, The Blue Stones Black Holes, Todd Dulaney's Your Great Name, Snoop Dogg's Doggystyle and Dr Dre's The Chronic demonstrating the strength of both new and catalogue music within the Group's music operations.

The number of albums released in the period decreased slightly with 37 releases in the current period versus 40 in the prior period. Single releases increased significantly at 164 compared to 110 in the prior period as we continue to release digital singles due to the shift in the market from physical.

Artist management had a strong first half. Jax Jones sustained his radio success with his fourth consecutive hit single Ring Ring which has achieved over 50 million streams globally since release.

FULL YEAR 2019 OUTLOOK FOR FILM & TELEVISION

The second half of the financial year is anticipated to be strong for the Film & Television Division, with underlying EBITDA more skewed to the second half, as expected.

With the transition to production underway, we anticipate around 120 film releases in the full year (lower than the 140 previously guided) in total across all territories, of which around 60 are expected to be unique. Film investment in acquired content is expected to be approximately £90 million. The theatrical release slate is expected to be much stronger in the second half of the financial year including Green Book starring Viggo Mortensen and Mahershala Ali, which premiered at the Toronto International Film Festival and won the People's Choice Award; Vice, from Annapurna Pictures starring Amy Adams, Christian Bale, Steve Carell and new Oscar© winner Sam Rockwell; On the Basis of Sex, from Amblin starring Felicity Jones as Ruth Bader Ginsberg and Armie Hammer as her husband, Marty; If Beale Street Could Talk directed by Barry Jenkins, which premiered at the Toronto International Film Festival; and Stan & Ollie, an eOne production, starring Steve Coogan and John C. Reilly, which had its world premiere at the BFI London Film Festival and which will be released by Sony Pictures Classics in the US and sold throughout the rest of the world by Sierra/Affinity. Makeready has produced Class of Lies, a short form series of 12 five minute episodes on Snapchat Discovery which premiered on 10 October 2018.

Film investment in productions is expected to be £50 million as the Group continues to transition from distribution to production activities. The production slate includes Makeready's Queen and Slim, written and produced by Emmy-award winner Lena Waithe, and starring Daniel Kaluuya, which is due to start shooting in January and will be released by eOne in its direct territories and by Universal in the rest of the world, next financial year. The Group just wrapped production on Scary Stories to Tell in the Dark which is being produced by Academy award-winner Guillermo del Toro and is co-financed by CBS, with eOne distributing in its direct territories and Sierra/Affinity managing sales throughout the rest of the world. Other post-production titles include Official Secrets, starring Kiera Knightley and Matt Smith and Poms, starring Diane Keaton.

The television slate for the second half of the year is also expected to be strong. It will include new seasons of key scripted shows including Designated Survivor season 3, The Rookie season 1, season 2 of Burden of Truth, season 3 of Ransom and the remaining episodes of season 3 of Private Eyes. The television non-scripted business will continue to have deliveries of Siesta Key, Ex on the Beach, Ladygang, Naked and Afraid and America Says in the second half. For international television distribution, sales of third party content are expected for Fear The Walking Dead season 5, The Walking Dead season 9, and Into the Badlands season 3.

The number of half hours of TV programming acquired/produced is still expected to be over 1,000 for the year with around 74% of the year's expected TV programming margins already committed or greenlit. Overall, there are approximately 60 unique television shows set up for development with various broadcast, network and digital platforms. Makeready is in development with Hulu on a series, Old City Blues, starring and produced by Kerry Washington, and directed by Gore Verbinski. A pilot, Run, is in production with HBO, a dark romantic comedic thriller from Killing Eve creator Phoebe Waller-Bridge and her frequent collaborator Vicky Jones. eOne has also recently entered a multi-year deal with Netflix and The C.S. Lewis Company to develop classic stories from across the Narnia universe into series and films for its members worldwide. Television investment in acquired content is expected to be over £45 million and television production spend is expected to be £275 million in the full year.

Music revenue is expected to continue to grow in the second half with releases expected from Arkells, Royce Da 5'9" and Wu-Tang. Music will continue its strategy of diversifying its portfolio beyond recorded product to include music publishing and artist management while laying the foundations for a growing live events business. The Group's live events business announced two new events during the period: The Thank You Canada Tour (a national tour featuring the Canadian Figure Skating team) and The Nelson Mandela Exhibit, launching in London in February 2019.

The integration of the Film and Television Divisions is on track to generate £13-15 million of annualised cost savings by the end of FY20, as previously guided, from business efficiencies and centralisation of support functions from the combined operations to form a single, streamlined operating structure. We anticipate approximately half of these savings to be realised through FY19.

 

 

OTHER FINANCIAL INFORMATION

Adjusted operating profit increased by 12% to £58.7 million (2017: £52.6 million), reflecting the growth in the Group's underlying EBITDA. Adjusted profit before tax increased by 7% to £42.0 million (2017: £39.2 million), in line with increased adjusted operating profit, partly offset by higher underlying finance charges in the period. Reported operating loss of £28.3 million, (2017: profit £23.4 million) reflects the impact of an operating one-off charge of £59.4 million primarily related to the impairment of certain assets within its film distribution businesses and related costs.

 

 

Reported

 

Adjusted

 

2018

2017⁴

 

2018

2017⁴

£m

£m

£m

 

£m

£m

Revenue

404.9

412.7

 

404.9

412.7

Underlying EBITDA

60.1

54.5

 

60.1

54.5

Amortisation of acquired intangibles

(20.1)

(20.0)

 

-

-

Depreciation and amortisation of software

(1.4)

(1.9)

 

(1.4)

(1.9)

Share-based payment charge

(7.5)

(5.8)

 

-

-

One-off items

(59.4)

(3.4)

 

-

-

Operating (loss)/profit5

(28.3)

23.4

 

58.7

52.6

Net finance costs

(11.8)

(21.1)

 

(16.7)

(13.4)

(Loss)/profit before tax

(40.1)

2.3

 

42.0

39.2

Tax (charge)/credit

(4.6)

0.2

 

(10.7)

(9.5)

(Loss)/profit for the period

(44.7)

2.5

 

31.3

29.7

 

5. Adjusted operating profit excludes amortisation of acquired intangibles, share-based payment charge and operating one-off items.

AMORTISATION OF ACQUIRED INTANGIBLES, DEPRECIATION AND AMORTISATION OF SOFTWARE

Amortisation of acquired intangibles, depreciation and amortisation of software has decreased by £0.4 million due to a number of assets being fully amortised in the Film & Television Division in the current period.

SHARE-BASED PAYMENT CHARGE

The share-based payment charge of £7.5 million has increased by £1.7 million during the period, reflecting additional awards issued in the period and also due to the fair value of the awards increasing as a result of the increase in the Entertainment One Ltd. share price in the period.

ONE-OFF ITEMS

Restructuring costs

Changes in consumer behaviour within the content industry are accelerating at an unprecedented level and in the six months ended 30 September 2018, the home entertainment markets in all of the Group's operating territories experienced significant challenges. As a result the Group has recorded a one-off charge of £57.0 million in the period which includes the following:

·

Impairment of investment in acquired content rights of £16.8 million resulting from the lowering of previous expectations regarding the home entertainment business driven by an acceleration of market decline;

·

Write down of home entertainment related inventories of £22.9 million resulting from an assessment of the realisable value of inventory below the previous assessment of net realisable value;

·

One-off bad debt expense on trade and other receivables of £13.4 million; and

·

Related severance and staff costs of the home entertainment businesses of £3.9 million

Further one-off charges of £3.5 million are associated with the integration of the Film and Television Divisions and include £3.1 million related to severance and staff costs and £0.2 million related to consultancy fees.

Other items

Acquisition costs of £0.2 million relates to costs associated with corporate projects during the year.

Other one-off credits of £1.3 million include a £1.6 million settlement received on a tax warranty relating to a prior year acquisition and is partially offset by £0.3 million of legal costs for certain corporate projects.

Prior period

In the prior period, one-off items resulted in a net charge of £3.4 million which consisted of £0.7 million of costs associated with the integration of the Film and Television Divisions, £0.2 million of foreign exchange movement on accrued restructuring costs and the adoption of IFRS 15 Revenue from contracts with customers, acquisition costs of £2.2 million and other corporate project costs of £0.3 million.

NET FINANCE CHARGES

Reported net finance costs decreased by £9.3 million to £11.8 million. Excluding one-off net finance credits of £4.9 million in the current period, adjusted finance charges at £16.7 million (2017: £13.4 million) were £3.3 million higher in the current period, reflecting the higher average debt levels period-on-period primarily due to the net debt arising from The Mark Gordon Company transaction in March 2018. The weighted average interest rate for the Group's financing was 6.5% which is in line with the prior period.

The one-off net finance credit of £4.9 million (2017: charge £7.7 million) comprises:

·

Credit of £5.7 million (2017: nil) arising on the reversal of the Sierra/Affinity put option liability following the acquisition of the remaining 49% shares on 27 June 2018;

·

Credit of £0.1 million (2017: charge of £1.8 million) in respect of fair value gain on hedge contracts which reverses in future periods;

·

Credits above are partially offset by charge of £0.8 million (2017: charge of £2.7 million) due to the unwind of discounting on liabilities relating to put options issued by the Group over the non-controlling interest of subsidiary companies; and

·

Charge of £0.1 million (2017: credit of £3.0 million) relating to interest on tax provisions incurred during the period. In the prior period there was a release of interest previously charged on tax provisions.

·

Charges incurred in the prior period included £5.2 million in respect of losses on five forward currency contracts not in compliance with the Group's hedging policy and £1.0 million in respect of fair-value loss on hedge contracts cancelled as a result of the re-negotiation of one of the Group's larger film distribution agreements in the prior period.

 

TAX

On a reported basis, the Group's tax charge of £4.6 million (2017: credit £0.2 million), which includes tax credits on one-off items, represents an effective rate of (11.5%) compared to 8.7% in the prior period. On an adjusted basis, the effective rate is 25.5% compared to 24.2% in the prior period. The adjusted effective tax rate for the full year is expected to be approximately 20%.

 

CASH FLOW & NET DEBT

The table below reconciles cash flows associated with the net debt of the Group, which excludes cash flows associated with production activities funded using production financing. Refer to the Production Financing section below.

 

 

 

2018

 

2017

£m

Family & Brands

Film & Television

Centre & Elims

Total

 

Family & Brands

Film & Television

Centre & Elims

Total

Underlying EBITDA

47.0

14.0

(4.2)

56.8

 

36.9

18.0

(4.8)

50.1

Amortisation of investment in acquired content rights

-

35.7

-

35.7

 

-

50.8

-

50.8

Investment in acquired content rights

-

(64.5)

-

(64.5)

 

-

(86.9)

-

(86.9)

Amortisation of investment in productions

1.4

57.1

(0.3)

58.2

 

1.1

21.2

-

22.3

Investment in productions, net of grants

(2.5)

(50.6)

0.3

(52.8)

 

(3.2)

(32.9)

0.2

(35.9)

Working capital

(19.0)

(67.4)

(4.1)

(90.5)

 

(8.6)

(23.7)

-

(32.3)

Adjusted cash flow

26.9

(75.7)

(8.3)

(57.1)

 

26.2

(53.5)

(4.6)

(31.9)

Capital expenditure

 

 

 

(1.7)

 

 

 

 

(1.5)

Tax paid

 

 

 

(14.6)

 

 

 

 

(21.7)

Net interest paid

 

 

 

(14.7)

 

 

 

 

(11.5)

Free cash flow

 

 

 

(88.1)

 

 

 

 

(66.6)

Cash one-off items

 

 

 

(3.9)

 

 

 

 

(28.0)

One-off finance items

 

 

 

(0.9)

 

 

 

 

(13.2)

Acquisitions, net of net debt acquired and transactions with shareholders

 

 

 

(12.0)

 

 

 

 

(3.2)

Net proceeds of share issue

 

 

 

0.1

 

 

 

 

-

Dividends paid

 

 

 

(9.3)

 

 

 

 

(10.0)

Foreign exchange

 

 

 

(4.4)

 

 

 

 

(4.4)

Movement

 

 

 

(118.5)

 

 

 

 

(125.4)

Net debt at the beginning of the year

 

 

 

(314.5)

 

 

 

 

(187.4)

Net debt at the end of the period

 

 

 

(433.0)

 

 

 

 

(312.8)

 

 

ADJUSTED CASH FLOW

Adjusted cash outflow at £57.1 million is higher than prior period by £25.2 million driven by greater outflows in the Film & Television Division.

FAMILY & BRANDS

Family & Brands adjusted cash inflow was marginally higher than the prior period at £26.9 million (2017: £26.2 million). This was driven by the increase in underlying EBITDA but partly offset by the higher working capital outflow. The working capital outflow was higher than the prior period mainly as a result of higher receivables due to timing of certain SVOD deals which were executed in the latter part of the current period and higher accrued income relating to increased royalty performance in the last quarter.

FILM & TELEVISION

Film & Television adjusted cash outflow of £75.7 million was higher compared to the prior period (2017: £53.5 million), driven by the higher working capital outflow.

The working capital outflow of £67.4 million in the period was largely driven by a decrease in payables driven by the timing of payments in the film distribution territories, reduction of deferred income in particular due to delivery of How It Ends and outflows relating to intercompany trade with Film & Television production financing.

Investment in acquired content rights was lower than the prior period by £22.4 million driven by the lower volume of theatrical releases in the period. This was partly offset by an increase in investment in productions of £17.7 million compared to the prior period driven by the higher activity of the television non-scripted business in the current period.

FREE CASH FLOW

Free cash outflow for the Group of £88.1 million was £21.5 million higher due to the higher adjusted cash outflow and higher net interest paid due to a higher level of debt partly offset by lower tax payments due to timing.

NET DEBT

As at 30 September 2018 net debt of £433.0 million was £120.2 million higher than the prior period. This was driven by the higher net debt at the beginning of the period driven by net cash outflows in the financial year ended 31 March 2018 which included the impact of The Mark Gordon Company transaction of £72.1 million. The net debt movement in the period was £6.9 million better than the prior period due to lower cash one-off items, partly offset by the higher free cash outflow and acquisition spend in the period for Sierra/Affinity and Whizz Kid Entertainment.

Refer to the Appendix to this Interim Announcement for the definition of adjusted cash flow and free cash flow and for a reconciliation to net cash from operating activities.

PRODUCTION FINANCING

Overall production financing decreased by £67.1 million period-on-period to £74.7 million reflecting the lower opening production financing balance at March 2018 and the higher adjusted cash inflow in the period reflecting lower investment in productions in the period. The investment in productions was lower due to fewer film production starts in the period as the Group aligns creative teams across The Mark Gordon Company and Sierra/Affinity and lower television spend due to timing of productions and higher level of tax credits received in the period. Investment spend and production deliveries are expected to ramp up in the second half of the financial year leading to an increase in production financing.

 

 

2018

 

2017

£m

Family & Brands

Film & Television

Total

 

Family & Brands

Film & Television

Total

Underlying EBITDA

0.2

3.1

3.3

 

(0.3)

4.7

4.4

Amortisation of investment in productions

2.4

52.9

55.3

 

0.1

57.3

57.4

Investment in productions, net of grants

(0.9)

(41.9)

(42.8)

 

(2.0)

(105.1)

(107.1)

Working capital

(0.4)

35.6

35.2

 

(0.1)

55.3

55.2

Joint venture movements

-

(0.1)

(0.1)

 

-

-

-

Adjusted cash flow

1.3

49.6

50.9

 

(2.3)

12.2

9.9

Capital expenditure

 

 

-

 

 

 

-

Tax paid

 

 

0.7

 

 

 

(1.0)

Net interest paid

 

 

(0.1)

 

 

 

(0.7)

Free cash flow

 

 

51.5

 

 

 

8.2

Cash one-off items

 

 

(0.7)

 

 

 

(1.8)

Foreign exchange

 

 

(6.8)

 

 

 

4.1

Movement

 

 

44.0

 

 

 

10.5

Net production financing at the beginning of the year

 

 

(118.7)

 

 

 

(152.3)

Net production financing at the end of the period

 

 

(74.7)

 

 

 

(141.8)

 

 

The production financing cash flows relate to non-recourse production financing which is used to fund the Group's productions. The financing is arranged on an individual production basis through special purpose production subsidiaries which are excluded from the security of the Group's corporate facility. It is short-term financing whilst the production is being made and is generally paid back once the production is delivered and the sales receipts and tax credits are received. The Company deems this type of financing to be short term in nature and it is excluded from net debt.

FINANCIAL POSITION AND GOING CONCERN BASIS

The Group's net assets decreased by £5.0 million to £661.1 million at 30 September 2018 (31 March 2018: £666.1 million). The principal risks impacting the Group have been discussed in Note 9 of the condensed consolidated financial statements.

The directors acknowledge guidance issued by the Financial Reporting Council relating to going concern. The directors consider it appropriate to prepare the condensed consolidated financial statements on a going concern basis, as set out in Note 2 to the condensed consolidated financial statements.

 

STATEMENT OF DIRECTORS' RESPONSIBILITIES

 

The directors confirm that to the best of their knowledge:

·

the condensed consolidated financial statements have been prepared in accordance with International Accounting Standard 34 Interim Financial Reporting as adopted by the EU;

·

the interim management report includes a fair review of the information required by:

(a)

DTR 4.2.7R of the Disclosure Guidance and Transparency Rules, being an indication of important events occurred during the first six months of the financial year and their impact on the condensed consolidated financial statements; and a description of the principal risks and uncertainties for the remaining six months of the year; and

(b)

DTR 4.2.8R of the Disclosure Guidance and Transparency Rules, 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

 

 

JOSEPH SPARACIO

Director

19 November 2018

 

 

A presentation to analysts will take place at 9.30am on Tuesday, 20 November 2018 at eOne's UK office (45 Warren Street, London, W1T 6AG). For more information, or to register to attend, contact Alma PR (+44 7961 075 844 or rsh@almapr.co.uk).

A video overview of the results from CEO Darren Throop is available to watch here: http://bit.ly/ETO_h118

For further information please contact:

 

Alma PR

Rebecca Sanders-Hewett

Tel: +44 7961 075 844

Email: rsh@almapr.co.uk

 

Entertainment One

Darren Throop (CEO)Joe Sparacio (CFO)

via Alma PR

Patrick Yau (Director of Investor Relations)

Tel: +44 20 3714 7931

Email: PYau@entonegroup.com

 

CAUTIONARY STATEMENT

This Interim Announcement contains certain forward-looking statements with respect to the financial condition, results, operations and businesses of Entertainment One Ltd. These statements and forecasts involve risk and uncertainty because they relate to events and depend upon circumstances that will occur in the future. These statements are made by the directors in good faith based on the information available to them up to the time of their approval of this report. There are a number of factors that could cause actual results or developments to differ materially from those expressed or implied by these forward-looking statements and forecasts. Nothing in this Interim Announcement should be construed as a profit forecast.

A copy of this Interim Announcement for the six months ended 30 September 2018 can be found on the Group's website at www.entertainmentone.com.

 

 

Condensed Consolidated Income Statement

for the six months ended 30 September 2018

 

 

 

 

Restated¹

 

 

Period ended

Period ended

 

 

30 September 2018

30 September 2017

 

Note

£m

£m

Revenue

4

404.9

412.7

Cost of sales

 

(283.8)

(295.6)

Gross profit

 

121.1

117.1

Administrative expenses

 

(149.5)

(93.7)

Share of results of joint ventures

 

0.1

-

Operating (loss)/profit

 

(28.3)

23.4

Finance income

 

5.7

3.2

Finance costs

 

(17.5)

(24.3)

(Loss)/profit before tax

 

(40.1)

2.3

Income tax (charge)/credit

 

(4.6)

0.2

(Loss)/profit for the period

 

(44.7)

2.5

 

 

 

 

Attributable to:

 

 

 

Owners of the Company

 

(45.8)

(2.2)

Non-controlling interests

 

1.1

4.7

 

 

 

 

Operating (loss)/profit analysed as:

 

 

 

Underlying EBITDA

 

60.1

54.5

Amortisation of acquired intangibles

 

(20.1)

(20.0)

Depreciation and amortisation of software

 

(1.4)

(1.9)

Share-based payment charge

 

(7.5)

(5.8)

One-off items

5

(59.4)

(3.4)

Operating (loss)/profit

 

(28.3)

23.4

 

 

 

Loss per share (pence)

 

 

 

Basic

 

(9.9)

(0.5)

Diluted

6

(9.9)

(0.5)

Adjusted earnings per share (pence)

 

 

 

Basic

 

6.2

5.2

Diluted

6

6.1

5.1

 

 

 

 

Condensed Consolidated Statement of Comprehensive Income

for the six months ended 30 September 2018

 

 

 

 

Restated¹

 

 

Period ended

Period ended

 

 

30 September 2018

30 September 2017

 

 

£m

£m

(Loss)/profit for the period

 

(44.7)

2.5

Items that may be reclassified subsequently to profit or loss:

 

 

 

Exchange differences on foreign operations

 

39.5

(18.8)

Hedging reserve movements:

 

 

 

Fair value movements on cash flow hedges

 

4.5

(2.4)

Reclassification adjustments for movements on cash flow hedges

 

(1.2)

(1.3)

Tax (charge)/credit related to components of other comprehensive income/(loss)

 

(0.7)

2.7

Total other comprehensive income/(loss) for the period

 

42.1

(19.8)

 

 

 

 

Total comprehensive loss for the period

 

(2.6)

(17.3)

 

 

 

 

Attributable to:

 

 

 

Owners of the Company

 

(4.5)

(18.9)

Non-controlling interests

 

1.9

1.6

 

 

¹ Certain figures in comparative periods have been restated. Refer to Note 2 for full details.

 

Condensed Consolidated Balance Sheet

at 30 September 2018

 

 

 

 

Restated¹

Restated¹

 

 

30 September 2018

31 March 2018

30 September 2017

 

Note

£m

£m

£m

ASSETS

 

 

 

 

Non-current assets

 

 

 

 

Goodwill

7

400.3

375.2

394.0

Other intangible assets

 

237.0

248.9

274.4

Interests in joint ventures

 

1.2

1.0

1.0

Investment in productions

 

240.2

206.1

251.6

Property, plant and equipment

 

11.3

10.6

11.5

Trade and other receivables

 

64.6

77.0

74.4

Deferred tax assets

 

32.9

34.3

37.2

Total non-current assets

 

987.5

953.1

1,044.1

Current assets

 

 

 

 

Inventories

 

16.5

39.6

46.7

Investment in acquired content rights

 

246.0

248.0

293.1

Trade and other receivables

 

451.5

439.4

440.9

Cash and cash equivalents

 

109.7

119.2

104.2

Current tax assets

 

7.8

3.5

4.0

Financial instruments

11

3.5

1.9

2.1

Total current assets

 

835.0

851.6

891.0

Total assets

 

1,822.5

1,804.7

1,935.1

 

 

 

 

 

LIABILITIES

 

 

 

 

Non-current liabilities

 

 

 

 

Interest-bearing loans and borrowings

12

476.0

375.2

371.7

Production financing

13

86.3

86.7

121.6

Other payables

 

15.7

28.0

34.7

Provisions

 

0.4

0.4

1.3

Deferred tax liabilities

 

32.9

33.0

45.6

Total non-current liabilities

 

611.3

523.3

574.9

Current liabilities

 

 

 

 

Interest-bearing loans and borrowings

12

0.4

0.4

0.5

Production financing

13

54.7

90.1

65.1

Trade and other payables

 

478.0

501.4

567.2

Provisions

 

8.4

5.9

5.0

Current tax liabilities

 

7.1

14.8

16.9

Financial instruments

11

1.5

2.7

6.0

Total current liabilities

 

550.1

615.3

660.7

Total liabilities

 

1,161.4

1,138.6

1,235.6

Net assets

 

661.1

666.1

699.5

 

 

 

 

 

EQUITY

 

 

 

 

Stated capital

 

606.1

594.8

507.5

Own shares

 

(0.1)

(0.2)

(0.9)

Other reserves

 

(11.9)

(23.6)

(23.7)

Currency translation reserve

 

69.7

29.8

64.3

Retained earnings

 

(39.6)

19.0

72.5

Equity attributable to owners of the Company

 

624.2

619.8

619.7

Non-controlling interests

 

36.9

46.3

79.8

Total equity

 

661.1

666.1

699.5

Total liabilities and equity

 

1,822.5

1,804.7

1,935.1

 

 

These condensed consolidated financial statements were approved by the Board of Directors on 19 November 2018.

 

 

 

JOSEPH SPARACIO

DIRECTOR

 

Condensed Consolidated Statement of Changes in Equity

for the six months ended 30 September 2018

 

 

 

 

Other Reserves

 

 

 

 

 

 

Stated capital

Own shares

Cash flow hedge reserve

Put options over NCI

Restructuring reserve

Currency translation reserve

Retained earnings

Equity attributable to the owners of the Company

Non-controlling interests

Total equity

 

£m

£m

£m

£m

£m

£m

£m

£m

£m

£m

At 1 April 2017

505.3

(1.5)

(1.1)

(30.9)

9.3

79.8

104.2

665.1

86.2

751.3

Adjustments on initial application of IFRS 15 (net of tax)

-

-

-

-

-

0.2

(28.5)

(28.3)

(3.6)

(31.9)

At 1 April 2017 restated¹

505.3

(1.5)

(1.1)

(30.9)

9.3

80.0

75.7

636.8

82.6

719.4

(Loss)/income for the period restated¹

-

-

-

-

-

-

(2.2)

(2.2)

4.7

2.5

Other comprehensive (loss)/income restated¹

-

-

(1.0)

-

-

(15.7)

-

(16.7)

(3.1)

(19.8)

Total comprehensive (loss)/income for the period

-

-

(1.0)

-

-

(15.7)

(2.2)

(18.9)

1.6

(17.3)

Credits in respect of share-based payments

-

-

-

-

-

-

5.6

5.6

-

5.6

Exercise of share options

0.4

-

-

-

-

-

(0.4)

-

-

-

Distribution of shares to beneficiaries of the Employee Benefit Trust

-

0.6

-

-

-

-

(0.6)

-

-

-

Acquisition of subsidiaries

1.8

-

-

-

-

-

-

1.8

-

1.8

Dividends paid

-

-

-

-

-

-

(5.6)

(5.6)

(4.4)

(10.0)

Total transactions with equity holders

2.2

0.6

-

-

-

-

(1.0)

1.8

(4.4)

(2.6)

At 30 September 2017

507.5

(0.9)

(2.1)

(30.9)

9.3

64.3

72.5

619.7

79.8

699.5

 

 

 

 

 

 

 

 

 

 

 

At 1 April 2018 restated¹

594.8

(0.2)

(2.0)

(30.9)

9.3

29.8

19.0

619.8

46.3

666.1

Adjustments on initial application of IFRS 9 (net of tax)

-

-

-

-

-

-

(2.2)

(2.2)

-

(2.2)

Adjusted balance at 1 April 2018 for adjustments on initial adoption

594.8

(0.2)

(2.0)

(30.9)

9.3

29.8

16.8

617.6

46.3

663.9

(Loss)/profit for the period

-

-

-

-

-

-

(45.8)

(45.8)

1.1

(44.7)

Other comprehensive income

-

-

2.6

-

-

38.7

-

41.3

0.8

42.1

Total comprehensive income/(loss) for the period

-

-

2.6

-

-

38.7

(45.8)

(4.5)

1.9

(2.6)

Credits in respect of share-based payments

-

-

-

-

-

-

7.3

7.3

-

7.3

Deferred tax movement arising on share options

-

-

-

-

-

-

0.2

0.2

-

0.2

Exercise of share options

4.9

-

-

-

-

-

(5.8)

(0.9)

0.9

-

Distribution of shares to beneficiaries of the Employee Benefit Trust

-

0.1

-

-

-

-

(0.1)

-

-

-

Acquisition of subsidiaries

1.9

-

-

(3.1)

-

-

-

(1.2)

0.4

(0.8)

Transactions with equity holders

4.5

-

-

12.2

-

1.2

(6.9)

11.0

(8.6)

2.4

Dividends paid

-

-

-

-

-

-

(5.3)

(5.3)

(4.0)

(9.3)

Total transactions with equity holders

11.3

0.1

-

9.1

-

1.2

(10.6)

11.1

(11.3)

(0.2)

At 30 September 2018

606.1

(0.1)

0.6

(21.8)

9.3

69.7

(39.6)

624.2

36.9

661.1

 

Condensed Consolidated Cash Flow Statement

for the six months ended 30 September 2018

 

 

 

 

Restated¹

 

 

Period ended

Period ended

 

 

30 September 2018

30 September 2017

 

Note

£m

£m

Operating activities

 

 

 

Operating (loss)/profit

 

(28.3)

23.4

Adjustment for:

 

 

 

Depreciation of property, plant and equipment

 

0.9

1.0

Amortisation of software

 

0.5

0.9

Amortisation of acquired intangibles

 

20.1

20.0

Amortisation of investment in productions

 

113.5

79.7

Investment in productions, net of grants received

 

(95.6)

(142.9)

Amortisation of investment in acquired content rights

 

35.7

50.7

Investment in acquired content rights

 

(64.5)

(86.9)

Impairment of investment in acquired content rights

 

16.8

-

Share of results of joint ventures

 

(0.1)

-

Share-based payment charge

 

7.5

5.8

Operating cash flows before changes in working capital and provisions

 

6.5

(48.3)

Decrease in inventories

 

25.6

1.2

Increase in trade and other receivables

 

(6.4)

(31.9)

(Decrease)/increase in trade and other payables

 

(38.5)

52.3

Increase/(decrease) in provisions

 

2.0

(25.1)

Cash outflow from operations

 

(10.8)

(51.8)

Income tax paid

 

(13.9)

(22.7)

Net cash outflow from operating activities

 

(24.7)

(74.5)

Investing activities

 

 

 

Transactions with equity holders

 

(9.7)

-

Acquisition of subsidiaries and joint ventures, net of cash acquired

 

(1.4)

(3.2)

Purchase of financial instruments

11

(0.9)

-

Purchase of property, plant and equipment

 

(1.0)

(0.8)

Purchase of software

 

(0.7)

(0.7)

Net cash outflow from investing activities

 

(13.7)

(4.7)

Financing activities

 

 

 

Net proceeds on issue of shares

 

0.1

-

Drawdown of interest-bearing loans and borrowings

12

141.2

191.9

Repayment of interest-bearing loans and borrowings

12

(45.2)

(93.4)

Drawdown of production financing

13

63.0

120.6

Repayment of production financing

13

(109.4)

(122.5)

Interest paid

 

(14.8)

(12.2)

Dividends paid to shareholders and to non-controlling interests of subsidiaries

 

(9.3)

(10.0)

Fees paid in relation to the Group's bank facility, premium received on senior secured notes and one-off finance costs

 

(0.3)

(12.5)

Net cash inflow from financing activities

 

25.3

61.9

Net decrease in cash and cash equivalents

 

(13.1)

(17.3)

Cash and cash equivalents at beginning of the period

 

119.2

133.4

Effect of foreign exchange rate changes on cash held

 

3.6

(11.9)

Cash and cash equivalents at end of the period

 

109.7

104.2

 

 

 

Notes to the Condensed Consolidated Financial Statements

for the six months ended 30 September 2018

1. NATURE OF OPERATIONS AND GENERAL INFORMATION

Entertainment One is a leading independent entertainment group focused on the acquisition, production and distribution of family, television, film and music content rights across all media throughout the world. Entertainment One Ltd. (the Company) is the Group's ultimate parent company and is incorporated and domiciled in Canada. The registered office of the Company is 134 Peter Street, Suite 700, Toronto, Ontario, M5V 2H2, Canada.

The Company's common shares are listed on the premium listing segment of the Official List of the Financial Conduct Authority.

2. BASIS OF PREPARATION

SIGNIFICANT ACCOUNTING POLICIES

These condensed consolidated financial statements included within the Interim Announcement, have been prepared in accordance with International Accounting Standards (IAS) 34 Interim Financial Reporting, as adopted by the European Union. These condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the Group's consolidated financial statements for the year ended 31 March 2018 which were prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union and IFRS Interpretation Committee.

Other than new standards effective during the year as described below and income taxes which are accrued using the tax rate that is expected to be applicable for the full financial year, the policies are consistent with the principal accounting policies which were set out in the Group's consolidated financial statements for the year ended 31 March 2018.

These condensed consolidated financial statements are unaudited but have been reviewed by the Group's auditor and their review opinion is included at the end of these statements.

These condensed consolidated financial statements are presented in pounds sterling, which is also the functional currency of the parent company. All values are shown in millions, rounded to the nearest one hundred thousand pounds, except when otherwise stated.

These condensed consolidated financial statements were approved for issue by the Board of Directors on 19 November 2018.

GOING CONCERN

In addition to its senior secured notes (due 2022) the Group meets its day-to-day working capital requirements and funds its investment in content through its cash in hand and through a revolving credit facility which matures in December 2020 and is secured on certain assets held by the Group. Under the terms of this facility the Group is able to drawdown in the local currencies of its significant operating businesses. The facility and senior secured notes are subject to a series of covenants including interest cover charge, gross debt against underlying EBITDA and capital expenditure.

The Group has a track record of cash generation and is in full compliance with its bank facility and bond covenants requirements.

At 30 September 2018, the Group had £43.4m of cash and cash equivalents (excluding cash held by production subsidiaries). The Group has £433.0m of net debt and undrawn amounts under the revolving credit facility of £63.8m.

The Group is exposed to uncertainties arising from the economic climate and uncertainties in the markets in which it operates. Market conditions could lead to lower than anticipated demand for the Group's products and services and exchange rate volatility could also impact reported performance. The directors have considered the impact of these and other uncertainties and factored them into their financial forecasts and assessment of covenant headroom. The Group's forecasts and projections, taking account of reasonable possible changes in trading performance (and available mitigating actions), show that the Group will be able to operate within the expected limits of its existing financing and provide headroom against the covenants for a period of at least twelve months from the date of approval of these condensed consolidated financial statements. For these reasons the directors continue to adopt the going concern basis of accounting in preparing these condensed consolidated financial statements.

USE OF ADDITIONAL PERFORMANCE MEASURES

The Group uses a number of non-IFRS financial measures that are not specifically defined under IFRS or any other generally accepted accounting principles, including underlying EBITDA, one-off items, adjusted profit before tax, adjusted diluted earnings per share, adjusted cash flow, free cash flow, net debt, and production financing. These non-IFRS financial measures are presented because they are among the measures used by management to measure operating performance and as a basis for strategic planning and forecasting, and the Group believes that these measures are frequently used by investors in analysing business performance. Refer to the Appendix to the Interim Announcement for definitions of these terms.

PRIOR PERIOD RESTATEMENTS

Put options over non-controlling interests

Put and call options were granted over the non-controlling interests of prior year acquisitions with the options exercisable in FY21 based on average EBITDA for FY19-FY21. During the compilation of the consolidated financial statements for the year ended 31 March 2018, the Group identified that the option liability as at 31 March 2017 was overstated by £6.3m principally driven by the use of an incorrect foreign exchange rate. A restatement was made in the consolidated financial statements for the year ended 31 March 2018. This error was also included in the results for the period to 30 September 2017 and has been corrected in comparative figures in these condensed consolidated financial statements.

Consistent with the 31 March 2018 financial statements, the Group has concluded the prior period error was not fundamental to any of the Group's previously issued condensed consolidated financial statements and therefore the interim statements for the period ended 30 September 2017 have not been reissued. The Group has corrected the prior period error retrospectively by restating the comparative amounts for the prior period presented and restated the balance sheet as at 30 September 2017, as required under IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors. The correction has resulted in an increase in operating one-off expenses by £1.3m for the period ended 30 September 2017 and a £5.0m increase in the net assets as at 30 September 2017.

Reclassification of Investments in Productions and Investment in Content

During the period, the Group concluded that the Investment in acquired content rights of the Family & Brands Division was more appropriate to be included within Investment in productions, as the Group owns the underlying intellectual property and has perpetual rights to the Family & Brands content. As such, the comparative periods have been restated by £5.9m as at 31 March 2018 and £3.9m as at 30 September 2017.

IMPACT OF NEW ACCOUNTING STANDARDS

The Group has applied, for the first time, IFRS 15 Revenue from Contracts with Customers and IFRS 9 Financial Instruments that require restatement of previous financial statements. As required by IAS 34, the nature and effect of these changes are disclosed below.

IFRS 15 Revenue from Contracts with Customers was effective for reporting periods commencing after 1 January 2018. The Group adopted IFRS 15 on 1 April 2018 on a fully retrospective basis, and comparative periods have been restated.

· The cumulative impact of applying IFRS 15 on the year ended 31 March 2017 was a £31.9m reduction in retained earnings. Family & Brands Division was impacted by £12.0m and the remaining £19.9m fell within the Film & Television Division.

· In the Family & Brands Division, the Group recognised contractual minimum guarantees from licensing arrangements when the licence terms had commenced and collection of the fee was reasonably assured. Under IFRS 15, minimum guarantees are recognised over the consumption of the intellectual property. The impact of applying IFRS 15 to the financial period ended 30 September 2017 is a reduction in licensing and merchandising revenue of £3.4m and underlying EBITDA of £1.5m.

· There are timing differences from the way the Group recognises revenue for content licensing in the Film & Television Division. IFRS 15 includes additional requirements that revenue cannot be recognised before the beginning of the period in which the customer can begin to use and benefit from the licence; and revenue dependent on customers' sales or usage cannot be recognised until the sale or usage occurs. The impact of applying IFRS 15 to the financial period ended 30 September 2017 is an increase in production and other revenue of £17.0m and broadcast and licensing revenue of £3.4m. The corresponding increase in underlying EBITDA is £4.6m.

IFRS 15 does not have any impact on the cash flows generated. The Group has presented a restatement of the comparative periods below.

IFRS 9 Financial Instruments is effective for reporting periods commencing after 1 January 2018. The Group has applied IFRS 9 prospectively, with the initial application date of 1 April 2018. The Group has applied the limited exemption in IFRS 9 and has elected not to restate comparative information in the year of initial adoption. As a result, the comparative information provided will continue to be measured in accordance with the Group's previous accounting policy. The impact focussed on the following items:

· Classification and measurement of financial assets - there was no material change in the classification of financial assets and there were no changes to the measurement of financial assets.

· Impairment of financial assets - for trade receivables and accrued income, the Group has applied the simplified approach permitted by IFRS 9, which requires the use of the lifetime expected loss provision for all receivables. Based on the application of the Group's credit history as a methodology, the impact of the change to the IFRS 9 basis of provision was an additional provision of £2.2m at 1 April 2018.

· Hedge accounting - the Group has continued to apply IAS 39 Financial Instruments: Recognition and Measurement and will provide the additional disclosures under IFRS 7 Financial Instruments: Disclosures as required.

The cumulative impact of prior period restatements on previously presented financial statements

£m

Previously reported

IFRS 15 adjustment

Accounting for put options

Reclassify IIP/IIC

Restated

Group's condensed consolidated income statement

for the six months ended 30 September 2017

 

 

 

 

 

Revenue

395.7

17.0

 

 

412.7

Cost of sales

(281.7)

(13.9)

 

 

(295.6)

Gross profit

114.0

3.1

 

 

117.1

Administrative expenses

(93.6)

(0.1)

 

 

(93.7)

Operating profit

20.4

3.0

 

 

23.4

Finance income

3.4

(0.2)

 

 

3.2

Finance cost

(23.0)

 

(1.3)

 

(24.3)

Profit before tax

0.8

2.8

(1.3)

 

2.3

Income tax credit/(charge)

0.5

(0.3)

 

 

0.2

Profit for the period

1.3

2.5

(1.3)

 

2.5

 

 

 

 

 

 

Attributable to:

 

 

 

 

 

Owners of the Company

(2.2)

1.3

(1.3)

 

(2.2)

Non-controlling interests

3.5

1.2

 

 

4.7

 

 

 

 

 

 

Operating profit analysed as:

 

 

 

 

 

Underlying EBITDA

51.4

3.1

 

 

54.5

Amortisation of acquired intangibles

(20.0)

 

 

 

(20.0)

Depreciation and amortisation of software

(1.9)

 

 

 

(1.9)

Share-based payment charge

(5.8)

 

 

 

(5.8)

One-off items

(3.3)

(0.1)

 

 

(3.4)

Operating profit

20.4

3.0

 

 

23.4

 

 

 

 

 

 

Loss per share (pence)

 

 

 

 

 

Basic

(0.5)

0.3

(0.3)

 

(0.5)

Diluted

(0.5)

0.3

(0.3)

 

(0.5)

 

 

 

 

 

 

Group's condensed consolidated balance sheet

at 30 September 2017

 

 

 

 

 

Investment in productions

241.6

6.1

 

3.9

251.6

Trade and other receivables

88.8

(14.4)

 

 

74.4

Deferred tax assets

31.7

5.5

 

 

37.2

Total non-current assets

1,043.0

(2.8)

 

3.9

1,044.1

 

 

 

 

 

 

Investment in acquired content rights

290.6

6.4

 

(3.9)

293.1

Trade and other receivables

456.9

(16.0)

 

 

440.9

Total current assets

904.5

(9.6)

 

(3.9)

891.0

Total assets

1,947.5

(12.4)

 

-

1,935.1

 

 

 

 

 

 

Other payables

39.7

 

(5.0)

 

34.7

Deferred tax liabilities

47.7

(2.1)

 

 

45.6

Total non-current liabilities

582.0

(2.1)

(5.0)

 

574.9

 

 

 

 

 

 

Trade and other payables

549.0

18.2

 

 

567.2

Total current liabilities

642.5

18.2

 

 

660.7

Total liabilities

1,224.5

16.1

(5.0)

 

1,235.6

Net assets at 30 September 2017

723.0

(28.5)

5.0

 

699.5

 

 

 

 

 

 

Currency translation reserve

63.6

0.7

 

 

64.3

Retained earnings

94.7

(27.2)

5.0

 

72.5

Equity attributable to owners of the Company

641.2

(26.5)

5.0

 

619.7

Non-controlling interests

81.8

(2.0)

 

 

79.8

Total equity

723.0

(28.5)

5.0

 

699.5

Total liabilities and equity

1,947.5

(12.4)

-

 

1,935.1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Group's condensed consolidated cash flow statement for the six months ended 30 September 2017

 

 

 

 

 

Operating (loss)/profit

20.4

3.0

 

 

23.4

Amortisation of investment in productions

50.4

29.1

 

0.2

79.7

Investment in productions, net of grants received

(141.7)

 

 

(1.2)

(142.9)

Amortisation of investment in acquired content rights

54.3

(3.4)

 

(0.2)

50.7

Investment in acquired content rights

(88.1)

 

 

1.2

(86.9)

Operating cash flows before changes in working capital and provisions

(77.0)

28.7

 

 

(48.3)

Increase in trade and other receivables

(22.7)

(9.2)

 

 

(31.9)

(Decrease)/increase in trade and other payables

71.8

(19.5)

 

 

52.3

Cash outflow from operations

(51.8)

-

 

-

(51.8)

 

 

 

 

 

 

 

 

 

 

 

 

Group's consolidated balance sheet

at 31 March 2018

 

 

 

 

 

Investment in productions

181.5

18.7

 

5.9

206.1

Trade and other receivables

93.7

(16.7)

 

 

77.0

Deferred tax assets

26.2

8.1

 

 

34.3

Total non-current assets

937.1

10.1

 

5.9

953.1

 

 

 

 

 

 

Investment in acquired content rights

253.4

0.5

 

(5.9)

248.0

Trade and other receivables

481.5

(42.1)

 

 

439.4

Total current assets

899.1

(41.6)

 

(5.9)

851.6

Total assets

1,836.2

(31.5)

 

-

1,804.7

 

 

 

 

 

 

Deferred tax liabilities

34.7

(1.7)

 

 

33.0

Total non-current liabilities

525.0

(1.7)

 

 

523.3

 

 

 

 

 

 

Trade and other payables

491.3

10.1

 

 

501.4

Total current liabilities

605.2

10.1

 

 

615.3

Total liabilities

1,130.2

8.4

 

 

1,138.6

Net assets

706.0

(39.9)

 

 

666.1

 

 

 

 

 

 

Currency translation reserve

28.5

1.3

 

 

29.8

Retained earnings

58.4

(39.4)

 

 

19.0

Equity attributable to owners of the Company

657.9

(38.1)

 

 

619.8

Non-controlling interests

48.1

(1.8)

 

 

46.3

Total equity

706.0

(39.9)

 

 

666.1

Total liabilities and equity

1,836.2

(31.5)

 

 

1,804.7

 

 

 

 

 

 

Several other amendments and interpretations apply for the first time in 2018, but do not have an impact on the interim condensed consolidated financial statements of the Group.

 

NEW, AMENDED AND REVISED STANDARDS ISSUED BUT NOT ADOPTED DURING THE YEAR

IFRS 16 Leases is effective for reporting periods commencing after 1 January 2019. IFRS 16 requires lessees to recognise a lease liability reflecting future lease payments and a right-of-use asset for lease contracts, subject to limited exceptions for short-term leases and leases of low value assets. The quantitative impact of IFRS 16 on the Group's net assets and results is in the process of being assessed with an initial data set to determine the impact on the Group. IFRS 16 will have an impact on the balance sheet as both assets and liabilities will increase, and also an impact on components within the income statement, as operating lease rental charges will be replaced by depreciation and finance costs. Please refer to Note 32 to the Group's consolidated financial statements for the year ended 31 March 2018 which gives an indication of the Group's total operating lease commitments. IFRS 16 will not have any impact on cash flows. The impact of the transitional arrangements is under review.

ESTIMATES

The preparation of condensed consolidated financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amount of assets and liabilities, income and expenses. Actual results may differ from these estimates. In preparing these condensed consolidated interim financial statements, the significant judgements made by management in applying the Group accounting policies and the key sources of estimation uncertainty were the same as those applied to the consolidated financial statements as at and for the year ended 31 March 2018.

 

3. SEGMENTAL ANALYSIS

SEASONALITY OF OPERATIONS

The Group's business is normally subject to seasonal variations based on the timing of film cinema releases, physical home entertainment and television and digital content releases. Release dates are determined by several factors, including timing of holiday periods, the US release date of films and television series and competition in the market. In addition, revenues for the Group's licensed consumer products are influenced by seasonal consumer purchasing behaviour. Accordingly, if a short-term negative impact on the Group's business occurs during a time of high seasonal demand, the effect could have a disproportionate effect on the Group's results for the period.

The Group's exposure to seasonality varies by Division. The results of the Family & Brands Division are affected by the timing of royalties earned on properties driven by timing of holiday periods. Within the Film & Television Division, revenues from television series are driven by contracted delivery/release dates with primary broadcasters and can fluctuate significantly from period-to-period. Film release dates are not entirely in the control of the Group and are determined largely by the production and release schedules of each film's producer and the timing of holiday periods.

OPERATING SEGMENTS

On 1 April 2018 the Group combined its Film Division and Television Division into one reporting segment, Film & Television, which is in line with broader developments within the media and entertainment industry. The Group is now organised for internal reporting and management purposes into:

- Family & Brands - the production, acquisition, exploitation and trading of family brands across all media including licensing and merchandising

- Film & Television - the production, acquisition, exploitation and trading of television, film and music content rights across all media

The Group's operating segments are identified on the basis of internal reports that are regularly reviewed by the chief operating decision maker in order to allocate resources to the segment and to assess its performance. The Chief Executive Officer has been identified as the chief operating decision maker.

Inter-segment sales are charged at prevailing market prices.

 

Segment information for the period ended 30 September 2018 is presented below with the comparative restated for the reorganisation of the Group:

 

 

 

 

 

Family & Brands

Film & Television

Eliminations

Consolidated

 

£m

£m

£m

£m

Segment revenue

 

 

 

 

External revenue

73.6

331.3

-

404.9

Inter-segment revenue

2.4

0.2

(2.6)

-

Total segment revenue

76.0

331.5

(2.6)

404.9

Segment results

 

 

 

 

Segment underlying EBITDA

47.2

17.1

0.3

64.6

Group costs

 

 

 

(4.5)

Underlying EBITDA

 

 

 

60.1

Amortisation of acquired intangibles

 

 

 

(20.1)

Depreciation and amortisation of software

 

 

 

(1.4)

Share-based payment charge

 

 

 

(7.5)

One-off items

 

 

 

(59.4)

Operating loss

 

 

 

(28.3)

Finance income

 

 

 

5.7

Finance costs

 

 

 

(17.5)

Loss before tax

 

 

 

(40.1)

Income tax charge

 

 

 

(4.6)

Loss for the period

 

 

 

(44.7)

 

 

 

 

 

Segment assets

 

 

 

 

Total segment assets

269.8

1,550.3

-

1,820.1

Unallocated corporate assets

 

 

 

2.4

Total assets

 

 

 

1,822.5

 

 

Segment information for the period ended 30 September 2017 is presented below restated for the reorganisation of the Group and the impact of IFRS 15:

 

 

 

 

 

Restated

 

Family & Brands

Film & Television

Eliminations

Consolidated

 

£m

£m

£m

£m

Segment revenue

 

 

 

 

External revenue

56.6

356.1

-

412.7

Inter-segment revenue

2.1

0.4

(2.5)

-

Total segment revenue

58.7

356.5

(2.5)

412.7

Segment results

 

 

 

 

Segment underlying EBITDA

36.6

22.7

(0.2)

59.1

Group costs

 

 

 

(4.6)

Underlying EBITDA

 

 

 

54.5

Amortisation of acquired intangibles

 

 

 

(20.0)

Depreciation and amortisation of software

 

 

 

(1.9)

Share-based payment charge

 

 

 

(5.8)

One-off items

 

 

 

(3.4)

Operating profit

 

 

 

23.4

Finance income

 

 

 

3.2

Finance costs

 

 

 

(24.3)

Profit before tax

 

 

 

2.3

Income tax credit

 

 

 

0.2

Profit for the period

 

 

 

2.5

 

 

 

 

 

Segment assets

 

 

 

 

Total segment assets

268.0

1,658.0

-

1,926.0

Unallocated corporate assets

 

 

 

9.1

Total assets

 

 

 

1,935.1

4. REVENUE

The Group's revenue is predominantly derived from the licensing of intellectual property. These licences transfer to a customer either a right to use an entity's intellectual property as it exists at the point in time at which the licence is granted (static licence), or a right to access an entity's intellectual property as it exists throughout the licence period (dynamic licence). Revenues are accounted for when (static licence) or as (dynamic licence) the performance obligation promised in the contract is satisfied, i.e., when the seller transfers the risks and rewards of the right to use/access the intellectual property and the customer obtains control of the use/access of that licence. Consequently, revenues from static licences are recognised at the point in time when the licence is transferred, and the customer can use and benefit from the licence. Revenues from dynamic licences are accounted for over time, over the licence period as from the date the customer can use and benefit from the licence. The specific policies by key streams of revenue are as follows:

Licensing and merchandising

The Group enters into licensing contracts which allows its customers to produce merchandise and household goods portraying the Group's intellectual property. These licences are dynamic as the licensees are exposed to the Group's activities to maintain the intellectual property and benefit is derived over the licence period.

The consideration due from licensees is variable as the contract price is a function of merchandise sales over and above the contracts' minimum guarantee. The Group records revenue (including minimum guarantee) as sales or usage occurs based on the amount to which the Group reliably estimate to the extent the amounts are recoverable.

Sales of exploitation rights of film and television content (broadcast and licensing, theatrical, transactional video on demand and international sales within production and other)

These sales are intellectual property licences granted by the Group to licensees and which give them certain rights over its audiovisual works. These licences are static licences because they transfer a right to use the audiovisual content as they exist at the point in time at which the licences are granted.

Revenues from the licensing of the exploitation rights are accounted for, from the moment when the customer is able to use it and obtain the remaining benefits. When the consideration paid by the customer is a fixed price, revenues from the sales of exploitation rights are accounted for at the later of the delivery or the opening of the exploitation window. When the consideration paid by the customer is variable in the form of a sales-based royalty to the end customer, royalty revenues are recognised as the subsequent sale occurs or is estimated to have occurred.

Transactional

Revenues from physical sales (i.e. DVDs and Blu-rays), net of a provision for estimated returns and rebates if any, are accounted for, either upon the point at which goods are despatched or upon the sale to the ultimate customer for consignment sales.

Licence sales to customers via digital download are recognised at the point of transmission.

Production royalties, participation fees and producer fees and other

The Group can be contracted to create video content for a commissioning broadcaster and earns revenue through either a fixed fee or ongoing royalty payments attached to the broadcaster's revenue. The customer simultaneously receives and consumes the benefits of these services, as such the Group recognises revenue over the period of production. Further royalty revenue is recognised as statements are received or royalty amounts can be reliably estimated and are recoverable.

License fee revenue from trading of film and television content is recognised when notice of delivery is provided to customers and collection of the fee is reasonably assured.

In the following table, revenue is disaggregated by major service lines and primary geographical market. The table also includes a reconciliation of the disaggregated revenue with the Group's reportable segments. See Note 3.

DISAGGREGATION OF REVENUE

 

 

Family & Brands

Film & Television

Consolidated

 

 

Restated

 

Restated

 

Restated

 

2018

2017

2018

2017

2018

2017

Primary geographical markets

 

 

 

 

 

 

US

21.5

21.0

167.1

131.3

188.6

152.3

Canada

2.3

1.7

42.6

61.7

44.9

63.4

UK

9.6

10.0

30.1

32.1

39.7

42.1

Rest of Europe

11.6

9.5

52.6

69.0

64.2

78.5

Rest of world

28.6

14.4

38.9

62.0

67.5

76.4

 

73.6

56.6

331.3

356.1

404.9

412.7

 

 

 

 

 

 

 

Major revenue streams

 

 

 

 

 

 

Theatrical

-

-

19.1

23.5

19.1

23.5

Transactional

14.7

9.7

58.3

80.6

73.0

90.3

Broadcast and licensing

13.5

5.5

174.9

145.2

188.4

150.7

Licensing and merchandising

44.7

41.2

2.5

3.7

47.2

44.9

Production and other

0.7

0.2

76.5

103.1

77.2

103.3

 

73.6

56.6

331.3

356.1

404.9

412.7

 

 

 

 

 

 

 

Timing of revenue recognition

 

 

 

 

 

 

Products transferred at a point in time

29.0

15.4

289.5

335.7

318.5

351.1

Products transferred over time

44.6

41.2

41.8

20.4

86.4

61.6

 

73.6

56.6

331.3

356.1

404.9

412.7

5. ONE-OFF ITEMS

Items of income or expense that are considered by management for designation as one-off are as follows:

 

 

 

Restated

 

Six months ended

Six months ended

 

30 September 2018

30 September 2017

 

£m

£m

Restructuring costs

 

 

Strategy-related

60.5

0.8

Total restructuring costs

60.5

0.8

 

 

 

Other items

 

 

Acquisition costs

0.2

2.2

Other items

(1.3)

0.4

Total other items

(1.1)

2.6

 

 

 

Total one-off costs

59.4

3.4

 

 

Restructuring costs

Changes in consumer behaviour within the content industry are accelerating at an unprecedented level and in the six months ended 30 September 2018, the home entertainment markets in all of the Group's operating territories experienced significant challenges. As a result the Group has recorded a one-off charge of £57.0m in the period which includes the following:

· Impairment of investment in acquired content rights of £16.8m resulting from the lowering of previous expectations regarding the home entertainment business driven by an acceleration of market decline;

· Write down of home entertainment related inventories of £22.9m resulting from an assessment of the realisable value of inventory below the previous assessment of net realisable value;

· One-off bad debt expense on trade and other receivables of £13.4m; and

· Related severance and staff costs of the home entertainment businesses of £3.9m. 

Further one-off charges of £3.5m are associated with the integration of the Film and Television Divisions and include £3.1m related to severance and staff costs and £0.2m related to consultancy fees.

Other items

Acquisition costs of £0.2m relates to costs associated with corporate projects during the year.

Other one-off credits of £1.3m include a £1.6m settlement received on a tax warranty relating to a prior year acquisition and is partially offset by £0.3m of legal costs for certain corporate projects.

Prior period

In the prior period, one-off items resulted in a net charge of £3.4m which consisted of £0.7m of costs associated with the integration of the Film and Television Divisions, £0.2m of foreign exchange movement on accrued restructuring costs and the adoption of IFRS 15, acquisition costs of £2.2m and other corporate project costs of £0.3m.

6. EARNINGS PER SHARE

The weighted average number of shares used in the earnings per share calculations are set out below:

 

 

 

 

Restated2

 

 

Six months ended

Six months ended

 

 

30 September 2018

30 September 2017

 

 

Million

Million

Weighted average number of shares for basic losses per share and adjusted basic earnings per share1

 

461.7

429.7

Effect of dilution for adjusted:

 

 

 

Employee share awards2

 

4.7

7.4

Weighted average number of shares for adjusted diluted earnings per share

 

466.4

437.1

 

1. Shares held by the EBT, classified as own shares, are excluded from earnings per share.

2. During the period the Group identified that the dilutive element of the weighted average number of shares had previously included a dilutive element for contingently issuable shares where the vesting criteria had not been achieved at the completion of the reporting period. This has been corrected in the comparative information with an immaterial impact on adjusted dilutive earnings per share.

ADJUSTED DILUTED EARNINGS PER SHARE

The directors believe that the presentation of adjusted diluted earnings per share, being the fully diluted earnings per share adjusted for amortisation of acquired intangibles, share-based payment charge, tax, finance costs and depreciation related to joint ventures, operating one-off items, finance one-off items and one-off tax items, helps to explain the underlying performance of the Group. A reconciliation of the earnings used in the fully diluted earnings per share calculation to reported losses per share is set out below:

 

 

 

 

 

Restated

 

 

Period ended

30 September 2018

 

Period ended

30 September 2017

 

Note

£m

Pence per share

 

£m

Pence per share

Loss for the year attributable to the owners of the Company

 

(45.8)

(9.8)

 

(2.2)

(0.5)

Add back amortisation of acquired intangibles

 

20.1

4.3

 

20.0

4.6

Add back share-based payment charge

 

7.5

1.6

 

5.8

1.3

Add back one-off items

5

59.4

12.7

 

3.4

0.8

Add back one-off net finance income/costs

 

(4.9)

(1.1)

 

7.7

1.8

Deduct tax effect of above items and discrete tax items

 

(6.1)

(1.2)

 

(9.7)

(2.3)

Deduct non-controlling interests share of above items

 

(1.7)

(0.4)

 

(2.8)

(0.6)

Adjusted earnings attributable to the owners of the Company

 

28.5

6.1

 

22.2

5.1

Adjusted earnings attributable to non-controlling interests

 

2.8

 

 

7.5

 

Adjusted profit for the year

 

31.3

 

 

29.7

 

 

7. GOODWILL

ANALYSIS OF AMOUNTS RECOGNISED BY THE GROUP

 

 

 

Total

 

Note

£m

Cost and carrying amount

 

 

At 1 April 2018

 

375.2

Acquisition of subsidiaries

8

6.0

Exchange differences

 

19.1

At 30 September 2018

 

400.3

CGU

 

 

Family & Brands

 

57.3

Film & Television

 

343.0

Total

 

400.3

 

Goodwill arising on a business combination is allocated to the cash generating units (CGUs) that are expected to benefit from that business combination. As reported in the 31 March 2018 consolidated financial statements, the directors believe that no reasonable change in the key assumptions would cause the carrying value of the CGUs to exceed their recoverable amount for the CGUs at that date.

REVISION OF CASH GENERATING UNITS

Consistent with the combination of the Group's previous Film and Television Divisions during the period, the Group has reviewed its assessment of cash generating units (CGUs) for the purpose of measuring impairment of non-financial assets including goodwill. The directors consider the CGUs of the Group to be Family & Brands and Film & Television. Following the acquisition of the remaining 49% of the shares in The Mark Gordon Company (MGC) on 2 March 2018, its operations have also been integrated into the newly combined Film & Television Division.

The Group does not consider there to be a lower level than the whole Film & Television Division which can generate largely independent cash flows due to rationalisation of core operating functions and market developments which mean that the distinction between film and television content is disappearing as content distribution is increasingly performed by digital platforms. There has been no change in assessment for Family & Brands.

A triggers analysis has been performed at 30 September as required by IAS 34 and IAS 36. Although no triggers were identified at a CGU level, given the developments in the home entertainment impacting the Group's film distribution businesses a limited impairment review has been carried out at 30 September 2018.

The assumptions for the purpose of the limited impairment review have been calculated based on a consistent methodology as reported in the consolidated financial statements for the year ended 31 March 2018 and the calculations of the value-in-use for both CGUs are most sensitive to the operating profit, discount rate, and terminal growth rate assumptions. The key assumptions used in this value-in-use calculation are pre-tax discount rate of 8.5% and a terminal growth rate of 3.0%. The value-in-use calculation of both CGUs shows there is significant headroom compared to the carrying value of non-current assets at 30 September 2018 and the directors believe that no reasonable change in the key assumptions would cause the carrying value of the CGUs to exceed their recoverable amount. A full impairment test will be carried out in March 2019 and disclosed in the full year financial statements. 

8. BUSINESS COMBINATIONS AND TRANSACTIONS WITH EQUITY HOLDERS

ACQUISITIONS

The Group acquired 70.1% stake in Whizz Kid Entertainment Limited (Whizz Kid), a UK-based non-scripted television production company, on 9 April 2018 for a total consideration of £6.9m settled by a cash payment of £5.0m and by issuing 637,952 shares in Entertainment One Ltd. amounting to £1.9m. Acquired intangibles of £0.7m were identified which represent the value of television show concepts and back end royalties following the end of a series production. The resultant goodwill represents the value placed on the opportunity to grow the content and formats produced by Whizz Kid. None of the goodwill is expected to be tax deductible for income tax purposes.

 

 

 

Provisional

 

 

£m

Acquired intangibles

 

0.7

Trade and other receivables

 

1.3

Cash and cash equivalents

 

3.6

Trade and other payables

 

(3.8)

Current tax liabilities

 

(0.4)

Provisions

 

(0.1)

Total net assets acquired

 

1.3

 

 

 

Group's proportionate interest of fair value of net assets acquired

 

70.1%

Group's share of fair value of net assets acquired

 

0.9

Goodwill

 

6.0

Net assets acquired

 

6.9

Satisfied by:

 

 

Cash

 

5.0

Shares in Entertainment One Ltd.

 

1.9

Total consideration transferred

 

6.9

 

 

 

The net cash outflow arising in the period from the acquisition was made up of:

 

 

Cash consideration settled during the year

 

5.0

Less: Cash and cash equivalents acquired

 

(3.6)

Total net cash outflow

 

1.4

 

 

 

Non-controlling interests proportionate interest of fair value of net assets

 

0.4

Total non-controlling interests

 

0.4

 

As part of the transaction, the Group entered into a put and call option over the remaining shares of Whizz Kid it did not acquire. This option can be exercised in 2023 with the price determined as a multiple of the average performance of Whizz Kid in the preceding 5 years. At inception the Group estimated the present value of the options to be £3.1m which has been recorded as an adjustment to the Put option reserve.

TRANSACTIONS WITH EQUITY HOLDERS

On 27 June 2018, the Group acquired the remaining 49% in Sierra Pictures, LLC (Sierra/Affinity) for a total consideration of £14.2m settled by a cash payment of £9.7m and by issuing 1,231,768 shares in Entertainment One Ltd. amounting to £4.5m.

The carrying value of the non-controlling interest in Sierra/Affinity on 27 June 2018 amounting to £8.6m was de-recognised and transaction costs of £0.1m was recorded as a charge to the Group's retained earnings. The Currency translation reserve relating to the previous non-controlling interest of £1.2m has been transferred to the Group. The difference of £6.7m has been recognised as a charge to the Group's retained earnings.

As a result of the acquisition, the put and call options granted over the 49% shares have been cancelled. The carrying value of the liability as at 27 June 2018 of £17.9m has been reversed with the corresponding adjustment to the Put option reserve of £12.2m. The difference has been credited to a one-off finance income of £5.7m.

PRIOR PERIOD ACQUISITIONS

During the prior period, contingent consideration payable relating to the prior year acquisition of Renegade Entertainment, LLC was settled by issuing 778,516 shares in Entertainment One Ltd. amounting to £1.8m and a cash payment of £2.7m. A payment of £0.5m was also made in part settlement of contingent consideration payable relating to the prior year acquisition of Dualtone Music Group.

9. RISKS AND UNCERTAINTIES

The Board considers risk assessment, identification of mitigating actions and internal control to be fundamental to achieving the Group's strategic objectives. The Corporate Governance section on pages 39 to 43 of the Annual Report and Accounts for the year ended 31 March 2018 describes the systems and processes through which the directors manage and mitigate risks. The Board recognises that the nature and scope of the risks can change and so reviews the risks faced by the Group, as well as the systems and processes to mitigate them on an ongoing basis. The Board considers the principal risks to achieving its objectives to be:

- Strategy formulation and execution - Creating and executing the best strategy for the Group;

- Recruitment and retention of employees - Finding the best people for the business to deliver its strategy;

- Source and select the right content at the right price - Building a valuable content portfolio;

- Protection of intellectual property rights - Protecting content and brands;

- Regulatory compliance - Operating within the law and seeking to optimise efficiency;

- Information security/data protection - Protecting eOne and stakeholders' data;

- Business continuity planning - Maintaining operations in the event of an incident or crisis; and

- Financial risk - Seeking and maintaining financing to support the delivery of the Group's strategic objectives.

 

The Group continues to assess and respond to the implications of Brexit and expects there to be no significant exposures. As part of its financial risk management, the Group monitors foreign currency movements. The movement in foreign currency exchange rates during the period has an impact on the reporting of the financial performance of the Group. In particular, the different functional currencies of the Group (US dollars, Canadian dollars, euros, pounds sterling and Australian dollars) result in consolidation translation gains and losses as the Group reports its financial results in pounds sterling. During the six months ended 30 September 2018 a gain of £39.5m (2017: loss of £18.8m) has been recorded in the Currency translation reserve, reflecting the impact of the stronger pound sterling on translation of the Group's non-sterling net assets. The Group looks to balance local currency borrowings with the net assets of individual operating units to help mitigate the impact of currency movements in relation to the Group's consolidated net assets.

The financial results of individual businesses within the Group are not significantly impacted by foreign currency movements other than in relation to the investment in acquired content rights which is generally transacted in US dollars and in relation to the merchandising and licensing contracts of the Family & Brands Division. The Group reduces its exposure to risk in relation to foreign currency movements in these circumstances through hedging instruments and internal currency offsets where available.

In the view of the Board, there has been no material change in risk factors since 31 March 2018. Further details of these risks are provided on pages 39 to 43 of the Annual Report and Accounts for the year ended 31 March 2018, a copy of which is available on the Company's website at www.entertainmentone.com.

10. RELATED PARTY TRANSACTIONS

Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this note. The nature of related parties disclosed in the consolidated financial statements for the Group as at and for the year ended 31 March 2018 has not changed.

TRANSACTIONS WITH SIGNIFICANT SHAREHOLDERS

Canadian Pension Plan Investment Board (CPPIB) held 85,597,069 common shares in the Company at 30 September 2018 (31 March 2018: 85,597,069), amounting to 18.47% (31 March 2018: 18.60%) of the issued capital of the Company. CPPIB is deemed to be a related party of Entertainment One Ltd. by virtue of this significant shareholding. The Group pays CPPIB an annual fee equivalent to the annual fee paid by the Group to its other non-executive directors in consideration for CPPIB allowing Scott Lawrence to allocate time to his role as a non-executive director of the Company. The fee payable to CPPIB in respect of Scott Lawrence's services for the period ended 30 September 2018 was C$45,000 (30 September 2017: C$51,800).

At 30 September 2018 the amounts outstanding payable to CPPIB are C$62,700 (30 September 2017: C$53,500).

TRANSACTIONS WITH JOINT VENTURES

The Group owns 50% of the shares in the joint venture eOne/Fox Home Ent Distribution Canada. During the six months ended 30 September 2018 the Group made purchases of £272,160 from eOne/Fox Home Ent Distribution Canada. At 30 September 2018 the amounts outstanding payable to eOne/Fox Home Ent Distribution Canada from the Group are £68,148.

The Group owns 50% of the shares in the joint venture Suite Distribution Limited. During the six months ended 30 September 2018 the Group received income of £126,929 from Suite Distribution Limited. At 30 September 2018 the amounts receivable from Suite Distribution Limited are £110,000.

The Group owns 50% of the shares in the joint venture Squid Distribution LLC. During the six months ended 30 September 2018 the Group made purchases of £nil from Squid Distribution LLC. At 30 September 2018 the amounts payable to Squid Distribution LLC are £265,000.

The Group owns 40% of the shares in the joint venture Automatik Entertainment LLC. During the six months ended 30 September 2018 the Group received income of £nil from Automatik Entertainment LLC. At 30 September 2018 the amounts receivable from Automatik Entertainment LLC are £1,625,000.

The Group owns 50% of the shares in the joint venture Creative England-Entertainment One Global Television Initiative Limited. During the six months ended 30 September 2018 the Group received income of £nil from Creative England-Entertainment One Global Television Initiative Limited. At 30 September 2018 the amounts receivable from Creative England-Entertainment One Global Television Initiative Limited are £213,323.

KEY MANAGEMENT PERSONNEL

Key management consists of the Group Chief Executive Officer and the Group Chief Financial Officer both of whom are executive directors (30 September 2017: two executive directors and the Group Chief Financial Officer). The directors are of the opinion these persons had authority and responsibility for planning, directing and controlling the activities of the Group, directly or indirectly.

The aggregate amounts of key management compensation are set out below:

 

 

 

Period ended

30 September 2018

Period ended

30 September 2017

 

 

£m

£m

Short-term employee benefits

 

0.7

0.8

Share-based payment benefits

 

1.9

2.8

Total

 

2.6

3.6

 

For additional information in respect of key management compensation please refer to pages 71 to 79 of the 2018 Annual Report and Accounts.

11. FINANCIAL INSTRUMENTS

FINANCIAL INSTRUMENTS

As at 30 September 2018, there were no significant differences between the book value and fair value (as determined by market value) of the Group's financial assets or liabilities other than the Group's £355.0m senior secured notes, which have a fair value of £370.2m. There were no transfers between levels in the period and there have been no changes to the basis of determining the fair value measurements and valuation inputs disclosed within the Group's consolidated financial statements for the year ended 31 March 2018.

At 30 September 2018, the Group had the following financial assets and liabilities grouped into Level 2: 

 

 

 

 

 

 

 

Period ended

30 September 2018

Year ended

31 March 2018

 

 

£m

£m

Derivative financial instrument assets

 

1.7

1.1

Derivative financial instrument liabilities

 

(1.5)

(2.7)

 

At 30 September 2018, the Group had the following financial assets and liabilities grouped into Level 3:

 

 

 

Period ended

30 September 2018

Year ended

31 March 2018

 

 

£m

£m

Contingent consideration payable

 

(2.6)

(2.5)

Financial investments

 

1.8

0.8

 

 

The movements in contingent consideration payable and financial investment assets during the period ended 30 September 2018 were as follows:

 

 

 

Contingent consideration payable on acquisitions

Financial investments

Total

 

 

£m

£m

£m

Balance at 1 April 2017

 

(6.0)

0.7

(5.3)

Amounts settled

 

5.0

-

5.0

Additions

 

(1.1)

-

(1.1)

Change in fair value recorded in other comprehensive income

 

(0.6)

-

(0.6)

Exchange differences recorded in profit and loss

 

0.2

0.1

0.3

Balance at 31 March 2018

 

(2.5)

0.8

(1.7)

Additions

 

-

0.9

0.9

Exchange differences recorded in profit and loss

 

(0.1)

0.1

-

Balance at 30 September 2018

 

(2.6)

1.8

(0.8)

 

As noted in the accounting policy disclosed in the 2018 Annual Report and Accounts, the key assumptions taken into consideration when measuring the value of contingent consideration payable are the performance expectations of the acquisition and a discount rate that reflects the size and nature of the related business. There is no reasonable change in discount rate or performance targets that would give rise to a material change in the liability in these condensed consolidated financial statements.

The key assumption in measuring the value of the financial investments is the long-term performance of the financial investments. There is no reasonable change in the performance of the investments that would give rise to a material change in the assets in these condensed consolidated financial statements.

FOREIGN EXCHANGE FORWARD CONTRACTS

The Group uses forward currency contracts to reduce its exposure to transactional foreign currency movements. The majority of these contracts are denominated in the subsidiaries' functional currency and primarily cover minimum guaranteed advances payments in the USA, Canada, the UK, Australia, the Benelux, Germany and Spain and hedging of other significant financial assets and liabilities.

VALUATION TECHNIQUES AND INPUTS

 

Valuation technique and key inputs

Significant unobservable input

Relationship of unobservable inputs to fair value

Level 2:

Derivative financial instruments

Discounted cash flow - future cash flows are estimated based on forward exchange rates (from observable forward exchange rates at the end of the reporting period) and contract forward rates, discounted at a rate that reflects the credit risk of various counterparties.

N/a

N/a

Level 3:

Contingent consideration payable

Income approach - in this approach, the discounted cash flow method was used to capture the present value of the expected future economic benefits to be derived from the ownership of these investees.

The expected cash flow is based on the Group's Board-approved budget and plans adopted for the applicable period.

The value of the contingent consideration is dependent on future performance of the business.

Underlying EBITDA for a period of up to two years is used taking into account management's experience and knowledge of market conditions of the specific industries.

The higher the underlying EBITDA growth rate, the higher the value of contingent consideration payable.

 

Level 3:

Financial investments

Income approach - in this approach, the discounted cash flow method was used to capture the present value of the expected future economic benefits to be derived from the ownership of these investees.

Long-term performance of the financial investments, taking into account management's experience and knowledge of market conditions of the specific industries.

The greater the cash generation of the investment over time, the higher the fair value.

 

CONCENTRATION OF CREDIT RISK

As at 30 September 2018 the Group had two (30 September 2017: two) customers that owed the group more than 5% of the Group's total trade receivable amounts.

The assessment of credit risk and the estimation of the expected credit losses were determined by evaluating at the reporting date for each financial asset a range of possible outcomes using reasonable and supportable information based on past events, current conditions and forecasts of future events and economic conditions. A loss allowance has been recorded for all financial assets with the carrying amount a reasonable approximation of fair value.

12. INTEREST-BEARING LOANS AND BORROWINGS

 

 

 

Period ended

30 September 2018

Year ended

31 March 2018

 

 

£m

£m

Bank borrowings

 

124.9

23.8

Senior secured notes

 

355.0

355.0

Deferred finance charges net of premium on senior secured notes

 

(5.1)

(5.7)

Other

 

1.6

2.5

Interest bearing loans and borrowings

 

476.4

375.6

Cash and cash equivalents (other than those held by production subsidiaries)

 

(43.4)

(61.1)

Net Debt

 

433.0

314.5

 

 

 

 

Shown in the consolidated balance sheet as:

 

 

 

Non-current

 

476.0

375.2

Current

 

0.4

0.4

 

The following are the movements in the Group's interest-bearing loans and borrowings during the year.

 

 

Bank borrowings

Senior secured notes

Other loans

Total

£m

£m

£m

£m

At 1 April 2017

-

285.0

0.5

285.5

Drawdowns

302.6

70.0

2.1

374.7

Repayments

(269.7)

-

-

(269.7)

Exchange differences

(9.1)

-

(0.1)

(9.2)

At 31 March 2018

23.8

355.0

2.5

381.3

Drawdowns

141.2

-

-

141.2

Repayments

(44.1)

-

(1.1)

(45.2)

Exchange differences

4.0

-

0.2

4.2

At 30 September 2018

124.9

355.0

1.6

481.5

 

13. PRODUCTION FINANCING

 

 

 

Period ended

30 September 2018

Year ended

31 March 2018

 

 

£m

£m

Production financing

 

136.3

171.9

Other loans

 

4.7

4.9

Production financing (excl cash and cash equivalents)

 

141.0

176.8

Cash and cash equivalents (held by production subsidiaries)

 

(66.3)

(58.1)

Production financing

 

74.7

118.7

 

 

 

 

Production financing shown in the consolidated balance sheet as:

 

 

 

Non-current

 

86.3

86.7

Current

 

54.7

90.1

 

The following are the movements in the Group's production financing and other loans during the year.

 

 

Production financing

Other loans

Total

£m

£m

£m

At 1 April 2017

190.8

5.2

196.0

Drawdowns

234.4

0.3

234.7

Repayments

(233.9)

-

(233.9)

Exchange differences

(19.4)

(0.6)

(20.0)

At 31 March 2018

171.9

4.9

176.8

Drawdowns

63.0

-

63.0

Repayments

(108.9)

(0.5)

(109.4)

Exchange differences

10.3

0.3

10.6

At 30 September 2018

136.3

4.7

141.0

 

14. DIVIDENDS

On 21 May 2018 the directors declared a final dividend in respect of the financial year ended 31 March 2018 of 1.4 pence (2017: 1.3 pence) per share, which absorbed £5.3m of total equity (2017: £5.6m). It was paid on 4 September 2018 to shareholders who were on the register of members on 6 July 2018 (the record date). 

 

Appendix to the Interim Announcement

for the six months ended 30 September 2018

 

RECONCILIATION OF ADDITIONAL PERFORMANCE MEASURES

The Group uses a number of non-IFRS financial measures that are not specifically defined under IFRS or any other generally accepted accounting principles, including underlying EBITDA, one-off items, adjusted profit before tax, adjusted diluted earnings per share, adjusted cash flow, free cash flow, net debt and production financing. These non-IFRS financial measures (adjusted measures) are presented because they are among the measures used by management to measure operating performance and as a basis for strategic planning and forecasting, and the Group believes that these measures are frequently used by investors in analysing business performance. Adjusted measures in management's view, reflects the underlying performance of the business and provides a more meaningful comparison of how the business is managed and measured on a day-to-day basis and form the basis of the performance measures for remuneration. Adjusted measures exclude certain items because if included, these items could distort the understanding of our performance for the year and the comparability between years. The terms "underlying", "one-off items" and "adjusted" may not be comparable with similarly titled measures reported by other companies.

UNDERLYING EBITDA

The term underlying EBITDA refers to operating profit or loss excluding amortisation of acquired intangibles, depreciation, amortisation of software, share-based payment charge, tax, finance costs and depreciation related to joint ventures, and operating one-off items. A reconciliation is presented on the consolidated income statement.

ADJUSTED PROFIT BEFORE TAX AND ADJUSTED EARNINGS

The terms adjusted profit before tax and adjusted diluted earnings per share refer to the reported measures excluding amortisation of acquired intangibles, share-based payment charge, tax, finance costs and depreciation related to joint ventures, operating one-off items, finance one-off items, and, in the case of adjusted diluted earnings per share, one-off tax items. Refer to Note 6 Earnings per share for a reconciliation of profit before tax and earnings per share to the adjusted measures.

ADJUSTED CASH FLOW AND FREE CASH FLOW

Adjusted cash flow is underlying EBITDA, amortisation of investment in acquired content rights, investment in acquired content rights, amortisation of Investment in productions, Investment in productions, net of grants, working capital and joint venture movements.

Free cash flow is adjusted cash flow less capital expenditure, tax paid and net interest paid. It is measured excluding one-off items.

LIBRARY VALUATION

Underpinning eOne's focus on growth through content ownership, the Group commissions an annual independent library valuation calculated using a discounted cash flow model (discounted using the Group's post-tax weighted average cost of capital) for all of eOne's family, television, music and film assets on a rateable basis with eOne's ownership of such assets. The valuation is completed for all committed assets at each year end and is completed in the first half of the following fiscal year.

As such the valuation as at 31 March 2018 was completed in September 2018 using the up to date cash flows that represent forecast of future amounts which will be received from the exploitation of the assets, net of payments made as royalties or non-controlling interests and an estimate of the overheads required to support such exploitation.

CURRENCY AND ACQUISITION RELATED ADJUSTMENTS

The Group presents revenue and underlying EBITDA on a constant currency basis, which is calculated by retranslating the comparative figures using weighted average exchange rates for the current year.

A reconciliation of the revenue growth on a constant currency basis is shown below:

 

 

 

Restated

 

 

Six months ended

Six months ended

 

 

30 September 2018

30 September 2017

Change

 

£m

£m

%

Revenue (per IFRS condensed consolidated income statement)

404.9

412.7

(1.9%)

Currency adjustment

-

(8.7)

 

Revenue (constant currency)

404.9

404.0

0.2%

 

 

A reconciliation of the underlying EBITDA growth on a constant currency basis is shown below:

 

 

 

Restated

 

 

Six months ended

Six months ended

 

 

30 September 2018

30 September 2017

Change

 

£m

£m

%

Underlying EBITDA (per IFRS condensed consolidated income statement)

60.1

54.5

10.3%

Currency adjustment

-

0.3

 

Underlying EBITDA (constant currency)

60.1

54.8

9.7%

 

CASH FLOW AND NET DEBT

The Group defines net debt as interest-bearing loans and borrowings net of cash and cash equivalents other than cash held by production subsidiaries. Interest-bearing loans and borrowings include senior secured notes and the revolving credit facility net of deferred finance charges, bank overdrafts and other interest-bearing loans.

The table below reconciles free cash flow associated with the net debt of the Group, shown in the Other Financial Information section of this Interim Announcement, to the net cash from operating activities and net movement in cash and cash equivalents in the condensed consolidated cash flow statement. It excludes cash flows associated with production activities funded using production financing. Refer to the Cash Flow and Production Financing section below for a reconciliation.

 

 

 

Restated

 

Six months ended

Six months ended

 

30 September 2018

30 September 2017

 

£m

£m

Underlying EBITDA

56.8

50.1

Adjustment for:

 

 

One-off items

(58.8)

(3.4)

Disposal of property, plant and equipment

-

-

Amortisation of investment in productions

58.2

22.3

Investment in productions, net of grants received

(52.8)

(35.9)

Amortisation of investment in acquired content rights

35.7

50.8

Investment in acquired content rights

(64.5)

(86.9)

Impairment of investment in acquired content rights

16.8

-

Operating cash flows before changes in working capital and provisions

(8.6)

(3.0)

Working capital movements

(52.4)

(56.9)

Income tax paid

(14.6)

(21.7)

Net cash from operating activities

(75.6)

(81.6)

 

 

 

Cash one-off items

3.9

28.0

Purchase of plant, property and equipment and software

(1.7)

(1.5)

Interest paid

(14.7)

(11.5)

Free cash flow

(88.1)

(66.6)

 

 

 

Cash one-off items

(3.9)

(28.0)

One-off finance items

(0.9)

(13.2)

Acquisitions, net of net debt acquired and transactions with shareholders

(12.0)

(3.2)

Net proceeds on issue of shares

0.1

-

Dividends paid

(9.3)

(10.0)

Net increase in net debt

(114.1)

(121.0)

 

 

 

Net debt at beginning of the period

(314.5)

(187.4)

Net increase in net debt

(114.1)

(121.0)

Effect of foreign exchange rate changes on net debt held

(4.4)

(4.4)

Net debt at the end of the period

(433.0)

(312.8)

 

 

 

The table below reconciles the movement in net debt to movement in cash associated with net debt of the Group:

 

 

 

 

Six months ended

Six months ended

 

30 September 2018

30 September 2017

 

£m

£m

Net increase in net debt

(114.1)

(121.0)

Net drawdown of interest bearing loans and borrowings

96.0

98.5

Fees paid in relation to the Group's bank facility, premium received on notes and one-off finance costs

(0.3)

(0.2)

Acquisitions, net debt acquired

-

-

Amortisation of deferred finance charges and premium on secured notes

0.9

0.9

Write-off of deferred finance charges and other items

-

-

Net decrease in cash and cash equivalents at the end of the period (net of bank overdrafts)

(17.5)

(21.8)

 

 

CASH FLOW AND PRODUCTION FINANCING

The Group defines production financing as non-recourse production financing net of cash and cash equivalents which is used to fund the Group's productions. The financing is arranged on an individual production basis by special purpose production subsidiaries which are excluded from the security of the Group's corporate facility. It is short-term financing whilst the production is being made and is paid back once the production is delivered from the sales receipts and tax credits received. The Group deems this type of financing to be short-term in nature and is excluded from net debt. The Group therefore shows the cash flows associated with these activities separately.

The table below reconciles free cash flow associated with the production financing of the Group, shown in the Other Financial Information of this Interim Announcement, to the net cash from operating activities and net movement in cash and cash equivalents in the consolidated cash flow statement. It excludes cash flows associated with net debt which are reconciled in the Cash Flow and Net Debt section above.

 

 

 

Restated

 

Six months ended

Six months ended

 

30 September 2018

30 September 2017

 

£m

£m

Underlying EBITDA

3.3

4.4

Adjustment for:

 

 

One-off items

(0.6)

-

Amortisation of investment in productions

55.3

57.4

Investment in productions, net of grants received

(42.8)

(107.1)

Share of results of joint ventures

(0.1)

-

Operating cash flows before changes in working capital and provisions

15.1

(45.3)

Working capital movements

35.1

53.4

Income tax paid

0.7

(1.0)

Net cash from operating activities

50.9

7.1

 

 

 

Cash one-off items

0.7

1.8

Purchase of plant, property and equipment and software

-

-

Interest paid

(0.1)

(0.7)

Free cash flow

51.5

8.2

 

 

 

Cash one-off items

(0.7)

(1.8)

Cash one-off finance items

-

-

Acquisitions, net of production financing acquired

-

-

Net decrease in production financing

50.8

6.4

 

 

 

Production financing at the beginning of the period

(118.7)

(152.3)

Net decrease in production financing

50.8

6.4

Effects of foreign exchange changes on production financing held

(6.8)

4.1

Production financing at the end of the period

(74.7)

(141.8)

 

 

 

The table below reconciles the movement in production financing to the movement in cash associated with production financing taken out by the Group:

 

 

 

 

Six months ended

Six months ended

 

30 September 2018

30 September 2017

 

£m

£m

Net decrease in production financing

50.8

6.4

Net repayment of production financing

(46.4)

(1.9)

Net increase in cash and cash equivalents at the end of the period

4.4

4.5

 

 

INDEPENDENT REVIEW REPORT TO ENTERTAINMENT ONE LTD.

REPORT ON THE CONDENSED CONSOLIDATED HALF YEAR FINANCIAL STATEMENTS

Our conclusion

We have reviewed Entertainment One Ltd.'s condensed consolidated half year financial statements (the "interim financial statements") in the half-yearly report of Entertainment One Ltd. for the six month period ended 30 September 2018. Based on our review, nothing has come to our attention that causes us to believe that the interim financial statements are not prepared, in all material respects, in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union and the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority.

What we have reviewed

The interim financial statements comprise:

· the condensed consolidated balance sheet as at 30 September 2018;

· the condensed consolidated income statement and condensed consolidated statement of comprehensive income for the period then ended;

· the condensed consolidated cash flow statement for the period then ended;

· the condensed consolidated statement of changes in equity for the period then ended; and

· the explanatory notes to the interim financial statements.

The interim financial statements included in the half-yearly report have been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union and the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority.

As disclosed in Note 2 to the interim financial statements, the financial reporting framework that has been applied in the preparation of the full annual financial statements of the Group is applicable law and International Financial Reporting Standards (IFRSs) as adopted by the European Union.

Responsibilities for the interim financial statements and the review

Our responsibilities and those of the directors

The half-yearly report, including the interim financial statements, is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly report in accordance with the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority.

Our responsibility is to express a conclusion on the interim financial statements in the half-yearly report based on our review. This report, including the conclusion, has been prepared for and only for the Company for the purpose of complying with the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority and for no other purpose. We do not, in giving this conclusion, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

What a review of interim financial statements involves

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, 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.

We have read the other information contained in the half-yearly report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the interim financial statements.

 

 

PricewaterhouseCoopers LLP

Chartered Accountants

London, United Kingdom

19 November 2018

 

 

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
 
 
IR LFFVILILALIT
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