Entertainment One Ltd. Results Announcement for the Financial Year Ended 31 March 2014 Strong Growth with Inaugural Dividend Declared

Transcription

1 Entertainment One Ltd. Results Announcement for the Financial Year Ended 31 March 2014 Strong Growth with Inaugural Dividend Declared Entertainment One Ltd. ( Entertainment One, eone, the Group or the Company ) is pleased to announce its results for the financial year ended 31 March Financial Highlights Reported results Adjusted results Change Change Revenue () Reported % Pro forma/constant currency % Underlying EBITDA 2 () Reported % Pro forma/constant currency % Profit before tax 3 () % % Diluted earnings/(loss) per share 3 (pence) 7.0 (0.5) Net debt 4 () Pro forma/constant currency financial results provide a like-for-like comparison with the prior year shown on a pro forma basis for the results of Alliance Films Holdings Inc. ( Alliance ), which was acquired on 8 January 2013, as if that business had been acquired on the first day of the comparative period. Constant currencies have been calculated by retranslating the comparative figures using monthly average exchange rates for the year to 31 March Underlying EBITDA is operating profit before operating one-off items, share-based payment charges, depreciation and amortisation of acquired intangibles. Underlying EBITDA is reconciled to operating profit in the Financial Review section of this Results Announcement. 3 Adjusted profit before tax is profit before tax before operating one-off items, share-based payment charges, amortisation of acquired intangibles and one-off items within net finance charges; adjusted diluted earnings is adjusted for the tax effect of these items. 4 Adjusted net debt includes net borrowings under the Group s senior debt facility but excludes production net debt. Operational Highlights Growth in revenues and underlying EBITDA reflecting a strong underlying performance across the Group, including the first full year of results for Alliance which was acquired on 8 January 2013 The Film Division released 275 titles theatrically (2013 pro forma: 311), delivering improved margins driven by the realisation of Alliance synergies and has a strong slate of films in place for future years, including those from the renewal of key output agreements and its own production slate The Television Division delivered 317 half hours of television programming (2013: 295 half hours) and signed new distribution agreements with AMC Networks and El Rey Network, and has a strong pipeline of new network orders and renewals already commissioned Peppa Pig continues to grow its international presence with licensing agreements now numbering more than 300 globally and is expanding further into new markets including Latin America, China, South-East Asia, France and Germany 1

2 Strategic Highlights The Company transferred the listing category of all of its common shares from the standard listing segment to the premium listing segment of the Official List of the Financial Conduct Authority on 1 July 2013 Entertainment One became a constituent member of the UK s FTSE 250 Index on 23 September 2013 The directors have declared a final dividend for the financial year of 1.0 pence per share, being the Company s inaugural dividend Darren Throop, Chief Executive Officer, commented: It has been another very positive year for Entertainment One and I am delighted to report a year of growth and higher margins. This strong operating performance again demonstrates the strength of our strategy of investing in content rights and exploiting them across multiple territories and multiple consumer platforms. The Company s entry into the FTSE 250 and the payment of an inaugural dividend mark another milestone in eone s development and continues our track record of delivering an improved return on investment for our shareholders. Allan Leighton, Chairman, commented: I am delighted to be joining Entertainment One at a time when the business is in such a robust position. eone s multi-territory, multi-platform strategy ideally positions the Group to benefit from growing consumer demand for high-quality exclusive content. For further information, please contact: Redleaf Polhill Emma Kane / Rebecca Sanders-Hewett Tel: +44 (0) eone@redleafpr.com Entertainment One Darren Throop (CEO) via Redleaf Polhill Giles Willits (CFO) via Redleaf Polhill Patrick Yau (Director of Investor Relations) Tel: +44(0) PYau@entonegroup.com J. P. Morgan Cazenove (Joint Broker) Hugo Baring / Virginia Khoo Tel: +44 (0) Cenkos Securities plc (Joint Broker) Stephen Keys Tel: +44 (0) A presentation to analysts will take place on Tuesday, 20 May 2014 at 9.30am BST at Entertainment One s offices at 45 Warren Street, London W1T 6AG. 2

3 Cautionary statement This Results 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. 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 Results Announcement should be construed as a profit forecast. A copy of this Results Announcement for the year ended 31 March 2014 can be found on our website at Copies of the Annual Report and Accounts for the year ended 31 March 2014 will be available to shareholders shortly. 3

4 BUSINESS PERFORMANCE AND FINANCIAL REVIEW OVERVIEW Delivering the strategy Following the successful integration of the Alliance business, which was acquired in January 2013, the Group has now reached a size and scale where it can more fully realise its potential through delivering on its strategy. The financial strength of the enlarged Group has enabled eone to increase its investment in exclusive film and television content, while delivering higher EBITDA margins in both the Film and Television Divisions. The Film business is now the leading independent distributor in its core territories and the expansion of the Television business, including Peppa Pig s international presence, has further increased the geographical footprint of the Group s revenues. The Group s goal remains the same to become the world s leading independent entertainment group through the production and acquisition of entertainment content rights for exploitation across all consumer media throughout the world and the business continues to focus on its three strategic pillars: Grow content portfolio: create future value by growing a diversified film and television rights portfolio Investment in acquired content rights and productions increased by 27% to million (2013 pro forma: million). Based on the independent valuation dated March 2013, the Group s content library has increased in value by 85% to over US$650 million (2013: over US$350 million) Extend global content reach: expand reach of content by both geography and content platform As well as taking market leading positions in its core territories during the year, the Group has continued to grow its international business (outside these territories), which now delivers over 23% of Group revenues (2013 pro forma: 18%). eone s Television business distributes programming to over 150 countries and the Group has re-launched its International Film business to also exploit film rights outside its core territories Enhance investment returns: use size and scale to drive improved financial return Digital sales, which now account for 21% of Group revenues, increased 38% year-onyear to million (2013 pro forma: million) and synergies from the Alliance acquisition, which have delivered ahead of the C$20 million target, helped increase EBITDA margin to 11.3% (2013 pro forma: 9.3%) As we execute on these strategic pillars, our performance will be reflected in the achievement of our long-term financial objectives, which include growing adjusted earnings per share, return on capital employed and cash conversion. The success of the Group s strategy is reflected in another strong financial performance in the year delivering EBITDA of 92.3 million on revenues of million and the business enters the new financial year well-positioned in both Divisions and in all of its core territories. 4

5 Premium listing and FTSE inclusion Entertainment One transferred the listing category of all of its common shares from the standard listing segment to the premium listing segment of the Official List of the Financial Conduct Authority on 1 July 2013 and became a constituent member of the FTSE UK Index Series on 23 September The Company s premium listing has broadened its range of investors and enhanced the liquidity of its shares. Declaration of dividend The directors have declared a final dividend for the financial year of 1.0 pence per share, being the Company s inaugural dividend under its progressive dividend policy, reflecting the Board s confidence in Entertainment One s medium and long-term prospects. Outlook Based on the foundation of strong financial performance and consistently delivering on its strategy, the Group outlook for the new financial year is very positive. The Film Division has a strong slate of over 275 films set for release in the coming year and a much larger library of titles for exploitation. In Television Production & Sales there is continued growth in the roster of new programming and renewals and, against the backdrop of healthy demand for content from digital platforms and traditional television networks, revenues from its new output agreements will start to be delivered during the new financial year. Family remains focused on growing its international licensing and marketing presence with its existing properties, while building its portfolio through the development of new properties. 5

6 DIVISIONAL REVIEWS The Group continues to report its revenues in two segments, Film Division and Television Division. Unless otherwise stated, comparative information for the year ended 31 March 2013 in the Divisional Reviews is stated on a pro forma and constant currency basis to provide a like-for-like comparison of performance. Film Overview & strategy The Group s Film business, which comprises operations in the UK, Canada, the US, Spain, Benelux and Australia, is the largest independent film distributor in the world. The Division s focus is on the acquisition of exclusive film content rights and the exploitation of these rights on a multi-territory basis across all media channels. eone is also developing its own film production capability which enables it to retain upside in a film s performance, whilst reducing its financial exposure to a level comparable to a typical third-party produced content acquisition. During the year, the Group also re-launched its International Film business under new leadership to improve access to new content and to enable the Group to benefit from the exploitation of film content rights outside its core territories. This financial year was a period of consolidation in the Film Division, with a planned rationalisation of the Group s activities in Canada and the UK, where the legacy Alliance and eone businesses had competing operations. A reduction in the number of theatrical and home entertainment releases removed the overlap in film release slates, and the combination of back-office departments and rationalisation of suppliers delivered cost savings in excess of the Group s synergy targets. The Group will continue to drive economies of scale and operational efficiencies in this current financial year. The Film business is now well-positioned in each of its international territories and is of a scale where it can more fully realise the potential of its strategy. Investment in content is set to grow to over 200 million in the new financial year, targeted on maintaining the Group s presence in its existing territories, with growing International Film and Film Production to bring further content into the portfolio. The number of multi-territory theatrical titles released during the year continued to expand in line with the Group s operating strategy and key output agreements were signed or renewed with Relativity Media and CBS Films during the year, and with The Weinstein Company in April 2014, helping to secure the baseline for future release schedules. The combination of the enlarged Film business, eone s portfolio approach of delivering a significant number of releases spread across its six territories, together with upfront visibility of US box office performance, results in a low-risk model which means that the Group is not reliant upon the success of a small number of titles. Whilst it is expected that the performance of individual titles will vary, the effect of the portfolio is to deliver a consistent margin performance at the overall Film Division level. 6

7 Summary financial performance: Film Pro forma/constant Reported (audited) currency* (unaudited) Change 2013 Change Revenue () % % % of revenue: Theatrical (%) 19% 17% +2pts 21% -2pts Home entertainment (%) 41% 53% -12pts 47% -6pts Broadcast and Digital (%) 32% 24% +8pts 28% +4pts Other (%) 8% 6% +2pts 4% +4pts Underlying EBITDA () % % EBITDA margin (%) pts pts Investment in acquired content and productions () % % * In order to provide like-for-like comparisons, the above table includes the prior year figures on a pro forma and constant currency basis. For the purposes of this analysis, pro forma includes the results of Alliance, which was acquired on 8 January 2013 as if that business had been acquired on the first day of the comparative period. Constant currencies have been calculated by retranslating the comparative figures using monthly average exchange rates for the year to 31 March On a reported basis, revenue increased by 33% to million (2013: million) and underlying EBITDA increased by 50% to 74.1 million (2013: 49.3 million), supported by increased investment in acquired content and productions, up 104% to million (2013: 95.4 million). On a pro forma basis, primarily driven by the rationalisation of the Canadian business, revenues were 1% lower (2013: million). However, the delivery of operating efficiencies and synergies drove an increase in pro forma underlying EBITDA of 19% to 74.1 million (2013: 62.5 million), with EBITDA margins higher at 10.8% (2013 pro forma: 9.0%). Pro forma investment in acquired content rights and productions was 43% higher at million (2013: million), reflecting underlying growth in the UK, Canada, Benelux and Australia, and the timing of MG payments at the year end. Changes in the overall mix of revenues in the Film business reflect the rationalisation of the theatrical and home entertainment slate and the anticipated market shift of physical to digital distribution, as well as growth in other sales which include the Film Production business, reflecting the increased focus on this area of the Film Division. Operating performance Theatrical The Group released 275 titles theatrically in the year (2013: 311), generating box office takings of US$540 million (2013: US$609 million) and delivering theatrical revenues that were 11% lower than the prior year and comprising 19% of overall film revenues. 7

8 Theatrical revenues were lower in the UK, partly driven by the exceptional performance of The Twilight Saga: Breaking Dawn - Part 2 in the prior year, and Canada where the planned rationalisation of the combined film slate of the eone and Alliance businesses resulted in fewer releases. Lower performance in the UK and Canada was partially offset by growth in Benelux and Australia which was particularly strong with eone s investment strategy driving increases in theatrical revenues of 44% and 82%, respectively. The Hunger Games: Catching Fire and Divergent opened as number one at the box office in Canada, whilst number one releases in the UK included Prisoners, Need for Speed and Academy Award winner 12 Years a Slave. Other key theatrical releases in the year included Now You See Me, Rush, American Hustle, The Butler, 2 Guns, Philomena, Blue Jasmine, Dallas Buyers Club, Red 2 and Behind the Candelabra. Additionally, Insidious: Chapter 2, which was produced as well as distributed by eone, opened as number one at the box office in the US, Canada and the UK and grossed over US$150 million in global box office revenues. Based on box office takings for 2013 calendar year, eone was the leading independent distributor in Canada, the UK, Benelux and Spain. Canada remains the Group s largest territory where its box office share is over 20%. The Group plans to release over 275 films theatrically during the next financial year, including Hunger Games: Mockingjay Part 1, Paddington, Suite Française, Insurgent, St. Vincent de Van Nuys, The Water Diviner, Nativity 3 and Expendables 3. Home entertainment The Group handled 611 home entertainment releases in the year (2013: 777) with overall revenues 14% lower than the prior year, comprising 41% of overall Film revenues. The lower revenue was primarily driven by the overall anticipated market decline, reflecting the move from physical to digital formats, and by the planned rationalisation of the Group s home entertainment release schedule in Canada, following the Alliance acquisition. The UK and Australia saw growth in their respective home entertainment sales reflecting box office release timings, but performance in all other territories reflected the general market trends and was in line with management expectations. This decline was partly offset by the significant increase in digital revenues, reflecting the anticipated growth in demand from new media channels for entertainment content. Key releases included Safe Haven, Red 2, Welcome to the Punch, Django Unchained, Silver Linings Playbook, The Impossible, Quartet, Prisoners, Warm Bodies, Now You See Me and The Hunger Games: Catching Fire. The Group plans over 575 home entertainment releases during the next financial year, including 12 Years a Slave, Divergent, Hunger Games: Mockingjay Part 1, Paddington, Expendables 3 and Need for Speed. Broadcast and Digital The Group s combined broadcast and digital revenues increased by 15% year-on-year, with growth in all core territories, and now accounts for 32% of overall Film revenues (2013: 28%). In the UK, digital revenues increased as the combined business now has ongoing agreements in place with both LOVEFiLM and Netflix. The year also saw new broadcast deals with Channel 4 and the BBC. In Benelux, digital revenues were higher than the previous year because of increased revenue from Netflix, which launched in the territory during the year. 8

9 Australian television and digital sales continue to grow, reflecting the increased investment in content since acquisition in 2011, which helped the business conclude a three-year agreement with local broadcaster, Foxtel. Canadian broadcast revenues were in line with prior year despite the extension of the Bell Media contract only being concluded in April 2014 and therefore falling outside the current financial year. Digital revenues were supported by a new library deal which was agreed with Netflix for Canadian titles. Key broadcast/digital releases in the year included The Twilight Saga: Breaking Dawn - Part 2, Now You See Me, The Woman in Black, Looper, The Impossible, Nativity 2, The Sweeney, Warm Bodies, The Perks of Being a Wallflower, Song for Marion, Sinister, Riddick, and Gnomeo & Juliet. Film Production eone s Film Production business has had a good first full year. The Group s biggest success in the period, Insidious: Chapter 2, opened as number one at the box office in the US, the UK and Canada and has delivered over US$150 million in global box office revenues. Other productions delivering revenues for the business during the current year were Dark Skies and The Woman in Black. Films produced by eone are managed through a combination of owned and joint-venture production companies and are financed in a way that ensures eone retain upside in the performance of each title, whilst reducing its financial exposure to a level comparable to a typical third-party produced content acquisition. Suite Française is currently in post-production and due for release in late 2014 and the business has other productions in the pipeline including Sinister 2, The Woman in Black: Angel of Death and Insidious: Chapter 3. International Film eone s International Film business is a full service agent for independent producers and directors, and connects eone s global Film activities including Film Production and worldwide acquisitions. It provides an integrated financing and investment model to offer film producers a more efficient and concentrated route to market for their films, supported by external funding relationships and leveraging eone distribution territories. For eone, the business delivers earlier access to content creators to acquire worldwide rights and secure distribution for eone territories and supports the monetisation of productions through its international distribution network. Collaboration with eone s own Film business territories allows the Group to maximise distribution potential of films and improve margins. Following its re-launch in January 2014, eone has announced international distribution deals for Trumbo and Eye in the Sky. Television Overview & strategy The Group s Television Division comprises the North American-based Television Production & Sales business and the UK-based Family business. It also incorporates the results of the Group s US-based music label. 9

10 The Division s focus is on the production of television programming, the acquisition of television content rights and the exploitation of branded properties through licensing and merchandising activities. The Production & Sales business has had a strong financial year. As well as increasing its own programming output and library sales during the year, eone signed significant new distribution agreements with AMC Networks and El Rey Network. As the Production & Sales business continues to grow, the Group will continue to look for new output, co-production and co-development deals to supplement its own programming output. For the first time, syndication opportunities for Rookie Blue are now being explored, and these are expected to take months to come to fruition however, once in place, these agreements will further improve margins in the Television Production business. The Family business has seen particularly strong growth in the year, with the continued international expansion of Peppa Pig and its other existing properties. Licensing agreements now number more than 450 globally, and the Group continues to develop new properties for exploitation, supported by strong broadcasting partnerships. Summary financial performance: Television Reported (audited) Constant currency (unaudited) Change 2013 Change Revenue () % % % of revenue: Television Production & Sales (%) 66% 73% -7pts 72% -6pts Family (%) 22% 13% +9pts 14% +8pts Music (%) 12% 14% -2pts 14% -2pts Underlying EBITDA () % % EBITDA margin (%) pts pts Investment in acquired content and productions () % % On a reported basis, revenue increased by 22% to million (2013: million) and underlying EBITDA increased by 35% to 24.3 million (2013: 18.0 million), with investment in acquired content rights and productions marginally lower at 76.6 million (2013: 79.6 million). Revenues were 28% higher on a constant currency basis. Underlying EBITDA was up 44% to 24.3 million (2013: 16.9 million) driven by higher EBITDA margins at 15.0% (2013: 13.3%). Investment in acquired content rights and productions was broadly in line with prior year at 76.6 million (2013: 77.9 million) reflecting an increase in investment in Television Production & Sales offset by a reduction in Music (which included the acquisition of Death Row Records in the prior year) and Family. 10

11 Operating performance Television Production & Sales Television Production & Sales comprises the Group s production and international distribution businesses. Increased production activities resulted in another year of revenue and underlying EBITDA growth with eone continuing to strengthen its position as a leading North American independent producer. Production revenues increased due to the higher number of half hours of production delivered (317 half hours versus 295 half hours in 2013) and improved library sales, with EBITDA margin increasing year-on-year. Good progress was made in obtaining renewals for existing shows and commissioning new programmes. 40% of deliveries related to new commissions (2013: 51%) indicating a positive inflow of new production to drive future renewals. Current year renewals accounted for 60% (2013: 49%) representing 190 half hours compared to 146 in the previous year. The pipeline remains robust. Whilst contracted sales not yet recognised at the year end relating to work in progress were lower at 15 million (2013: 35 million), this was because two significant renewals for Hell on Wheels and Haven, which together total 31 million, were concluded in April 2014 and therefore fell outside the 2014 financial year. Significant digital subscription on demand sales were made during the year, with digital revenues now comprising 12.9% of revenues (2013: 2.4%). Highlights of new commissions have included Klondike, the Discovery Channel s first scripted project (which helped drive Discovery Channel to deliver its most-watched Monday primetime to-date and best ever month for viewership), and Bitten, which premiered on Syfy and Space. Other major primetime shows delivered during the year included season two of Saving Hope, season two of Rogue, season three of Hell on Wheels and season four of Haven. eone s most successful show to-date, Rookie Blue, commenced delivery of a new season in March Deliveries of movies of the week for the Hallmark Channel included Window Wonderland, My Gal Sunday and Riverboat Mystery Cruise. Non-scripted deliveries included Undercover Boss, Mary Mary 3, Sisters with Voices and The Sheards. The new financial year s production slate already includes commissioned renewals for season three of Saving Hope, season four of Hell on Wheels and seasons five of Haven and Rookie Blue, as well as new commission Book of Negroes for Black Entertainment Television. Commissions for eone s most successful shows have renewed with expanded orders Hell on Wheels renewed with 13 episodes (up from ten episodes), Rookie Blue renewed with 22 episodes (up from 13 episodes) and Haven renewed for a double season of 26 episodes. Television movies commissioned include Mother s Day Off and The Memory Book ordered by the Hallmark Channel. Revenues from international television sales of the Group s own productions and third-party content continued to develop well. Exclusive multi-year television distribution agreements for original scripted series with US-based AMC Networks AMC and Sundance Channel and the recently-launched El Rey Network were concluded during the year and are expected to deliver strong international sales revenues in the new financial year through productions including Halt and Catch Fire and Turn. Family The Family business had a strong year of growth in licensing and merchandising sales. Revenues were more than double prior year levels, driven by increased international sales, and delivered strong growth in EBITDA. The cumulative number of Peppa Pig licensing agreements have now reached more than 300 globally, with a further 150 agreements for the Group s other licensing properties. 11

12 Peppa Pig has held its position as the leading pre-school toy licensed property in the UK (winning the award for Best Pre-school Licensed Property for the fourth time at the Annual Licensing Awards) and delivered its highest level of UK royalties to-date. Demand remains strong enabling eone to continue to retain good support from existing and new licensees. Peppa is also the number one property in Italy, Spain and Australia. In Italy, Peppa has experienced significant growth with support from our local broadcasting partners RAI YOYO and Disney Jr. March 2014 saw Peppa increase its US television presence, where it now airs for three hours on Nick Jr. on a daily basis. In March 2014, the first Peppa Pig DVD launched in the US, shipping to key retailers including Wal-Mart, Target and Toys R Us with sales far exceeding initial forecasts. Peppa toys launched in January 2014 on Amazon.com and will launch on Walmart.com in the third quarter, adding to the range of Peppa merchandise already available online and in stores at Toys R Us. Peppa s international marketing for the next two years will be focused on Latin America, China, South-East Asia, France and Germany. Revenues from Ben & Holly s Little Kingdom have grown in the year, supported by strong broadcast ratings in the UK, and a new Character Options toy line will launch in the autumn. Ben & Holly has also been launched exclusively in Australia via ABC stores and in Spain with eone s existing broadcaster and agent. The acquisition of Art Impressions (a Los Angeles-based brand and licensing agency), in July 2013, marks an expansion of eone Family s licensing business into the lifestyle segment. Key brands owned and managed by Art Impressions are So So Happy and Skelanimals, both of which are teen/tween brands driven by design concepts rather than television programming. So So Happy branded products are featured in specialty shops around the world and were also launched in Walmart Canada during the year. In addition, eone is in production on a new animated show for 6-12 year-olds, called Winston Steinburger and Sir Dudley Ding Dong, for broadcast in association with Teletoon Canada and ABC3 Australia. Two more shows are currently in production and will be announced when the series are closer to delivery. One is a pre-school property with strong licensing potential for boys that will complement well the girl-skewed licensing programmes for Peppa Pig and Ben & Holly s Little Kingdom. The second is an action adventure property aimed at boys in the 5-8 year-old age group, again with strong licensing potential. eone has worldwide licensing rights for both of these properties, including television, digital and licensing on a global basis. Both of these properties demonstrate the strategy of the Family business which is to develop, produce and brand-manage strong properties targeting every key demographic of the licensing industry. Music Revenue in eone s music label was 11% higher than the prior year, benefitting from the 2013 purchase of the rights to the Death Row Records catalogue and a higher level of digital sales. There were strong catalogue sales in the year on the label from 2Pac s album All Eyez on Me, as well as major releases from DJ Drama, Pop Evil, Snoop Dogg and Jake Miller. The new financial year will see releases from Kelly Price, The Game, Michelle Williams and Ace Frehley. 12

13 FINANCIAL REVIEW The Group delivered strong growth in the year, increasing reported revenue by 30% to million (2013: million) and reported underlying EBITDA (operating profit before operating one-off items, share-based payment charge, depreciation and amortisation of acquired intangibles) by 48% to 92.3 million (2013: 62.5 million). This was driven by a full year s ownership of the Alliance business compared to only three months in the prior year, delivery of synergies and a strong underlying performance, particularly in Television. On a pro forma constant currency basis (including the results of Alliance, which was acquired on 8 January 2013, as if that business had been acquired on the first day of the comparative period) Group revenues and underlying EBITDA increased by 2% and by 24%, respectively. Reported (audited) Adjusted (audited) Revenue Underlying EBITDA Amortisation of acquired intangibles (36.0) (18.2) - - Depreciation (2.6) (2.6) (2.6) (2.6) Share-based payment charge (2.7) (1.2) - - One-off items (22.1) (26.8) - - Operating profit Net finance charges (7.9) (8.2) (11.8) (6.1) Profit before tax Tax (1.3) (6.6) (19.4) (15.0) Profit/(loss) for the year 19.7 (1.1) Adjusted operating profit (which excludes amortisation of acquired intangibles, share-based payment charges and operating one-off items) increased by 50% to 89.7 million (2013: 59.9 million) reflecting the growth in underlying EBITDA, helping drive a 45% increase in adjusted profit before tax to 77.9 million. The Group s reported profit before tax of 21.0 million (2013: 5.5 million) increased by 282% on the prior year. Amortisation of acquired intangibles Amortisation of acquired intangibles increased by 17.8 million to 36.0 million, reflecting the full year charge following the increase in acquired intangible assets resulting from the Alliance acquisition. Capital expenditure and depreciation Capital expenditure increased by 45% to 4.2 million (2013: 2.9 million), driven by systems and leasehold property spending as a result of the integration of the Alliance businesses. Depreciation, which includes the amortisation of software, was in line with the prior year at 2.6 million. 13

14 Share-based payment charge During the year a new Long Term Incentive Plan ( LTIP ) was implemented by the Group. The new scheme has been extended to an increased number of employees. Two grants were made under the LTIP during the year covering approximately 100 employees which have resulted in the share-based payment charge increasing by 1.5 million to 2.7 million for the year ended 31 March One-off items One-off items totalled 22.1 million and included 19.5 million of net Alliance-related costs and 2.6 million of other corporate projects and acquisition costs, mainly related to the transfer of the listing category of all of the Company s common shares from the standard listing segment to the premium listing segment of the Official List of the Financial Conduct Authority. The Alliance-related costs comprise 14.2 million of restructuring expenditure and a charge of 5.3 million resulting from a reassessment of the amount of contingent consideration payable in respect of box office targets, net of provisions for under-performing titles, related to the Alliance acquisition. Net finance charges Reported net finance charges were 7.9 million. These included one-off gains of 3.9 million relating primarily to the revaluation of certain monetary assets and liabilities acquired as part of the Alliance acquisition and also on the implementation of a finance structure. Excluding one-off gains adjusted finance charges of 11.8 million were 5.7 million higher in the current year, reflecting the full year impact of the higher average net debt levels since the Alliance acquisition. The weighted average interest cost was 5.1% compared to 5.2% in the prior year, giving a cash interest cover of 8.6 times underlying EBITDA (2013: 9.9 times). Tax The reported tax charge for the year was 1.3 million (2013: 6.6 million) giving an effective tax rate of 6.2% (2013: 120.0%). On an adjusted basis (excluding operating one-off items, amortisation of acquired intangibles, share-based payment charges and one-off items in net finance costs and the tax effect of excluded items), the effective tax rate was 24.9% (2013: 27.9%). The year-on-year decrease in the effective tax rate is due to the impact of a lower UK tax rate and changes in the mix of profits between jurisdictions with differing tax rates. Earnings per share Reported basic earnings per share was 7.1 pence (2013: loss of 0.5 pence). The increase reflects the strong underlying EBITDA performance in the year. On an adjusted basis, profit after tax was 58.5 million, 51% ahead of the prior year with adjusted diluted earnings per share up 31% at 20.9 pence (2013: 15.9 pence). This reflects a higher adjusted profit after tax which is partially offset by the impact of a higher weighted average number of shares compared to the prior year. Dividends The directors have declared a final dividend for the year ended 31 March 2014 of 1.0 pence per share, which is expected to result in a total payment to shareholders of 2.9 million. It will be paid on or around 9 September 2014 to shareholders who are on the register of members on 11 July 2014 (the record date). This dividend is expected to qualify as an eligible dividend for Canadian tax purposes. The dividend will be paid net of withholding tax, based on the residency of the individual shareholder. The directors did not recommend the payment of a dividend for the year ended 31 March

15 Cash flow Net cash from operating activities of million was 45% ahead of the previous year, reflecting the improved underlying EBITDA and strong cash generation from the enlarged business and the Group s content acquisition and production activities. Consistent with the Group s strategy to grow its content portfolio, investment in acquired content rights and productions totalled million, compared to million in the prior year. Free cash outflow is 13.0 million higher at 17.1 million (2013: 4.1 million) as a result of higher investment in acquired content rights and productions, partly offset by higher cash from operating activities. Adjusted net debt 31 March 2014 Prod n net debt Total 31 March 2013 Net debt at 1 April (87.8) (56.7) (144.5) (90.2) Net cash from operating activities Investment in acquired content rights and productions (199.5) (71.7) (271.2) (175.0) Purchases of acquired intangible assets (4.2) Purchase of other non-current assets ¹ (4.1) (0.1) (4.2) (2.9) Free cash flow (23.6) 6.5 (17.1) (4.1) Acquisition of subsidiaries, net of cash acquired (6.1) - (6.1) (141.0) Debt acquired (2.5) - (2.5) (2.7) Net interest paid (8.7) (2.0) (10.7) (6.3) Net proceeds from issue of ordinary shares Fees paid on amendment to senior bank facility (0.6) - (0.6) - Amortisation of deferred finance charges (1.7) - (1.7) (1.3) Write-off of unamortised deferred finance charges (1.8) Foreign exchange (4.5) Net debt at 31 March (111.1) (43.8) (154.9) (144.5) ¹ Other non-current assets comprise property, plant and equipment and intangible software. The net cash outflow from the acquisition of subsidiaries was 6.1 million. 3.9 million related to the acquisition of Art Impressions Inc. ( 6.4 million including acquired debt), 1.8 million was paid into an escrow account in relation to the Alliance box office target and 0.4 million was paid in respect of other smaller acquisitions. Foreign exchange movements of 24.2 million are non-cash movements and primarily relate to the translation impact of the strengthening of pounds sterling against the Canadian dollar. 15

16 Financing The net debt balances at 31 March 2014 comprise the following: Cash and other items (excluding production) (25.5) (26.3) Senior credit facility Adjusted net debt Production net debt Net debt Adjusted net debt leverage 1.2x 1.4x Adjusted net debt was million, up 23.3 million from the previous year. The increase is driven primarily by the increase in investment in acquired content rights and productions, partly offset by strong cash flow from operating activities. Adjusted net debt leverage reduced year-on-year to 1.2x (2013: 1.4x). Production net debt, which comprises interim production financing in relation to the Group s film and television production businesses, decreased by 12.9 million year-on-year to 43.8 million. This financing is independent of the Group s senior credit facility. It is excluded from the calculation of adjusted net debt as it is secured over the assets of individual film and television production companies and represents shorter-term working capital financing that is arranged and secured on a production-by-production basis. Financial position and going concern basis The Group s net assets decreased 23.4 million to million at 31 March 2014 (2013: million). The decrease primarily reflects the significant foreign exchange movements year-on-year, particularly the weakening of the Canadian dollar against pounds sterling. The directors acknowledge guidance issued by the Financial Reporting Council relating to going concern. The directors consider it appropriate to prepare the accounts on a going concern basis, as set out in Note 3 to this Results Announcement. 16

17 STATEMENT OF DIRECTORS RESPONSIBILITY The directors are responsible for preparing the Annual Report and Accounts and the consolidated financial statements in accordance with applicable law and regulations. The directors are required to prepare the consolidated financial statements in accordance with International Financial Reporting Standards ( IFRSs ) as adopted by the European Union and Article 4 of the IAS Regulation. The directors must not approve the accounts unless they are satisfied that they give a true and fair view of the state of affairs of the Group and of the profit or loss of the Group for that period. In preparing these consolidated financial statements, International Accounting Standard 1 requires that directors: properly select and apply accounting policies; present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information; provide additional disclosures when compliance with the specific requirements in IFRSs are insufficient to enable users to understand the impact of particular transactions, other events and conditions on the entity s financial position and financial performance; and make an assessment of the Group s ability to continue as a going concern. The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Group s transactions and disclose with reasonable accuracy at any time the financial position of the Group. They are also responsible for safeguarding the assets of the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. The directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company s website. Legislation in the United Kingdom governing the preparation and dissemination of financial information differs from legislation in other jurisdictions. Responsibility statement We confirm that to the best of our knowledge: the consolidated financial statements, prepared in accordance with IFRSs as adopted by the European Union, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Group as a whole; the Business Performance and Financial Review on pages 4 to 16 includes a fair review of the development and performance of the business and the position of the Group, together with a description of the principal risks and uncertainties that they face; and the Annual Report and Accounts and the consolidated financial statements, taken as a whole, are fair, balanced and understandable and provide the information necessary for shareholders to assess the Group s performance, business model and strategy. By order of the Board Giles Willits Director 19 May

18 INDEPENDENT AUDITOR S REPORT TO THE MEMBERS OF ENTERTAINMENT ONE LTD. Opinion on the consolidated financial statements of Entertainment One Ltd. In our opinion the consolidated financial statements: give a true and fair view of the state of the Group s affairs as at 31 March 2014 and of the Group s profit for the year then ended; and have been properly prepared in accordance with International Financial Reporting Standards ( IFRSs ) as adopted by the European Union. The consolidated financial statements comprise the consolidated income statement, the consolidated statement of comprehensive income, the consolidated balance sheet, the consolidated statement of changes in equity, the consolidated cash flow statement and the related Notes 1 to 35. The financial reporting framework that has been applied in their preparation is applicable law and IFRSs as adopted by the European Union. Going concern We have reviewed the directors statement contained within Note 3 to the consolidated financial statements that the Group is a going concern. We confirm that: we have concluded that the directors use of the going concern basis of accounting in the preparation of the consolidated financial statements is appropriate; and we have not identified any material uncertainties that may cast significant doubt on the Group s ability to continue as a going concern. However, because not all future events or conditions can be predicted, this statement is not a guarantee as to the Group s ability to continue as a going concern. Our assessment of risks of material misstatement The assessed risks of material misstatement described below are those that had the greatest effect on our audit strategy, the allocation of resources in the audit and directing the efforts of the engagement team: Risk Accounting for investment in acquired content rights and investment in productions The Group continues to acquire film and television content rights and invest in television and film productions. The accounting for the amortisation of these assets requires significant judgement and is directly affected by management s best estimate of future revenues, which are determined from opening box office performance or initial sales data; the pattern of historical revenue streams for similar genre productions and the remaining life of the Group s rights. How the scope of our audit responded to the risk We have assessed management s process in estimating future revenues, specifically by: assessing the completeness and consistency of their process; challenging the expectations of major titles/shows by looking at box office/home entertainment performance, current sales data and other title/shows specific market information; and reviewing their past forecasting history. We have specifically assessed management s calculations in respect of the profitability of titles which have yet to be released. We challenged the judgements and assumptions for estimating future cash inflows and outflows by assessing minimum guarantee commitments, past performance on similar titles and expected print and advertising spend. We considered whether the asset carrying value was deemed recoverable and if any required provisions for onerous contracts were made appropriately. 18

19 INDEPENDENT AUDITOR S REPORT TO THE MEMBERS OF ENTERTAINMENT ONE LTD. (continued) Risk Impairment of goodwill and other intangible assets The Group has 191.9m of goodwill and a further 91.5m of other intangible assets on the consolidated balance sheet at 31 March Management is required to carry out an annual goodwill impairment test, which is judgemental and based on a number of assumptions including in respect of future profitability and discount rates. The presentation and consistency of the income and expenditure presented separately as one-off items The Group has recorded exceptional income and expenditure in respect of one-off items and transactions that fall outside of the normal course of trading. Deferred tax assets In accordance with IAS 12 Income Taxes, deferred tax assets should only be recognised to the extent that it is probable that future taxable profit will be available against which they can be utilised. There is a risk that inappropriate judgements are made by management, which could affect the quantum of the deferred tax assets that are recognised. Revenue recognition The Group derives its revenues from the licensing, marketing and distribution of feature films, television, video programming and music rights. Judgement is exercised by management in providing for returns of physical home entertainment products. How the scope of our audit responded to the risk We challenged management s assumptions used in the impairment model for goodwill and other intangible assets, as described in Note 15 to the consolidated financial statements. We considered whether management s impairment review methodology is compliant with IAS 36 Impairment of Assets. Our audit work focused on the assumptions used in the impairment model, including specifically: using valuation experts to determine the appropriateness of the discount rates; comparison of growth rates against those achieved historically and external market data where available; and agreeing the underlying cash flow projections for Film and Television to Board-approved forecasts and corroborating trends to our other audit work to understand the drivers of any potential impairment. We reviewed the nature of one-off items, challenged management s judgements in this area and agreed the quantification to supporting documentation. We assessed whether they are in line with both the Group s accounting policies and the guidance issued by the Financial Reporting Council in December We considered whether management s application of their policies have been applied consistently with previous accounting periods, including whether the reversal of any items originally recognised as exceptional are appropriately classified as exceptional items. We also assessed whether the disclosures within the consolidated financial statements provide sufficient detail for the reader to understand the nature of these items. We involved our tax specialists to consider the appropriateness of management s assumptions and estimates in relation to the likelihood of generating suitable future taxable profits to support the recognition of deferred tax assets, challenging those assumptions and considering supporting forecasts and estimates. Our procedures included understanding the Group s revenue recognition policy and confirming the consistent application of the policy across the Group through substantive testing. We performed detailed testing on the returns provision calculations, and assessed whether the methodology applied is appropriate for each business unit based on the historical level of returns. 19

20 INDEPENDENT AUDITOR S REPORT TO THE MEMBERS OF ENTERTAINMENT ONE LTD. (continued) The Audit Committee s consideration of these risks is set out in their Report. Our audit procedures relating to these matters were designed in the context of our audit of the consolidated financial statements as a whole, and not to express an opinion on individual accounts or disclosures. Our opinion on the consolidated financial statements is not modified with respect to any of the risks described above, and we do not express an opinion on these individual matters. Our application of materiality We define materiality as the magnitude of misstatement in the consolidated financial statements that makes it probable that the economic decisions of a reasonably knowledgeable person would be changed or influenced. We use materiality both in planning the scope of our audit work and in evaluating the results of our work. We determined materiality for the Group to be 2.9m, which is approximately 7.5% of normalised adjusted profit before tax. Normalised adjusted profit before tax is adjusted profit before tax, as defined and analysed in Note 3, adding back the deductions made for amortisation of acquired intangibles and share-based payment charges. We use this normalised profit as a base for materiality measure as it is a key measure of underlying business performance for the Group. We agreed with the Audit Committee that we would report to the Committee all audit differences in excess of 58,000, as well as differences below that threshold that, in our view, warranted reporting on qualitative grounds. We also report to the Audit Committee on disclosure matters that we identified when assessing the overall presentation of the consolidated financial statements. An overview of the scope of our audit Our Group audit scope was based on a quantitative risk assessment considering metrics including revenue and adjusted profit before tax as well as a qualitative risk assessment, considering significant risks of material misstatement and our assessment of local market risk. In selecting the business units in scope each year, we update our understanding of the Group and its environment, its principal risks, performance, and our understanding of the Group s system of internal controls, in order to check that the business units selected provide an appropriate basis on which to undertake audit work to address the identified risks of material misstatement. Such audit work represents a combination of procedures, all of which are designed to target the Group s identified risks of material misstatement in the most effective manner possible. Our Group audit scope focused primarily on the Group s UK and Canadian business units. Of the Group s fourteen business units, five were subject to a full scope audit, and seven were subject to focused audit procedures where the extent of our testing was based on our assessment of the risks of material misstatement and of the materiality of the Group s operations at those locations. The five full scope divisions represent the principal business units and account for approximately 70% of the Group s revenue and 93% of the Group s adjusted profit before tax. They were also selected to provide an appropriate basis for undertaking audit work to address the risks of material misstatement identified above. Our audit work at the different locations was executed at levels of materiality applicable to each individual entity which were lower than Group materiality. At the parent entity level we also tested the consolidation process and carried out analytical procedures to confirm our conclusion that there were no significant risks of material misstatement of the aggregated financial information of the remaining components not subject to audit or audit of specified account balances. The Group audit team continued to follow a programme of planned visits that has been designed so that the Senior Statutory Auditor or senior member of the Group audit team visits each of the locations where the Group audit scope was focused at least once a year. 20