FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934
For the Month of August 2015
Commission File Number: 0-16350
WPP PLC
(Translation of registrants name into English)
27 Farm Street, London W1J 5RJ, England
(Address of principal executive offices)
Indicate by check mark whether
the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F x Form
40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(1): ¨
Note: Regulation S-T Rule 101(b)(1) only
permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark
if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the
registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrants home country), or under the rules of the
home country exchange on which the registrants securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrants security holders, and, if
discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
Explanatory Note
WPP plc (the Company) and certain of its subsidiaries, including WPP Finance 2010, WPP Air 1 (formerly WPP Air 1 Limited), WPP 2008
Limited, WPP 2005 Limited, WPP 2012 Limited and WPP Jubilee Limited may from time to time file registration statements for the registration of securities that may from time to time be offered by WPP Finance 2010 or other subsidiaries of the Company
with guarantees of WPP plc, WPP Air 1, WPP 2008 Limited, WPP 2005 Limited, WPP 2012 Limited and WPP Jubilee Limited and, to the extent so indicated in an applicable prospectus supplement or otherwise established following the offer and sale of a
series of debt securities, guarantees of other entities. The Company is filing this report on Form 6-K for the purpose of presenting its results for the six months ended 30 June 2015 in a format that can be incorporated by reference into any
such registration statement. This report on Form 6-K is incorporated by reference into the registration statement on Form F-3, File No. 333-192115 (the Registration Statement) for the purpose of updating the financial statements in
the Registration Statement to comply with Item 8A of Form 20-F and to provide an operating and financial review for the period ended 30 June 2015.
Forward-Looking Statements
In connection
with the provisions of the Private Securities Litigation Reform Act of 1995 (the Reform Act), the Company may include forward-looking statements (as defined in the Reform Act) in oral or written public statements issued by or on behalf
of the Company. These forward-looking statements may include, among other things, plans, objectives, projections and anticipated future economic performance based on assumptions and the like that are subject to risks and uncertainties. As such,
actual results or outcomes may differ materially from those discussed in the forward-looking statements. Important factors that may cause actual results to differ include but are not limited to: the unanticipated loss of a material client or key
personnel, delays or reductions in client advertising budgets, shifts in industry rates of compensation, regulatory compliance costs or litigation, natural disasters or acts of terrorism, the Companys exposure to changes in the values of major
currencies other than the UK pound sterling (because a substantial portion of its revenues are derived and costs incurred outside of the United Kingdom) and the overall level of economic activity in the Companys major markets (which varies
depending on, among other things, regional, national and international political and economic conditions and government regulations in the worlds advertising markets). In addition, you should consider the risks described in Item 3D,
captioned Risk Factors in the Companys Form 20-F for the year ended 31 December 2014, which could also cause actual results to differ from forward-looking information. In light of these and other uncertainties, the
forward-looking statements included in the oral or written public statements should not be regarded as a representation by the Company that the Companys plans and objectives will be achieved.
The Company undertakes no obligation to update or revise any such forward-looking statements, whether as a result of new information, future
events or otherwise.
EXHIBIT INDEX
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Exhibit No. |
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Description |
1 |
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Operating and Financial Review for the period ended 30 June 2015 |
2 |
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Unaudited Condensed Consolidated Interim Financial Statements of WPP plc for the six months ended 30 June 2015 and 2014 and the year ended 31 December 2014 |
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(i) |
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Unaudited condensed consolidated interim income statement for the six months ended 30 June 2015 and 2014 and the year ended 31 December 2014 |
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(ii) |
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Unaudited condensed consolidated interim statement of comprehensive income for the six months ended 30 June 2015 and 2014 and the year ended 31 December 2014 |
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(iii) |
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Unaudited condensed consolidated interim cash flow statement for the six months ended 30 June 2015 and 2014 and the year ended 31 December 2014 |
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(iv) |
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Unaudited condensed consolidated interim balance sheet as at 30 June 2015 and 2014 and 31 December 2014 |
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(v) |
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Unaudited condensed consolidated interim statement of changes in equity for the six months ended 30 June 2015, 31 December 2014 and 30 June 2014 |
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(vi) |
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Notes to the unaudited condensed consolidated interim financial statements |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
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WPP PLC |
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(Registrant) |
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Date: August 28, 2015 |
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By: |
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/s/ Paul W. G. Richardson |
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Paul W. G. Richardson |
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Group Finance Director |
Exhibit 1
Operating and Financial Review for the period ended 30 June 2015
Six months ended June 2015 compared with six months ended June 2014
Introduction
Certain Non GAAP measures included in
this operating and financial review have been derived from amounts calculated in accordance with IFRS but are not themselves IFRS measures. They should not be viewed in isolation as alternatives to the equivalent IFRS measure, rather they should be
read in conjunction with the equivalent IFRS measure. These include constant currency, pro-forma (like-for-like), headline PBIT (Profit Before Interest and Taxation), net sales margin, headline PBT (Profit Before Taxation), headline
EBITDA (Earnings before Interest, Taxation, Depreciation and Amortisation), headline operating costs, billings, estimated net new billings, free cash flow, and net debt and average net debt, which we define, explain the use of and reconcile to the
nearest IFRS measure on pages 13 to 17.
Management believes that these measures are both useful and necessary to present herein because they are used by
management for internal performance analyses; the presentation of these measures facilitates comparability with other companies, although managements measures may not be calculated in the same way as similarly titled measures reported by other
companies; and these measures are useful in connection with discussions with the investment community.
Review of Group results
Revenues
Reported billings were up 5.0% at £23.156
billion, and up 5.0% in constant currency. Estimated net new business billings of £1.301 billion ($2.082 billion) were won in the first half of the year. The Group continues to benefit from consolidation trends in the industry, winning
assignments from existing and new clients, including several very large industry-leading advertising, media and digital assignments, the full benefit of which will be seen reflected in Group revenue later in 2015 and into 2016. The Group is actively
engaged in the tsunami of mainly media investment management reviews, chiefly in the United States, totalling approximately $20 billion, which are on-going. The earlier results of these reviews have been good and further results will be announced
towards the end of 2015 and into 2016.
This surge in attention to media investment management seems primarily to be procurement led and cost-driven,
because of the relative size of media spending as a line item in the client P&L. It also reflects concern and uncertainty around the impact of changing screen-based media consumption habits, particularly amongst the younger age groups, like
millennials and centennials, as we have seen with legacy print. In addition, weaknesses in the coverage of traditional media measurement systems, which, for example, exclude significant parts of out-of-home viewing and multi-screen viewing and in
new media measurement systems, that set too low a standard or hurdle for video viewability, add to the confusion.
Reportable revenue was up 6.8% at
£5.839 billion. Revenue on a constant currency basis was up 6.4% compared with last year, the difference to the reportable number reflecting the continuing weakness of the pound sterling against the US dollar, partly offset by the strength of
sterling, primarily against the euro.
On a like-for-like basis, which excludes the impact of acquisitions and currency, revenue was up 4.9% in the first
half, with net sales up 2.3%, with the gap compared to revenue growth slightly less in the second quarter, as the scale of digital media purchases in media investment management and data investment management direct
1
costs continued at a similar level to the first quarter. In the second quarter, like-for-like revenue was up 4.5%, lower than the first quarters 5.2%, giving 4.9% for the first half, with
net sales also slightly lower at 2.1%, following 2.5% in the first quarter, giving 2.3% for the first half, against stronger comparatives of 8.7% and 4.1% for revenue and net sales respectively, in 2014. Despite tepid GDP growth, low or no inflation
and consequent lack of pricing power, client data continues to reflect some increase in advertising and promotional spending with the former tending to grow faster than the latter, which from our point of view is more positive across
most of the Groups major geographic and functional sectors. Quarter two saw a continuation of the relative strength of advertising spending in fast moving consumer goods, especially. Nonetheless, clients understandably continue to demand
increased effectiveness and efficiency, i.e. better value for money.
Operating profitability
Headline EBITDA was up 6.7% to £782 million, up 6.7% in constant currency. Headline PBIT was up 7.6% to £669 million from
£622 million, up 7.9% in constant currency. As has been noted before, our profitability tends to be more skewed to the second half of the year compared with some of our competitors, for reasons which we still do not yet understand.
Net sales margins were up 0.3 margin points at 13.3%, up 0.4 margin points in constant currency, well ahead of the Groups full year margin target of a
0.3 margin points improvement, on a constant currency basis. On a like-for-like basis, net sales margins were also up more than target at 0.4 margin points.
Given the significance of data investment management revenue to the Group, with none of our direct parent company competitors significantly present in that
sector, net sales remain a much more meaningful measure of competitive comparative top line and margin performance. Net sales is a more appropriate measure because data investment management revenue includes pass-through costs, principally for data
collection, on which no margin is charged and with the growth of the internet, the process of data collection becomes more efficient. In addition, the Groups media investment management sub-sector is increasingly buying digital media for its
own account and, as a result, the subsequent billings to clients have to be accounted for as revenue, as well as billings. Thus, revenue and revenue growth rates will increase, although net sales and net sales growth will remain unaffected and the
latter will present a clearer picture of underlying performance. Because of these two significant factors, the Group, whilst continuing to report revenue and revenue growth, will focus even more on net sales and the net sales margin, in the future.
In the first half, as noted above, net sales margin was up 0.3 margin points and up an even stronger 0.4 margin points in constant currency and like-for-like.
Net sales margins, before all incentives, were 15.5%, up 0.2 margin points, compared with 15.3% last year. The Groups staff costs to net sales ratio,
including incentives, fell by 1.1 margin points to 65.5% compared with 66.6% in the first half of 2014. On a constant currency basis, net sales margins, before all incentives, were also 15.5%, 0.1 margin points higher than the first half of 2014,
and the staff costs to net sales ratio, including incentives, was down 1.1 margin points to 65.5% compared with 66.6% in the first half of 2014. This reflected better staff costs to net sales ratio management, through better control of the growth of
staff numbers and salary and related costs, as compared to net sales, than in the first half of 2014.
Operating costs
In the first half of 2015, headline operating costs increased by 4.7% and were up by 4.1% in constant currency, compared with net sales up 5.2% and constant
currency net sales growth of 4.7%. Staff costs, excluding all incentives, were down 1.0 margin point at 63.3% of net sales and down 0.9 margin points in constant currency. Incentive costs amounted to £111.6 million or 14.8% of headline
PBIT before incentives and income from associates (excluding exceptional gains / losses), compared to £113.0 million last year, or 16.0%, a decrease of £1.4 million or 1.2%. Target incentive funding is set at 15% of
headline PBIT, excluding share of results of associates (excluding exceptional gains / losses) and before bonus, maximum at 20% and in some instances super-maximum at 25%. Variable staff costs were 6.3% of revenue and 7.3% of net sales, at
the higher end of historical ranges and, again, reflecting good staff cost management and continued flexibility in the cost structure.
2
On a like-for-like basis, the average number of people in the Group, excluding associates, was 123,203 in the
first half of the year, compared to 125,266 in the same period last year, a decrease of 1.6%. On the same basis, the total number of people in the Group, excluding associates, at 30 June 2015 was 125,970, down 2.1% compared to 128,697 at
30 June 2014. This reflected, partly, the transfer of 1,445 staff to IBM in the first half of 2015, as part of the strategic partnership agreement and IT transformation programme. Since 1 January 2015, on a like-for-like basis, the number
of people in the Group has decreased by 1.5% or 1,854 at 30 June 2015 (including the 1,445 staff transferred to IBM), and also reflecting the continued caution by the Groups operating companies in hiring and the usual seasonality of a
relatively smaller absolute first half in comparison to the second half. On the same basis revenue increased 4.9%, with net sales up 2.3%.
Interest
and taxes
Net finance costs (excluding the revaluation of financial instruments) were £73.4 million compared to £90.4 million in
the first half of 2014, a decrease of £17.0 million, or 19%, reflecting higher levels of average net debt, more than offset by lower funding costs and more efficient management of cash pooling. The weighted average debt maturity is now
almost 10 years compared to 5 years in 2013, with a weighted average interest rate of 4.0% versus 5.6% two years ago.
The effective tax rate on the
reported profit before tax was 15.3% (2014 19.3%), largely because the tax charges on the net exceptional gains were minimal.
Earnings and dividend
Reported headline profit before tax was up 12.1% to £596 million from £532 million and up 13.2% in constant currency.
Reported profit before tax rose by 44.5% to £710 million from £491 million, or up 45.6% in constant currency, reflecting the
Groups improved operating performance, as well as net exceptional gains on the sale and revaluation of some of the Groups associates and investments. Reported profits attributable to share owners rose by 55.2% to £566 million
from £365 million. In constant currency, profits attributable to share owners rose by 55.0%.
Diluted earnings per share rose by 59.3% to 43.0p from
27.0p and by 58.8% in constant currency.
The board declared an increase of almost 37% in the 2015 interim dividend to 15.91p per share. The record date
for the interim dividend is 9 October 2015, payable on 9 November 2015.
3
Regional review
The pattern of revenue and net sales growth differed regionally. The following tables below give details of revenue and net sales, revenue and net sales
growth, as well as proportion of Group revenues and net sales by region for the second quarter and first half of 2015. Headline PBIT and net sales margin by region are provided in note 6 of Exhibit 2.
Revenue analysis
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Three months ended 30 June 2015 |
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Reported revenue change three months ended 30 June 2015 |
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Constant currency revenue change three months ended 30 June 2015 |
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Like-for-like revenue change three months ended 30 June 2015 |
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As a % of total Group revenue three months ended 30 June 2015 |
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Three months ended 30 June 2014 |
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As a % of total Group revenue three months ended 30 June 2014 |
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£m |
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£m |
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N. America |
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1,128 |
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17.2 |
% |
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7.6 |
% |
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7.3 |
% |
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36.9 |
% |
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963 |
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33.2 |
% |
United Kingdom |
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443 |
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3.9 |
% |
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3.9 |
% |
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4.6 |
% |
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14.5 |
% |
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426 |
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14.7 |
% |
W. Cont. Europe |
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596 |
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-8.5 |
% |
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3.1 |
% |
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4.6 |
% |
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19.5 |
% |
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653 |
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22.5 |
% |
AP, LA, AME, CEE1 |
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889 |
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3.7 |
% |
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5.5 |
% |
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1.1 |
% |
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29.1 |
% |
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857 |
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29.6 |
% |
Total Group |
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3,056 |
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5.5 |
% |
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5.5 |
% |
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4.5 |
% |
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100.0 |
% |
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2,899 |
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100.0 |
% |
1 |
Asia Pacific, Latin America, Africa & Middle East and Central & Eastern Europe |
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Six months ended 30 June 2015 |
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Reported revenue change six months ended 30 June 2015 |
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Constant currency revenue change six months ended 30 June 2015 |
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Like-for-like revenue change six months ended 30 June 2015 |
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As a % of total Group revenue six months ended 30 June 2015 |
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Six months ended 30 June 2014 |
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As a % of total Group revenue six months ended 30 June 2014 |
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£m |
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£m |
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N. America |
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2,164 |
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15.3 |
% |
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5.9 |
% |
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5.9 |
% |
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37.1 |
% |
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1,878 |
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34.4 |
% |
United Kingdom |
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860 |
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9.7 |
% |
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9.7 |
% |
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6.3 |
% |
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14.7 |
% |
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784 |
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14.3 |
% |
W. Cont. Europe |
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1,143 |
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-8.1 |
% |
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2.8 |
% |
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3.7 |
% |
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19.6 |
% |
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1,244 |
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22.7 |
% |
AP, LA, AME, CEE |
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1,672 |
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6.9 |
% |
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8.1 |
% |
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3.6 |
% |
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28.6 |
% |
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1,563 |
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28.6 |
% |
Total Group |
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5,839 |
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6.8 |
% |
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6.4 |
% |
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4.9 |
% |
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100.0 |
% |
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5,469 |
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100.0 |
% |
4
Net sales analysis
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Three months ended 30 June 2015 |
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Reported net sales change three months ended 30 June 2015 |
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Constant currency net sales change three months ended 30 June 2015 |
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Like-for-like net sales change three months ended 30 June 2015 |
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As a % of total Group net sales
three months ended 30 June 2015 |
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Three months ended 30 June 2014 |
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As a % of total Group net sales three months ended 30 June 2014 |
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£m |
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£m |
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N. America |
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962 |
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13.1 |
% |
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3.8 |
% |
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3.5 |
% |
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36.7 |
% |
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851 |
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33.9 |
% |
United Kingdom |
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373 |
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7.0 |
% |
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7.0 |
% |
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2.2 |
% |
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14.2 |
% |
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349 |
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13.9 |
% |
W. Cont. Europe |
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503 |
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-8.4 |
% |
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3.1 |
% |
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2.0 |
% |
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19.2 |
% |
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548 |
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21.9 |
% |
AP, LA, AME, CEE1 |
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784 |
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3.0 |
% |
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5.0 |
% |
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0.7 |
% |
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29.9 |
% |
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761 |
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30.3 |
% |
Total Group |
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2,622 |
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4.5 |
% |
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4.5 |
% |
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2.1 |
% |
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100.0 |
% |
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2,509 |
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100.0 |
% |
1 Asia Pacific, Latin America, Africa & Middle East and Central & Eastern Europe |
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Six months ended 30 June 2015 |
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Reported net sales change six months ended 30 June 2015 |
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Constant currency net sales change six months ended 30 June 2015 |
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Like-for-like net sales change six months ended 30 June 2015 |
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As a % of total Group net sales six months ended 30 June 2015 |
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Six months ended 30 June 2014 |
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As a % of total Group net sales six months ended 30 June 2014 |
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£m |
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£m |
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N. America |
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1,877 |
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11.9 |
% |
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2.9 |
% |
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2.8 |
% |
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37.2 |
% |
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1,678 |
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35.0 |
% |
United Kingdom |
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|
723 |
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8.7 |
% |
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8.7 |
% |
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2.8 |
% |
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14.3 |
% |
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|
665 |
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|
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13.9 |
% |
W. Cont. Europe |
|
|
965 |
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-8.3 |
% |
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|
2.5 |
% |
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1.2 |
% |
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19.1 |
% |
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|
1,052 |
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|
22.0 |
% |
AP, LA, AME, CEE |
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1,476 |
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5.7 |
% |
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6.9 |
% |
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2.2 |
% |
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29.4 |
% |
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1,397 |
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29.1 |
% |
Total Group |
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5,041 |
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5.2 |
% |
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4.7 |
% |
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2.3 |
% |
|
|
100.0 |
% |
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4,792 |
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|
|
100.0 |
% |
North America like-for-like revenue increased 7.3% in the second quarter, up strongly compared with the first quarter
growth of 4.4%, with significantly higher growth in the Groups Advertising, Media Investment Management businesses in the USA and Canada and in healthcare communications and direct, digital and interactive businesses in the USA. Net sales
followed a similar pattern, with like-for-like growth 3.5% in the second quarter compared with 2.1% in the first quarter. Parts of the Groups Data Investment Management, Public Relations and Public Affairs and Branding & Identity
businesses were tougher.
United Kingdom like-for-like revenue was up 4.6%, slower than the first quarter growth of 8.1%, as the Groups Media
Investment Management businesses grew less strongly, although still double digit, together with parts of the Groups Public Relations and Public Affairs businesses, which were slower. Data Investment Management, however, performed better than
the first quarter. Net sales overall showed a similar pattern to revenue, up 2.2% like-for-like in the second quarter, compared with 3.6% in the first quarter, but was more difficult as Data Investment Management net sales slowed.
Western Continental Europe, which remains patchy from a macro-economic point of view, showed improved revenue growth in the second quarter, up 4.6%
like-for-like, compared with 2.7% in the first quarter. Germany, Italy, Spain, Sweden, the Netherlands and Switzerland remained bright spots, with strong growth, as they were in the first quarter, but Greece, reflecting its political and economic
volte-face saw a sharp decline. Austria, Belgium, France and Turkey performed less well. Net sales also improved over the first quarter, with like-for-like growth of 2.0%, compared with 0.3% in the first quarter, following a similar pattern to the
growth in revenue.
Asia Pacific, Latin America, Africa & the Middle East and Central & Eastern Europe, both revenue and net sales
growth slipped back in the second quarter, with like-for-like growth of 1.1% and 0.7%, compared with 6.8% and 4.0% respectively in the first quarter. Latin America, Africa and the Middle East showed improved performance
5
compared with the first quarter, but South East Asia, Australia and Central & Eastern Europe (particularly Russia, Poland and the Czech Republic) slowed. In South East Asia, Greater
China and Singapore were tougher, but India grew strongly. Net sales growth in the BRICs (Brazil, Russia, India and China) slowed in the second quarter, as China and Russia, in particular, came under pressure.
As mentioned above, in Central & Eastern Europe, like-for-like net sales were very tough in the second quarter, slipping into negative territory, compared
with growth in the first quarter, reflecting difficult conditions in Russia and Poland and the Czech Republic.
Primarily reflecting both the usually
lower first-half seasonal pattern and sterlings relative strength, only 29.4% of the Groups net sales came from Asia Pacific, Latin America, Africa and the Middle East and Central and Eastern Europe, slightly up on the same period last
year, and up almost one percentage point compared with the first quarter. This is against the Groups revised strengthened strategic objective of 40-45% over the next five years.
Business sector review
The pattern of revenue and net
sales growth also varied by communications services sector and operating brand. The following tables give details of revenue and net sales, revenue and net sales growth, as well as the proportion of Group revenue and net sales by communications
services sector for the second quarter and first half of 2015. Headline PBIT and net sales margin by communications services sector are provided in note 6 of Exhibit 2.
Revenue analysis
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended 30 June 2015 |
|
|
Reported revenue change three months ended 30 June 2015 |
|
|
Constant currency revenue change three months ended 30 June 2015 |
|
|
Like-for-like revenue change three months ended 30 June 2015 |
|
|
As a % of total Group revenue three months ended 30 June 2015 |
|
|
Three months ended 30 June 2014 |
|
|
As a % of total Group revenue three months ended 30 June 2014 |
|
|
|
£m |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
£m |
|
|
|
|
AMIM1 |
|
|
1,402 |
|
|
|
7.8 |
% |
|
|
8.1 |
% |
|
|
7.9 |
% |
|
|
45.9 |
% |
|
|
1,302 |
|
|
|
44.9 |
% |
Data Inv. Mgt.2 |
|
|
616 |
|
|
|
0.8 |
% |
|
|
3.5 |
% |
|
|
-1.4 |
% |
|
|
20.1 |
% |
|
|
611 |
|
|
|
21.1 |
% |
PR & PA3 |
|
|
235 |
|
|
|
5.5 |
% |
|
|
2.6 |
% |
|
|
1.6 |
% |
|
|
7.7 |
% |
|
|
223 |
|
|
|
7.7 |
% |
BI, HC & SC4 |
|
|
803 |
|
|
|
5.3 |
% |
|
|
3.6 |
% |
|
|
4.5 |
% |
|
|
26.3 |
% |
|
|
763 |
|
|
|
26.3 |
% |
Total Group |
|
|
3,056 |
|
|
|
5.5 |
% |
|
|
5.5 |
% |
|
|
4.5 |
% |
|
|
100.0 |
% |
|
|
2,899 |
|
|
|
100.0 |
% |
1 |
Advertising, Media Investment Management |
2 |
Data Investment Management |
3 |
Public Relations & Public Affairs |
4 |
Branding and Identity, Healthcare and Specialist Communications |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended 30 June 2015 |
|
|
Reported revenue change six months ended 30 June 2015 |
|
|
Constant currency revenue change six months ended 30 June 2015 |
|
|
Like-for-like revenue change six months ended 30 June 2015 |
|
|
As a % of total Group revenue six months ended 30 June 2015 |
|
|
Six months ended 30 June 2014 |
|
|
As a % of total Group revenue six months ended 30 June 2014 |
|
|
|
£m |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
£m |
|
|
|
|
AMIM |
|
|
2,638 |
|
|
|
10.4 |
% |
|
|
10.2 |
% |
|
|
9.2 |
% |
|
|
45.2 |
% |
|
|
2,391 |
|
|
|
43.7 |
% |
Data Inv. Mgt. |
|
|
1,174 |
|
|
|
-0.3 |
% |
|
|
2.0 |
% |
|
|
-0.8 |
% |
|
|
20.1 |
% |
|
|
1,177 |
|
|
|
21.5 |
% |
PR & PA |
|
|
459 |
|
|
|
5.4 |
% |
|
|
2.4 |
% |
|
|
1.2 |
% |
|
|
7.9 |
% |
|
|
435 |
|
|
|
8.0 |
% |
BI, HC & SC |
|
|
1,568 |
|
|
|
7.0 |
% |
|
|
5.0 |
% |
|
|
3.4 |
% |
|
|
26.8 |
% |
|
|
1,466 |
|
|
|
26.8 |
% |
Total Group |
|
|
5,839 |
|
|
|
6.8 |
% |
|
|
6.4 |
% |
|
|
4.9 |
% |
|
|
100.0 |
% |
|
|
5,469 |
|
|
|
100.0 |
% |
6
Net sales analysis
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three
months ended 30 June 2015 |
|
|
Reported
net sales change three months ended 30 June 2015 |
|
|
Constant currency net sales change three months ended 30 June 2015 |
|
|
Like-for-like net sales change three months ended 30 June 2015 |
|
|
As a % of total Group net sales three months ended 30 June 2015 |
|
|
Three months ended 30 June 2014 |
|
|
As a % of total Group net sales three months ended 30 June 2014 |
|
|
|
£m |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
£m |
|
|
|
|
AMIM1 |
|
|
1,160 |
|
|
|
3.6 |
% |
|
|
4.4 |
% |
|
|
2.7 |
% |
|
|
44.3 |
% |
|
|
1,120 |
|
|
|
44.6 |
% |
Data Inv. Mgt.2 |
|
|
450 |
|
|
|
2.9 |
% |
|
|
5.5 |
% |
|
|
-1.0 |
% |
|
|
17.1 |
% |
|
|
436 |
|
|
|
17.4 |
% |
PR & PA3 |
|
|
231 |
|
|
|
4.9 |
% |
|
|
2.1 |
% |
|
|
1.9 |
% |
|
|
8.8 |
% |
|
|
221 |
|
|
|
8.8 |
% |
BI, HC & SC4 |
|
|
781 |
|
|
|
6.7 |
% |
|
|
4.8 |
% |
|
|
3.2 |
% |
|
|
29.8 |
% |
|
|
732 |
|
|
|
29.2 |
% |
Total Group |
|
|
2,622 |
|
|
|
4.5 |
% |
|
|
4.5 |
% |
|
|
2.1 |
% |
|
|
100.0 |
% |
|
|
2,509 |
|
|
|
100.0 |
% |
1 Advertising, Media Investment Management
2 Data Investment
Management
3 Public
Relations & Public Affairs
4 Branding and
Identity, Healthcare and Specialist Communications |
|
|
|
|
|
|
|
|
|
|
|
Six months ended 30 June 2015 |
|
|
Reported net sales change six months ended 30 June 2015 |
|
|
Constant currency net sales change six months ended 30 June 2015 |
|
|
Like-for-like
net sales change six months ended
30 June 2015 |
|
|
As a % of total Group net sales
six months ended 30 June 2015 |
|
|
Six months ended 30 June 2014 |
|
|
As a % of total Group net sales
six months ended 30 June 2014 |
|
|
|
£m |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
£m |
|
|
|
|
AMIM |
|
|
2,221 |
|
|
|
4.9 |
% |
|
|
5.0 |
% |
|
|
3.2 |
% |
|
|
44.1 |
% |
|
|
2,118 |
|
|
|
44.2 |
% |
Data Inv. Mgt. |
|
|
857 |
|
|
|
1.7 |
% |
|
|
3.6 |
% |
|
|
0.1 |
% |
|
|
17.0 |
% |
|
|
843 |
|
|
|
17.6 |
% |
PR & PA |
|
|
450 |
|
|
|
4.6 |
% |
|
|
1.8 |
% |
|
|
1.6 |
% |
|
|
8.9 |
% |
|
|
430 |
|
|
|
9.0 |
% |
BI, HC & SC |
|
|
1,513 |
|
|
|
8.0 |
% |
|
|
5.8 |
% |
|
|
2.4 |
% |
|
|
30.0 |
% |
|
|
1,401 |
|
|
|
29.2 |
% |
Total Group |
|
|
5,041 |
|
|
|
5.2 |
% |
|
|
4.7 |
% |
|
|
2.3 |
% |
|
|
100.0 |
% |
|
|
4,792 |
|
|
|
100.0 |
% |
Advertising and Media Investment Management
As in the first quarter, Advertising and Media Investment Management remains the strongest performing sector. Like-for-like revenue grew by 7.9% in the second
quarter, slower than the 10.7% seen in the first quarter, with some softening in Media Investment Management in the UK, the Middle East, Australia, Greater China, India and Singapore, partly offset by improved performance in North America, South
Korea, Indonesia, Thailand and Malaysia. Like-for-like net sales grew 2.7% in the second quarter, compared with 3.8% in the first quarter. The rate of growth in the Groups advertising businesses improved slightly in the second quarter, but
most regions except the UK, Africa and Asia Pacific remain challenging.
The Group gained a total of £1.301 billion ($2.082 billion) in net new
business wins (including all losses and excluding retentions) in the first half, compared to £2.556 billion ($4.089 billion) in the same period last year. Of this, J. Walter Thompson Company, Ogilvy & Mather Worldwide, Y&R and
Grey generated net new business billings of £553 million ($885 million). Also, out of the Group total, GroupM, the Groups media investment management company (which includes Mindshare, MEC, MediaCom, Maxus, GroupM Search and Xaxis),
together with tenthavenue, generated net new business billings of £400 million ($640 million).
On a reportable basis and constant currency, net
sales margins continued to improve, up 0.2 margin points to 14.9%.
7
Data Investment Management
On a constant currency basis, Data Investment Management revenue grew 3.5% in the second quarter, compared with 0.3% in the first quarter, partly driven by the
acquisition of a controlling interest in IBOPE in Latin America in the second quarter. Like-for-like revenue was down 1.4% in the second quarter, with net sales down 1.0% on the same basis, as both the custom and panel parts of the business came
under pressure in the United States, the United Kingdom and Asia Pacific. Latin America grew strongly in the second quarter, with IBOPE having an impact on the top-line, together with Africa, which also showed good growth. Net sales margins improved
strongly by 1.2 margin points, up 1.6 margin points in constant currency, reflecting both good cost control and the benefit of the restructuring actions taken in 2014.
Public Relations and Public Affairs
In constant
currency, Public Relations and Public Affairs net sales increased 2.1% in the second quarter, compared with 1.6% in the first quarter. Like-for-like net sales were up 1.9%, an improvement over the first quarter growth of 1.2%, with all regions,
except the United Kingdom, showing growth, particularly in Asia Pacific, Latin America, Africa & the Middle East. Burson-Marsteller, Cohn & Wolfe and parts of the specialist public relations and public affairs businesses in the United
States and Germany performed particularly well. Net sales margins fell 0.3 margin points, (down 0.2 margin points in constant currency), although Cohn & Wolfe showed improved margins in the first half.
Branding and Identity, Healthcare and Specialist Communications
At the Groups Branding and Identity, Healthcare and Specialist Communications businesses (including direct, digital and interactive) constant currency
net sales grew strongly at 4.8% in the second quarter, with like-for-like growth of 3.2%, a significant improvement over the first quarter net sales growth of 1.6%. The Groups healthcare communications, specialist communications and direct,
digital and interactive businesses grew strongly in the second quarter, with parts of the branding and identity businesses slower. Net sales margins for this sector, as a whole, were up 0.2 margin points, up 0.3 margin points in constant currency,
with direct, digital and interactive and healthcare margins up strongly, but with pressure in branding and identity. Like-for-like, digital revenue now accounts for almost 37% of Group revenue and grew by 5.5% in the first half with net sales up
4.2%.
Cash flow and Balance Sheet
The
Groups unaudited cash flow statement, balance sheet and notes as at 30 June 2015 are provided in Exhibit 2.
In the first half of 2015,
operating profit was £789 million, non-cash exceptional gains £232 million, depreciation, amortisation and impairment £180 million, non-cash share-based incentive charges £48 million, net interest paid £81 million, tax
paid £165 million, capital expenditure £90 million and other net cash inflows £43 million. Free cash flow available for working capital requirements, debt repayment, acquisitions, share re-purchases and dividends was, therefore,
£492 million.
This free cash flow was absorbed by £467 million in net cash acquisition payments and investments (of which £11 million
was for earnout payments with the balance of £456 million for investments and new acquisitions payments) and £405 million in share re-purchases, a total outflow of £872 million. This resulted in a net cash outflow of £380
million, before any changes in working capital and also reflects our strategic objectives of investing approximately £300-£400 million annually in acquisitions and investments and share buy-backs of 2-3% of the issued share capital.
In line with the Groups strategic focus on new markets, new media and data investment management, the Group completed 25 transactions in the first
half; 6 acquisitions and investments were in new markets and 19 in quantitative and digital. Out of all these transactions, 3 were in both new markets and quantitative and digital and 3 were driven by individual client or agency needs.
8
Specifically, in the first six months of 2015, acquisitions and increased equity stakes have been completed in
advertising and media investment management in the United States, the United Kingdom, France, Germany, the Netherlands, Turkey, Singapore and New Zealand; in data investment management in the United States and Brazil; in branding & identity
in the United States; in direct, digital and interactive in the United States, Sweden, South Africa, Peru and China; in healthcare in Australia.
A
further 5 acquisitions and investments were made in July and August, with two in advertising and media investment management in Australia and Turkey; one in data investment management in the United States and Israel; one in public relations and
public affairs in Germany; and one in direct, digital and interactive in Belgium.
Average net debt in the first six months of 2015 was £3.131
billion, compared to £2.870 billion in 2014, at 2015 exchange rates. This represents an increase of £261 million. Net debt at 30 June 2015 was £3.383 billion, compared to £2.957 billion on 30 June 2014, an increase
of £426 million. The increased average and period end net debt figures reflect significant incremental net acquisition payments and share repurchases of £260 million, offsetting a relative improvement in working capital.
The Board continues to examine the allocation of its headline EBITDA of over £1.9 billion or over $3.0 billion, for the preceding twelve months and
substantial free cash flow of over £1.2 billion, or approximately $1.9 billion per annum, also for the previous twelve months, to enhance share owner value. Headline EBITDA for the preceding twelve months is computed using the headline EBITDA
metrics included on pages 14-15 (£1,909.5 million less £732.9 million plus £782.0 million) and free cash flow for the previous twelve months is computed using the free cash flow metrics included on page 16 (£1,167.5
million less £413.1 million plus £492.3 million). The Groups current market capitalisation of £17.7 billion ($27.8 billion) implies a headline EBITDA multiple of 9.0 times, on the basis of the trailing 12 months headline
EBITDA to 30 June 2015. Including net debt at 30 June of £3.383 billion, the Groups enterprise value to headline EBITDA multiple is 10.7 times. The average net debt to headline EBITDA ratio remains at 1.6x, at the low end of
the Groups target range of 1.5-2.0x.
During the first six months of 2015, 26.8 million shares, or 2.0% of the issued share capital, were
purchased at a cost of £405 million and an average price of £15.13 per share.
Client Development in the First Half of 2015
Including 100% of associates and investments, the Group has annual revenue of over $26 billion and over 190,000 full-time people in over 3,000
offices in 112 countries, now including Cuba. The Group, therefore, has access to an unparalleled breadth and depth of marketing communications resources. It services 344 of the Fortune Global 500 companies, all 30 of the Dow Jones 30, 69 of the
NASDAQ 100 and 745 national or multi-national clients in three or more disciplines. 478 clients are served in four disciplines and these clients account for almost 52% of Group revenue. This reflects the increasing opportunities for co-ordination
between activities, both nationally and internationally. The Group also works with 385 clients in 6 or more countries. The Group estimates that well over a third of new assignments in the first half of the year were generated through the joint
development of opportunities by two or more Group companies. Horizontality, or making sure our people in different disciplines work together for the benefit of clients, is clearly becoming an increasingly important part of client strategies,
particularly as they continue to invest in brand in slower-growth markets and both capacity and brand in faster-growth markets.
9
Trend Information
The discussion below includes forward-looking statements regarding plans, objectives, projections and anticipated future performance based on assumptions
that are subject to risks and uncertainties. As such, actual results or outcomes may differ materially from those discussed in the forward-looking statements. See Forward-Looking Statements elsewhere in this report on Form 6-K.
In July, like-for-like revenue and net sales were up strongly at 5.0% and 3.7% respectively, reflecting the stronger budgeted and forecast growth in the third
quarter. All regions and sectors (except data investment management) were positive, and showed a similar pattern to the first half, with advertising, media investment management, public relations and public affairs and specialist communications
(including direct, digital and interactive) up strongly. Cumulative like-for-like revenue and net sales growth for the first seven months of 2015 is now 4.9% and 2.5% respectively. The Groups quarter 2 revised forecast, having been reviewed at
the parent company level in the first half of August, indicates full year like-for-like net sales growth of over 3%, and a stronger second half, partly the result of easier comparatives in 2014.
After another record year in 2014, the Groups performance in the first seven months of the new financial year has been particularly creditable, as
worldwide GDP growth, both nominal and real, seems to have slowed in the second half of last year and into the new year. Pleasingly, bottom-line growth and net sales margin improvement has been particularly strong, beyond budget, target and last
year. Revenue and net sales growth was also better than the final quarter of 2014, with all geographies and sectors (except Data Investment Management) growing revenue and net sales on both a constant currency and like-for-like basis. Like-for-like
revenue and net sales were up 4.9% and 2.3% respectively in the first six months and up 4.9% and 2.5% for the first seven, compared with 8.4% and 4.0% in the same seven month period last year, with quarters one and two being the strongest quarters
in 2014 and with net sales growth of 2.1% in the fourth quarter. Our operating companies are still hiring cautiously and responding to any geographic, functional and client changes in revenue positive or negative. On a constant currency
basis, headline PBIT is above budget and well ahead of last year and the increase in the net sales margin is well above the Groups full year target of a 0.3 margin points improvement.
Despite this strong performance, the apparent general industry optimism seems misplaced. To survive in the advertising and marketing services sector, you have
to remain positive, indeed optimistic, seeing the glass half-full and industry and company reports generally continue, understandably, to reflect that attitude. However, general client behaviour does not reflect that state of mind as tepid GDP
growth, low or no inflation and consequent lack of pricing power encourage a focus on cutting costs to reach profit targets, rather than revenue growth. In addition, there seem to be little, if any, reasons for an upside breakout from the current
levels of real or nominal GDP growth, which, previously, remained stuck around 3% and 5% respectively and below the pre-Lehman trend rate, which by definition was unsustainable. In fact, in recent months, whilst real GDP forecasts have remained
steady, nominal forecasts have deteriorated significantly to around 3.5%, although the same pundits expect inflation to increase next year. The faster growth markets of the BRICs, located in Asia, Latin America and Central & Eastern Europe
continue to grow faster than the slower markets of North America and Western Europe, although the growth gap has narrowed significantly as Brazil, Russia and China have slowed and the United States and United Kingdom and, even Western Continental
Europe, have quickened.
Geopolitical issues remain top of business leaders concerns. The continuing crisis in the Ukraine and consequent bilateral
sanctions, continued tensions in the Middle East and North Africa and the continuing risk, despite the negotiated agreement, of a Grexit, or even a Brexit from the European Community top the agenda. Lower oil prices and first
time quantitative easing in Europe and continued easing in Japan may seem to bottom or underpin the recovery and a continued, but somewhat patchy, United States recovery and United Kingdom and Indian strength may help confidence. But concerns about
China, aggravated by the recent RMB devaluation and stock market decline, and Brazil remain, although we remain unabashed bulls of both. Countries and opportunities like Indonesia, the Philippines, Vietnam, Egypt, Nigeria, Mexico, Colombia and Peru
add to confidence (and maybe even Cuba and Iran will), along with a mild recovery in Western Continental Europe, chiefly in Germany, Spain
10
and Italy. France remains soft, although there are some small signs of improvement. But there are other concerns, chiefly two. First, what impact will the much anticipated Federal Reserve
tightening have on bond and equity markets? Although interest rates are likely to remain lower, longer than many anticipate, due to mediocre growth rates, when the tightening comes, as it inevitably will, it may have a dramatic impact on bond and
equity valuations, as recent gyrations in the markets indicate. Will the RMB weakness, for example, blow the Federal Reserve Bank off course from a 2015 tightening? Secondly, the somewhat surprising result of the United Kingdom General Election (at
least to the pollsters), with the Conservatives winning an overall majority, has resulted in an uncertainty-stimulating European Union referendum. In addition, the reduction of the still remaining, substantial, United Kingdom budget deficit, is
being re-addressed in the context of a new fixed five year political cycle.
So all in all, whilst clients are certainly more confident than they were in
September 2008 post-Lehman, with stronger balance sheets (over $7 trillion in net cash and limited leverage), sub-trend long-term global GDP growth at around 3.0-3.5% real and 5.0-5.5% nominal, combined with these levels of geopolitical uncertainty,
with low inflation or fears of deflation resulting in limited pricing power, with short-term focused activist investors and strengthened corporate governance scrutiny, make them unwilling to take further risks.
They, therefore, focus on costs, rather than revenue growth. Not surprising then, that corporate leaders tend to be risk averse. Procurement and finance take
the lead over marketing and investment and suppliers are encouraged to play the additional roles of banks and/or insurance companies. At best, clients focus on a strategy of adding capacity and brand building in both fast growth geographic markets
and functional markets, like digital, and containing or reducing capacity, perhaps with brand building to maintain or increase market share, in the mature, slow growth markets. This approach also has the apparent virtue of limiting fixed cost
increases and increasing variable costs, although we naturally believe that marketing is an investment, not a cost. We see little reason, if any, for this pattern of behaviour to change in 2015, with continued caution being the watchword.
The pattern for 2015 looks very similar to 2014, but with no maxi- or mini-quadrennial events like the Olympics, FIFA World Cup or United States Presidential
Election (as there will be in 2016) to boost marketing investments. Forecasts of worldwide real GDP growth still hover around 3.0 - 3.5%, with recently reduced inflation estimates of 0.5% giving nominal GDP growth of around 3.5 to 4.0% for 2015.
Advertising as a proportion of GDP should at least remain constant overall. Although it is still at relatively depressed historical levels, particularly in mature markets, post-Lehman, it should be buoyed by incremental branding investments in the
under-branded faster growing markets.
Although consumers and corporates both seem to be increasingly cautious and risk averse, the latter should continue
to purchase or invest in brands in both fast and slow growth markets to stimulate top line sales growth. Merger and acquisition activity may be regarded as an alternative way of doing this, particularly funded by cheap long-term debt, but we believe
clients may regard this as a more risky way than investing in marketing and brand and hence growing market share, particularly as equity valuations have been, at least until recently, strong. The recent, potentially record, spike in merger and
acquisition activity may be driven more by companies running out of cost-reduction opportunities, rather than trying to find revenue growth opportunities or synergies.
All in all, 2015 looks to be another demanding year, although a weaker UK pound against a stronger US dollar may continue to provide some modest currency
tailwind, which may be now more than offset by a stronger pound against the euro, and the fast growth market currencies.
2016, however, may provide a
little further lift to the industry, of say one percentage point more of growth, given its maxi-quadrennial status enlivened by the visually-stunning Rio Olympics and Paralympics, by the less visually-stunning United States Presidential
Election and, last but not least, the UEFA EURO 2016 Football Championships.
11
For 2015, reflecting the first half net sales growth and quarter 2 revised forecast:
|
|
|
Like-for-like revenue and net sales growth of over 3.0% |
|
|
|
Target net sales margin improvement of 0.3 margin points on a constant currency basis in line with full year margin target |
In 2015, the Groups prime focus will remain on growing revenue and net sales faster than the industry average, driven by our leading position in the new
markets, in new media, in data investment management, including data analytics and the application of technology, creativity, effectiveness and horizontality. At the same time, we will concentrate on meeting our net sales margin objectives by
managing absolute levels of costs and increasing our flexibility in order to adapt our cost structure to significant market changes and by ensuring that the benefits of the restructuring investments taken in 2014 continue to be realised. The
initiatives taken by the parent company in the areas of human resources, property, procurement, information technology and practice development continue to improve the flexibility of the Groups cost base. Flexible staff costs (including
incentives, freelance and consultants) remain close to historical highs of around 7% of revenue and net sales and continue to position the Group extremely well should current market conditions deteriorate.
The Group continues to improve co-operation and co-ordination among its operating companies in order to add value to our clients businesses and our
peoples careers, an objective which has been specifically built into short-term incentive plans. We have, in addition, decided that an even more significant proportion, one-third, of operating company incentive pools are funded and allocated
on the basis of Group-wide performance in 2015. This may be increased to one-half in 2016. Horizontality has been accelerated through the appointment of 45 global client leaders for our major clients, accounting for approaching one third of total
revenue of almost $19 billion and 17 country and regional managers in a growing number of test markets and sub-regions, amounting to about half of the 112 countries in which we operate. Emphasis has been laid on knowledge-sharing in the areas of
media investment management, healthcare, sustainability, government, new technologies, new markets, retailing, shopper marketing, internal communications, financial services and media, sport and entertainment.
The business remains geographically and functionally well positioned to compete successfully and to deliver on our long-term targets:
|
|
|
Revenue and net sales growth greater than the industry average |
|
|
|
Improvement in net sales margin of 0.3 margin points or more, excluding the impact of currency, depending on net sales growth and staff cost to net sales ratio improvement of 0.2 margin points or more |
12
NON-GAAP INFORMATION
As introduced on page 1, the following metrics are the Groups Non-GAAP measures.
Constant currency
The Companys reporting currency
is the UK pound sterling. However, the Companys significant international operations give rise to fluctuations in foreign exchange rates. To neutralize foreign exchange impact and to better illustrate the underlying change in revenue and
profit from one year to the next, the Company has adopted the practice of discussing results in both reportable currency (local currency results translated into pounds sterling at the prevailing foreign exchange rate) and constant currency.
The Group uses US dollar-based, constant currency models to measure performance. These are calculated by applying budgeted 2015 exchange rates to local
currency reported results for the current and prior year. This gives a US dollar-denominated income statement which excludes any variances attributable to foreign exchange rate movements.
Pro-forma (like-for-like)
Management
believes that discussing like-for-like provides a better understanding of the Companys performance and trends because it allows for more meaningful comparisons of current period to that of prior periods.
Pro-forma comparisons are calculated as follows: current year, constant currency actual results (which include acquisitions from the relevant date of
completion) are compared with prior year, constant currency actual results, adjusted to include the results of acquisitions for the commensurate period in the prior year. The Group uses the terms pro-forma and like-for-like
interchangeably.
The following table reconciles reported revenue and net sales growth for the three month and six month periods ended 30 June 2015
and 2014, to like-for-like revenue and net sales growth for the same periods.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months
ended
30 June |
|
|
Six months
ended
30 June |
|
|
Three months ended
30 June |
|
|
Six months
ended
30 June |
|
|
|
Revenue |
|
|
|
|
|
Revenue |
|
|
|
|
|
Net Sales |
|
|
|
|
|
Net Sales |
|
|
|
|
|
|
£m |
|
|
|
|
|
£m |
|
|
|
|
|
£m |
|
|
|
|
|
£m |
|
|
|
|
2014 Reported |
|
|
2,899 |
|
|
|
|
|
|
|
5,469 |
|
|
|
|
|
|
|
2,509 |
|
|
|
|
|
|
|
4,792 |
|
|
|
|
|
Impact of exchange rate changes |
|
|
|
|
|
|
0.0 |
% |
|
|
22 |
|
|
|
0.4 |
% |
|
|
|
|
|
|
0.0 |
% |
|
|
24 |
|
|
|
0.5 |
% |
Changes in scope of consolidation |
|
|
27 |
|
|
|
1.0 |
% |
|
|
80 |
|
|
|
1.5 |
% |
|
|
60 |
|
|
|
2.4 |
% |
|
|
115 |
|
|
|
2.4 |
% |
Like-for-like growth |
|
|
130 |
|
|
|
4.5 |
% |
|
|
268 |
|
|
|
4.9 |
% |
|
|
53 |
|
|
|
2.1 |
% |
|
|
110 |
|
|
|
2.3 |
% |
2015 Reported |
|
|
3,056 |
|
|
|
5.5 |
% |
|
|
5,839 |
|
|
|
6.8 |
% |
|
|
2,622 |
|
|
|
4.5 |
% |
|
|
5,041 |
|
|
|
5.2 |
% |
Headline PBIT
Headline
PBIT is one of the metrics that management uses to assess the performance of the business.
Headline PBIT is calculated as profit before finance
income/costs and revaluation of financial instruments, taxation, gains/losses on disposal of investments and subsidiaries, investment write-downs, goodwill impairment and other goodwill write-downs, amortisation and impairment of acquired intangible
assets, Group restructuring costs, share of exceptional gains/losses of associates and gains/losses on remeasurement of equity interest on acquisition of controlling interest.
A tabular reconciliation of profit before interest and taxation to headline PBIT is provided in note 19 of the unaudited condensed consolidated interim
financial statements of the Company, which appear in Exhibit 2.
13
Net sales margin
Given the significance of Data Investment Management revenues to the Group, with none of the direct competitors present in that sector, net sales and net sales
margin are more meaningful measures of comparative, competitive revenue growth and margin performance. This is because Data Investment Management revenues include pass-through costs, principally for data collection, on which no margin is charged and
with the growth of the internet, the process of data collection becomes more efficient. In addition, the Groups Media Investment Management sub-sector is increasingly buying digital media for its own account and, as a result, the subsequent
billings to clients have to be accounted for as revenue, as well as billings.
Net sales margin is calculated as headline PBIT (defined above) as a
percentage of net sales.
Headline PBT
Headline PBT
is one of the metrics that management uses to assess the performance of the business.
Headline PBT is calculated as profit before taxation, gains/losses
on disposal of investments and subsidiaries, investment write-downs, goodwill impairment and other goodwill write-downs, amortisation and impairment of acquired intangible assets, Group restructuring costs, share of exceptional gains/losses of
associates, gains/losses arising from the revaluation of financial instruments, and gains/losses on remeasurement of equity interest on acquisition of controlling interest.
A tabular reconciliation of profit before taxation to headline PBT is shown below.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended 30 June 2015 |
|
|
Six months ended 30 June 2014 |
|
|
Year
ended 31 December 2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Profit before taxation |
|
|
709.7 |
|
|
|
491.1 |
|
|
|
1,451.9 |
|
Amortisation and impairment of acquired intangible assets |
|
|
66.7 |
|
|
|
74.0 |
|
|
|
147.5 |
|
Goodwill impairment |
|
|
|
|
|
|
|
|
|
|
16.9 |
|
Gains on disposal of investments and subsidiaries |
|
|
(91.9 |
) |
|
|
(17.1 |
) |
|
|
(186.3 |
) |
Gains on re-measurement of equity interest on acquisition of controlling interest |
|
|
(140.2 |
) |
|
|
(5.9 |
) |
|
|
(9.2 |
) |
Investment write-downs |
|
|
|
|
|
|
|
|
|
|
7.3 |
|
Restructuring costs |
|
|
21.2 |
|
|
|
9.1 |
|
|
|
127.6 |
|
Share of exceptional losses of associates |
|
|
8.4 |
|
|
|
2.1 |
|
|
|
7.6 |
|
Revaluation of financial instruments |
|
|
21.8 |
|
|
|
(21.7 |
) |
|
|
(50.7 |
) |
Headline PBT |
|
|
595.7 |
|
|
|
531.6 |
|
|
|
1,512.6 |
|
Headline EBITDA
Headline
EBITDA is a key metric that private equity firms, for example, use for valuing companies, and is one of the metrics that management uses to assess the performance of the business.
Headline EBITDA is calculated as profit before finance income/costs and revaluation of financial instruments, taxation, gains/losses on disposal of
investments and subsidiaries, investment write-downs, goodwill impairment and other goodwill write-downs, amortisation and impairment of intangible assets, Group restructuring costs, share of exceptional losses/gains of associates, depreciation of
property, plant and equipment and gains/losses on remeasurement of equity interest on acquisition of controlling interest.
14
A tabular reconciliation of profit for the period to headline EBITDA is shown below.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended
30 June
2015 |
|
|
Six months ended 30 June 2014 |
|
|
Year
ended 31 December 2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Profit for the period |
|
|
601.1 |
|
|
|
396.2 |
|
|
|
1,151.5 |
|
Taxation |
|
|
108.6 |
|
|
|
94.9 |
|
|
|
300.4 |
|
Finance income, finance cost and revaluation of financial instruments, net |
|
|
95.2 |
|
|
|
68.7 |
|
|
|
117.3 |
|
Amortisation and impairment of acquired intangible assets |
|
|
66.7 |
|
|
|
74.0 |
|
|
|
147.5 |
|
Depreciation of property, plant and equipment |
|
|
97.5 |
|
|
|
95.8 |
|
|
|
197.3 |
|
Amortisation of other intangible assets |
|
|
15.4 |
|
|
|
15.1 |
|
|
|
31.6 |
|
Goodwill impairment |
|
|
|
|
|
|
|
|
|
|
16.9 |
|
Gains on disposal of investments and subsidiaries |
|
|
(91.9 |
) |
|
|
(17.1 |
) |
|
|
(186.3 |
) |
Gains on re-measurement of equity interest on acquisition of controlling interest |
|
|
(140.2 |
) |
|
|
(5.9 |
) |
|
|
(9.2 |
) |
Investment write-downs |
|
|
|
|
|
|
|
|
|
|
7.3 |
|
Restructuring costs |
|
|
21.2 |
|
|
|
9.1 |
|
|
|
127.6 |
|
Share of exceptional losses of associates |
|
|
8.4 |
|
|
|
2.1 |
|
|
|
7.6 |
|
Headline EBITDA |
|
|
782.0 |
|
|
|
732.9 |
|
|
|
1,909.5 |
|
Headline operating costs
Headline operating costs is one of the metrics that management uses to assess the performance of the business.
Headline operating costs is calculated as operating costs excluding goodwill impairment, amortisation and impairment of acquired intangibles, gains/losses on
disposal of investments and subsidiaries, investment write-downs, gains on remeasurement of equity interest on acquisition of controlling interest and Group restructuring costs.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended 30 June 2015 |
|
|
Six months ended 30 June 2014 |
|
|
Year
ended 31 December 2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Operating costs |
|
|
4,251.8 |
|
|
|
4,260.6 |
|
|
|
8,557.5 |
|
Amortisation and impairment of acquired intangible assets |
|
|
(66.7 |
) |
|
|
(74.0 |
) |
|
|
(147.5 |
) |
Goodwill impairment |
|
|
|
|
|
|
|
|
|
|
(16.9 |
) |
Gains on disposal of investments and subsidiaries |
|
|
91.9 |
|
|
|
17.1 |
|
|
|
186.3 |
|
Gains on remeasurement of equity interest on acquisition of controlling interest |
|
|
140.2 |
|
|
|
5.9 |
|
|
|
9.2 |
|
Investment write-downs |
|
|
|
|
|
|
|
|
|
|
(7.3 |
) |
Restructuring costs |
|
|
(21.2 |
) |
|
|
(9.1 |
) |
|
|
(127.6 |
) |
Headline operating costs |
|
|
4,396.0 |
|
|
|
4,200.5 |
|
|
|
8,453.7 |
|
Billings
Billings is one
of the metrics that management uses to assess the performance of the business.
Billings comprise the gross amounts billed to clients in respect of
commission-based/fee-based income together with the total of other fees earned.
15
Estimated net new billings
Estimated net new billings is one of the metrics that management uses to assess the performance of the business.
Estimated net new billings represent the estimated annualised impact on billings of new business gained from both existing and new clients, net of existing
client business lost. The estimated impact is based upon initial assessments of the clients marketing budgets, which may not necessarily result in actual billings of the same amount.
Free cash flow
The Group bases its internal cash flow
objectives on free cash flow. Management believes free cash flow is meaningful to investors because it is the measure of the Companys funds available for acquisition related payments, dividends to shareowners, share repurchases and debt
repayment. The purpose of presenting free cash flow is to indicate the ongoing cash generation within the control of the Group after taking account of the necessary cash expenditures of maintaining the capital and operating structure of the Group
(in the form of payments of interest, corporate taxation and capital expenditure). Net working capital movements are excluded from this measure since these are principally associated with our media buying activities on behalf of clients and are not
necessarily within the control of the Group. This computation may not be comparable to that of similarly titled measures presented by other companies.
Free cash flow is calculated as net cash flow from operating activities plus proceeds from the issue of shares, proceeds from the disposal of property, plant
and equipment, movements in working capital and provisions, less purchases of property, plant and equipment, purchases of other intangible assets and dividends paid to non-controlling interests in subsidiary undertakings.
A tabular reconciliation of free cash flow is shown below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended 30 June 2015 |
|
|
Six months ended 30 June 2014 |
|
|
Year
ended 31 December 2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Net cash (outflow)/inflow from operating activities |
|
|
(180.7 |
) |
|
|
(17.3 |
) |
|
|
1,703.7 |
|
Share option proceeds |
|
|
5.4 |
|
|
|
6.8 |
|
|
|
25.0 |
|
Proceeds on disposal of property, plant and equipment |
|
|
11.2 |
|
|
|
1.1 |
|
|
|
5.9 |
|
Movements in working capital and provisions |
|
|
772.2 |
|
|
|
539.6 |
|
|
|
(295.0 |
) |
Purchases of property, plant and equipment |
|
|
(73.1 |
) |
|
|
(80.1 |
) |
|
|
(177.9 |
) |
Purchase of other intangible assets (including capitalised computer software) |
|
|
(17.0 |
) |
|
|
(15.3 |
) |
|
|
(36.5 |
) |
Dividends paid to non-controlling interests in subsidiary undertakings |
|
|
(25.7 |
) |
|
|
(21.7 |
) |
|
|
(57.7 |
) |
Free cash flow |
|
|
492.3 |
|
|
|
413.1 |
|
|
|
1,167.5 |
|
16
Net debt and average net debt
Management believes that net debt and average net debt are appropriate and meaningful measures of the debt levels within the Group. This is because of the
seasonal swings in our working capital generally, and those resulting from our media buying activities on behalf of our clients in particular, together with the fact that we choose for commercial reasons to locate the debt of the Group in particular
countries and leave cash resources in othersthough our cash resources could be used to repay the debt concerned.
Average net debt is calculated as
the average daily net borrowings of the Group, derived from the Groups automated banking system. Net debt at a period end is calculated as the sum of the net borrowings of the Group, derived from the cash ledgers and accounts in the balance
sheet.
The following table is an analysis of net debt:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
30 June 2015 |
|
|
30 June 2014 |
|
|
31 December 2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Cash and short-term deposits |
|
|
1,353.0 |
|
|
|
1,208.0 |
|
|
|
2,512.7 |
|
Bank overdrafts and loans due within one year |
|
|
(518.7 |
) |
|
|
(952.5 |
) |
|
|
(653.2 |
) |
Bonds and bank loans due after one year |
|
|
(4,217.0 |
) |
|
|
(3,212.7 |
) |
|
|
(4,134.9 |
) |
Net debt |
|
|
(3,382.7 |
) |
|
|
(2,957.2 |
) |
|
|
(2,275.4 |
) |
17
Exhibit 2
Unaudited Condensed Consolidated Interim Financial Statements of WPP plc for the six months ended
30 June 2015 and 2014 and the year ended 31 December 2014
WPP plc
Unaudited
condensed consolidated interim income statement
for the six months ended 30 June 2015 and 2014 and the year ended 31 December
2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes |
|
|
Six months ended
30 June 2015
£m |
|
|
Six months ended
30 June 2014
£m |
|
|
Year ended
31 December 2014
£m |
|
Revenue |
|
|
6 |
|
|
|
5,839.4 |
|
|
|
5,468.7 |
|
|
|
11,528.9 |
|
Direct costs |
|
|
|
|
|
|
(798.7 |
) |
|
|
(677.0 |
) |
|
|
(1,464.1 |
) |
Net sales |
|
|
6 |
|
|
|
5,040.7 |
|
|
|
4,791.7 |
|
|
|
10,064.8 |
|
Operating costs |
|
|
4 |
|
|
|
(4,251.8 |
) |
|
|
(4,260.6 |
) |
|
|
(8,557.5 |
) |
Operating profit |
|
|
|
|
|
|
788.9 |
|
|
|
531.1 |
|
|
|
1,507.3 |
|
Share of results of associates |
|
|
4 |
|
|
|
16.0 |
|
|
|
28.7 |
|
|
|
61.9 |
|
Profit before interest and taxation |
|
|
|
|
|
|
804.9 |
|
|
|
559.8 |
|
|
|
1,569.2 |
|
Finance income |
|
|
5 |
|
|
|
38.1 |
|
|
|
43.0 |
|
|
|
94.7 |
|
Finance costs |
|
|
5 |
|
|
|
(111.5 |
) |
|
|
(133.4 |
) |
|
|
(262.7 |
) |
Revaluation of financial instruments |
|
|
5 |
|
|
|
(21.8 |
) |
|
|
21.7 |
|
|
|
50.7 |
|
Profit before taxation |
|
|
|
|
|
|
709.7 |
|
|
|
491.1 |
|
|
|
1,451.9 |
|
Taxation |
|
|
7 |
|
|
|
(108.6 |
) |
|
|
(94.9 |
) |
|
|
(300.4 |
) |
Profit for the period |
|
|
|
|
|
|
601.1 |
|
|
|
396.2 |
|
|
|
1,151.5 |
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity holders of the parent |
|
|
|
|
|
|
566.2 |
|
|
|
364.8 |
|
|
|
1,077.2 |
|
Non-controlling interests |
|
|
|
|
|
|
34.9 |
|
|
|
31.4 |
|
|
|
74.3 |
|
|
|
|
|
|
|
|
601.1 |
|
|
|
396.2 |
|
|
|
1,151.5 |
|
Earnings per share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per ordinary share |
|
|
9 |
|
|
|
43.7p |
|
|
|
27.7p |
|
|
|
82.4p |
|
Diluted earnings per ordinary share |
|
|
9 |
|
|
|
43.0p |
|
|
|
27.0p |
|
|
|
80.5p |
|
Note
The accompanying
notes form an integral part of this unaudited condensed consolidated interim income statement.
1
WPP plc
Unaudited condensed consolidated interim statement of comprehensive income
for the six months ended 30 June 2015 and 2014 and the year ended 31 December 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months
ended 30 June
2015 £m |
|
|
Six months
ended 30 June
2014 £m |
|
|
Year ended
31 December 2014
£m |
|
Profit for the period |
|
|
601.1 |
|
|
|
396.2 |
|
|
|
1,151.5 |
|
Items that may be reclassified subsequently to profit or loss: |
|
|
|
|
|
|
|
|
|
|
|
|
Exchange adjustments on foreign currency net investments |
|
|
(316.0 |
) |
|
|
(315.0 |
) |
|
|
(221.2 |
) |
(Loss)/gain on revaluation of available for sale investments |
|
|
(2.1 |
) |
|
|
46.1 |
|
|
|
64.6 |
|
|
|
|
(318.1 |
) |
|
|
(268.9 |
) |
|
|
(156.6 |
) |
Items that will not be reclassified subsequently to profit or loss: |
|
|
|
|
|
|
|
|
|
|
|
|
Actuarial loss on defined benefit pension plans |
|
|
|
|
|
|
|
|
|
|
(86.6 |
) |
Deferred tax on defined benefit pension plans |
|
|
|
|
|
|
|
|
|
|
62.1 |
|
|
|
|
|
|
|
|
|
|
|
|
(24.5 |
) |
Other comprehensive loss relating to the period |
|
|
(318.1 |
) |
|
|
(268.9 |
) |
|
|
(181.1 |
) |
Total comprehensive income relating to the period |
|
|
283.0 |
|
|
|
127.3 |
|
|
|
970.4 |
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
Equity holders of the parent |
|
|
257.0 |
|
|
|
104.6 |
|
|
|
893.0 |
|
Non-controlling interests |
|
|
26.0 |
|
|
|
22.7 |
|
|
|
77.4 |
|
|
|
|
283.0 |
|
|
|
127.3 |
|
|
|
970.4 |
|
Note
The accompanying
notes form an integral part of this unaudited condensed consolidated interim statement of comprehensive income.
2
WPP plc
Unaudited condensed consolidated interim cash flow statement
for the six months ended 30 June 2015 and 2014 and the year ended 31 December 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes |
|
|
Six months
ended 30 June
2015 £m |
|
|
Six months ended
30 June 2014
£m |
|
|
Year ended
31 December 2014
£m |
|
Net cash (outflow)/inflow from operating activities |
|
|
10 |
|
|
|
(180.7 |
) |
|
|
(17.3 |
) |
|
|
1,703.7 |
|
Investing activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acquisitions and disposals |
|
|
10 |
|
|
|
(459.3 |
) |
|
|
(219.7 |
) |
|
|
(489.1 |
) |
Purchase of property, plant and equipment |
|
|
|
|
|
|
(73.1 |
) |
|
|
(80.1 |
) |
|
|
(177.9 |
) |
Purchase of other intangible assets (including capitalised computer software) |
|
|
|
|
|
|
(17.0 |
) |
|
|
(15.3 |
) |
|
|
(36.5 |
) |
Proceeds on disposal of property, plant and equipment |
|
|
|
|
|
|
11.2 |
|
|
|
1.1 |
|
|
|
5.9 |
|
Net cash outflow from investing activities |
|
|
|
|
|
|
(538.2 |
) |
|
|
(314.0 |
) |
|
|
(697.6 |
) |
Financing activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share option proceeds |
|
|
|
|
|
|
5.4 |
|
|
|
6.8 |
|
|
|
25.0 |
|
Cash consideration for non-controlling interests |
|
|
10 |
|
|
|
(7.9 |
) |
|
|
(1.8 |
) |
|
|
(5.6 |
) |
Share repurchases and buybacks |
|
|
10 |
|
|
|
(405.4 |
) |
|
|
(390.2 |
) |
|
|
(510.8 |
) |
Net increase/(decrease) in borrowings |
|
|
10 |
|
|
|
141.1 |
|
|
|
(33.8 |
) |
|
|
465.2 |
|
Financing and share issue costs |
|
|
|
|
|
|
(9.0 |
) |
|
|
(0.2 |
) |
|
|
(27.5 |
) |
Equity dividends paid |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(460.0 |
) |
Dividends paid to non-controlling interests in subsidiary undertakings |
|
|
|
|
|
|
(25.7 |
) |
|
|
(21.7 |
) |
|
|
(57.7 |
) |
Net cash outflow from financing activities |
|
|
|
|
|
|
(301.5 |
) |
|
|
(440.9 |
) |
|
|
(571.4 |
) |
Net (decrease)/increase in cash and cash equivalents |
|
|
|
|
|
|
(1,020.4 |
) |
|
|
(772.2 |
) |
|
|
434.7 |
|
Translation differences |
|
|
|
|
|
|
(39.9 |
) |
|
|
(86.3 |
) |
|
|
(70.3 |
) |
Cash and cash equivalents at beginning of period |
|
|
|
|
|
|
2,247.6 |
|
|
|
1,883.2 |
|
|
|
1,883.2 |
|
Cash and cash equivalents at end of period |
|
|
10 |
|
|
|
1,187.3 |
|
|
|
1,024.7 |
|
|
|
2,247.6 |
|
Note
The accompanying
notes form an integral part of this unaudited condensed consolidated interim cash flow statement.
3
WPP plc
Unaudited condensed consolidated interim balance sheet
as at 30 June 2015 and 2014 and 31 December 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes |
|
|
30 June
2015 £m |
|
|
30 June
2014 £m |
|
|
31 December
2014 £m |
|
Non-current assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intangible assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goodwill |
|
|
12 |
|
|
|
10,057.3 |
|
|
|
9,465.7 |
|
|
|
9,979.4 |
|
Other |
|
|
13 |
|
|
|
1,714.2 |
|
|
|
1,662.6 |
|
|
|
1,668.9 |
|
Property, plant and equipment |
|
|
|
|
|
|
731.1 |
|
|
|
742.7 |
|
|
|
772.5 |
|
Interests in associates and joint ventures |
|
|
|
|
|
|
694.3 |
|
|
|
755.0 |
|
|
|
759.9 |
|
Other investments |
|
|
|
|
|
|
920.9 |
|
|
|
331.2 |
|
|
|
669.2 |
|
Deferred tax assets |
|
|
|
|
|
|
248.3 |
|
|
|
109.7 |
|
|
|
239.7 |
|
Trade and other receivables |
|
|
14 |
|
|
|
141.9 |
|
|
|
132.4 |
|
|
|
148.6 |
|
|
|
|
|
|
|
|
14,508.0 |
|
|
|
13,199.3 |
|
|
|
14,238.2 |
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Inventory and work in progress |
|
|
|
|
|
|
321.7 |
|
|
|
324.9 |
|
|
|
327.3 |
|
Corporate income tax recoverable |
|
|
|
|
|
|
168.1 |
|
|
|
137.9 |
|
|
|
145.6 |
|
Trade and other receivables |
|
|
14 |
|
|
|
9,985.0 |
|
|
|
9,322.6 |
|
|
|
9,530.0 |
|
Cash and short-term deposits |
|
|
|
|
|
|
1,353.0 |
|
|
|
1,208.0 |
|
|
|
2,512.7 |
|
|
|
|
|
|
|
|
11,827.8 |
|
|
|
10,993.4 |
|
|
|
12,515.6 |
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade and other payables |
|
|
15 |
|
|
|
(11,359.8 |
) |
|
|
(10,493.3 |
) |
|
|
(11,784.0 |
) |
Corporate income tax payable |
|
|
|
|
|
|
(38.3 |
) |
|
|
(55.7 |
) |
|
|
(158.6 |
) |
Bank overdrafts and loans |
|
|
|
|
|
|
(518.7 |
) |
|
|
(952.5 |
) |
|
|
(653.2 |
) |
|
|
|
|
|
|
|
(11,916.8 |
) |
|
|
(11,501.5 |
) |
|
|
(12,595.8 |
) |
Net current liabilities |
|
|
|
|
|
|
(89.0 |
) |
|
|
(508.1 |
) |
|
|
(80.2 |
) |
Total assets less current liabilities |
|
|
|
|
|
|
14,419.0 |
|
|
|
12,691.2 |
|
|
|
14,158.0 |
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bonds and bank loans |
|
|
|
|
|
|
(4,217.0 |
) |
|
|
(3,212.7 |
) |
|
|
(4,134.9 |
) |
Trade and other payables |
|
|
16 |
|
|
|
(707.5 |
) |
|
|
(511.3 |
) |
|
|
(624.9 |
) |
Corporate income tax payable |
|
|
|
|
|
|
(533.6 |
) |
|
|
(389.9 |
) |
|
|
(441.2 |
) |
Deferred tax liabilities |
|
|
|
|
|
|
(696.8 |
) |
|
|
(643.8 |
) |
|
|
(667.6 |
) |
Provisions for post-employment benefits |
|
|
|
|
|
|
(283.3 |
) |
|
|
(238.9 |
) |
|
|
(296.2 |
) |
Provisions for liabilities and charges |
|
|
|
|
|
|
(173.2 |
) |
|
|
(147.5 |
) |
|
|
(166.4 |
) |
|
|
|
|
|
|
|
(6,611.4 |
) |
|
|
(5,144.1 |
) |
|
|
(6,331.2 |
) |
Net assets |
|
|
|
|
|
|
7,807.6 |
|
|
|
7,547.1 |
|
|
|
7,826.8 |
|
|
|
|
|
|
Equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Called-up share capital |
|
|
17 |
|
|
|
132.7 |
|
|
|
135.0 |
|
|
|
132.6 |
|
Share premium account |
|
|
|
|
|
|
513.3 |
|
|
|
490.1 |
|
|
|
508.0 |
|
Shares to be issued |
|
|
|
|
|
|
0.1 |
|
|
|
0.4 |
|
|
|
0.3 |
|
Other reserves |
|
|
|
|
|
|
(226.0 |
) |
|
|
(47.3 |
) |
|
|
36.2 |
|
Own shares |
|
|
|
|
|
|
(572.2 |
) |
|
|
(535.9 |
) |
|
|
(283.7 |
) |
Retained earnings |
|
|
|
|
|
|
7,619.6 |
|
|
|
7,204.2 |
|
|
|
7,106.7 |
|
Equity share owners funds |
|
|
|
|
|
|
7,467.5 |
|
|
|
7,246.5 |
|
|
|
7,500.1 |
|
Non-controlling interests |
|
|
|
|
|
|
340.1 |
|
|
|
300.6 |
|
|
|
326.7 |
|
Total equity |
|
|
|
|
|
|
7,807.6 |
|
|
|
7,547.1 |
|
|
|
7,826.8 |
|
Note
The accompanying
notes form an integral part of this unaudited condensed consolidated interim balance sheet.
4
WPP plc
Unaudited condensed consolidated interim statement of changes in equity
for the six months ended 30 June 2015, 31 December 2014, and 30 June 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Called-up share capital
£m |
|
|
Share premium account
£m |
|
|
Shares to
be issued
£m |
|
|
Other reserves
£m |
|
|
Own shares
£m |
|
|
Retained earnings
£m |
|
|
Total equity share owners funds
£m |
|
|
Non-
controlling interests
£m |
|
|
Total
£m |
|
Balance at 1 January 2014 |
|
|
134.9 |
|
|
|
483.4 |
|
|
|
0.5 |
|
|
|
317.3 |
|
|
|
(253.0 |
) |
|
|
6,903.7 |
|
|
|
7,586.8 |
|
|
|
259.7 |
|
|
|
7,846.5 |
|
Ordinary shares issued |
|
|
0.1 |
|
|
|
6.7 |
|
|
|
(0.1 |
) |
|
|
|
|
|
|
|
|
|
|
0.1 |
|
|
|
6.8 |
|
|
|
|
|
|
|
6.8 |
|
Treasury share additions |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(316.2 |
) |
|
|
|
|
|
|
(316.2 |
) |
|
|
|
|
|
|
(316.2 |
) |
Treasury share allocations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.5 |
|
|
|
(0.5 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Net profit for the period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
364.8 |
|
|
|
364.8 |
|
|
|
31.4 |
|
|
|
396.2 |
|
Exchange adjustments on foreign currency net investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(306.3 |
) |
|
|
|
|
|
|
|
|
|
|
(306.3 |
) |
|
|
(8.7 |
) |
|
|
(315.0 |
) |
Gain on revaluation of available for sale
investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
46.1 |
|
|
|
|
|
|
|
|
|
|
|
46.1 |
|
|
|
|
|
|
|
46.1 |
|
Comprehensive (loss)/ income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(260.2 |
) |
|
|
|
|
|
|
364.8 |
|
|
|
104.6 |
|
|
|
22.7 |
|
|
|
127.3 |
|
Dividends paid |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(21.7 |
) |
|
|
(21.7 |
) |
Non-cash share-based incentive plans (including stock options) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
53.8 |
|
|
|
53.8 |
|
|
|
|
|
|
|
53.8 |
|
Tax adjustment on share-based payments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(6.1 |
) |
|
|
(6.1 |
) |
|
|
|
|
|
|
(6.1 |
) |
Net movement in own shares held by ESOP Trusts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
32.8 |
|
|
|
(106.8 |
) |
|
|
(74.0 |
) |
|
|
|
|
|
|
(74.0 |
) |
Recognition/remeasurement of financial instruments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(28.4 |
) |
|
|
|
|
|
|
(4.0 |
) |
|
|
(32.4 |
) |
|
|
|
|
|
|
(32.4 |
) |
Share purchasesclose period commitments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(76.0 |
) |
|
|
|
|
|
|
|
|
|
|
(76.0 |
) |
|
|
|
|
|
|
(76.0 |
) |
Acquisition of subsidiaries1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.8 |
) |
|
|
(0.8 |
) |
|
|
39.9 |
|
|
|
39.1 |
|
Balance at 30 June 2014 |
|
|
135.0 |
|
|
|
490.1 |
|
|
|
0.4 |
|
|
|
(47.3 |
) |
|
|
(535.9 |
) |
|
|
7,204.2 |
|
|
|
7,246.5 |
|
|
|
300.6 |
|
|
|
7,547.1 |
|
Ordinary shares issued |
|
|
0.3 |
|
|
|
17.9 |
|
|
|
(0.1 |
) |
|
|
|
|
|
|
|
|
|
|
0.1 |
|
|
|
18.2 |
|
|
|
|
|
|
|
18.2 |
|
Treasury share additions |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(96.3 |
) |
|
|
|
|
|
|
(96.3 |
) |
|
|
|
|
|
|
(96.3 |
) |
Treasury share allocations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.1 |
|
|
|
(0.1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Treasury share cancellations |
|
|
(2.7 |
) |
|
|
|
|
|
|
|
|
|
|
2.7 |
|
|
|
332.5 |
|
|
|
(332.5 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Net profit for the period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
712.4 |
|
|
|
712.4 |
|
|
|
42.9 |
|
|
|
755.3 |
|
Exchange adjustments on foreign currency net investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
82.0 |
|
|
|
|
|
|
|
|
|
|
|
82.0 |
|
|
|
11.8 |
|
|
|
93.8 |
|
Gain on revaluation of available for sale investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
18.5 |
|
|
|
|
|
|
|
|
|
|
|
18.5 |
|
|
|
|
|
|
|
18.5 |
|
Actuarial loss on defined benefit pension plans |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(86.6 |
) |
|
|
(86.6 |
) |
|
|
|
|
|
|
(86.6 |
) |
Deferred tax on defined benefit pension
plans |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
62.1 |
|
|
|
62.1 |
|
|
|
|
|
|
|
62.1 |
|
Comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
100.5 |
|
|
|
|
|
|
|
687.9 |
|
|
|
788.4 |
|
|
|
54.7 |
|
|
|
843.1 |
|
Dividends paid |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(460.0 |
) |
|
|
(460.0 |
) |
|
|
(36.0 |
) |
|
|
(496.0 |
) |
Non-cash share-based incentive plans (including stock options) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
48.4 |
|
|
|
48.4 |
|
|
|
|
|
|
|
48.4 |
|
Tax adjustment on share-based payments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5.5 |
|
|
|
5.5 |
|
|
|
|
|
|
|
5.5 |
|
Net movement in own shares held by ESOP Trusts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15.9 |
|
|
|
(40.2 |
) |
|
|
(24.3 |
) |
|
|
|
|
|
|
(24.3 |
) |
Recognition/remeasurement of financial instruments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(15.7 |
) |
|
|
|
|
|
|
(0.1 |
) |
|
|
(15.8 |
) |
|
|
|
|
|
|
(15.8 |
) |
Share purchasesclose period commitments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(4.0 |
) |
|
|
|
|
|
|
(3.9 |
) |
|
|
(7.9 |
) |
|
|
|
|
|
|
(7.9 |
) |
Acquisition of subsidiaries1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2.6 |
) |
|
|
(2.6 |
) |
|
|
7.4 |
|
|
|
4.8 |
|
Balance at 31 December 2014 |
|
|
132.6 |
|
|
|
508.0 |
|
|
|
0.3 |
|
|
|
36.2 |
|
|
|
(283.7 |
) |
|
|
7,106.7 |
|
|
|
7,500.1 |
|
|
|
326.7 |
|
|
|
7,826.8 |
|
Ordinary shares issued |
|
|
0.1 |
|
|
|
5.3 |
|
|
|
(0.2 |
) |
|
|
|
|
|
|
|
|
|
|
0.1 |
|
|
|
5.3 |
|
|
|
|
|
|
|
5.3 |
|
Treasury share additions |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(345.7 |
) |
|
|
|
|
|
|
(345.7 |
) |
|
|
|
|
|
|
(345.7 |
) |
Treasury share allocations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3.1 |
|
|
|
(3.1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Net profit for the period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
566.2 |
|
|
|
566.2 |
|
|
|
34.9 |
|
|
|
601.1 |
|
Exchange adjustments on foreign currency net investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(307.1 |
) |
|
|
|
|
|
|
|
|
|
|
(307.1 |
) |
|
|
(8.9 |
) |
|
|
(316.0 |
) |
Loss on revaluation of available for sale
investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2.1 |
) |
|
|
|
|
|
|
|
|
|
|
(2.1 |
) |
|
|
|
|
|
|
(2.1 |
) |
Comprehensive (loss)/income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(309.2 |
) |
|
|
|
|
|
|
566.2 |
|
|
|
257.0 |
|
|
|
26.0 |
|
|
|
283.0 |
|
Dividends paid |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(25.7 |
) |
|
|
(25.7 |
) |
Non-cash share-based incentive plans (including share options) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
48.5 |
|
|
|
48.5 |
|
|
|
|
|
|
|
48.5 |
|
Tax adjustment on share-based payments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21.8 |
|
|
|
21.8 |
|
|
|
|
|
|
|
21.8 |
|
Net movement in own shares held by ESOP Trusts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
54.1 |
|
|
|
(113.8 |
) |
|
|
(59.7 |
) |
|
|
|
|
|
|
(59.7 |
) |
Recognition/remeasurement of financial instruments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(33.0 |
) |
|
|
|
|
|
|
0.4 |
|
|
|
(32.6 |
) |
|
|
|
|
|
|
(32.6 |
) |
Share purchasesclose period commitments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
80.0 |
|
|
|
|
|
|
|
2.9 |
|
|
|
82.9 |
|
|
|
|
|
|
|
82.9 |
|
Acquisition of subsidiaries1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(10.1 |
) |
|
|
(10.1 |
) |
|
|
13.1 |
|
|
|
3.0 |
|
Balance at 30 June 2015 |
|
|
132.7 |
|
|
|
513.3 |
|
|
|
0.1 |
|
|
|
(226.0 |
) |
|
|
(572.2 |
) |
|
|
7,619.6 |
|
|
|
7,467.5 |
|
|
|
340.1 |
|
|
|
7,807.6 |
|
Note
The accompanying
notes form an integral part of this unaudited condensed consolidated interim statement of changes in equity.
1 Acquisition of subsidiaries represents movements in retained earnings and non-controlling interests
arising from increases in ownership of existing subsidiaries and recognition of non-controlling interests on new acquisitions.
5
Notes to the unaudited condensed consolidated interim financial statements
The unaudited condensed consolidated interim financial statements are prepared
under the historical cost convention, except for the revaluation of certain financial instruments as disclosed in our accounting policies.
The unaudited condensed consolidated interim financial statements comply with the
recognition and measurement criteria of International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB), IAS 34 Interim Financial Reporting and with the accounting policies of the Group which were
set out on pages F-2 to F-7 of the 2014 Annual Report on Form 20-F. No changes have been made to the Groups accounting policies in the period ended 30 June 2015.
The announcement of the interim results was approved by the board of directors on 26 August 2015.
The reporting currency of the Group is pound sterling and the unaudited condensed
consolidated interim financial statements have been prepared on this basis.
The 2015 unaudited condensed consolidated interim income statement is
prepared using, among other currencies, average exchange rates of US$1.5239 to the pound (period ended 30 June 2014: US$1.6689; year ended 31 December 2014: US$1.6475) and 1.3659 to the pound (period ended 30 June 2014:
1.2176; year ended 31 December 2014: 1.2410). The unaudited condensed consolidated interim balance sheet as at 30 June 2015 has been prepared using the exchange rates on that day of US$1.5725 to the pound (30 June 2014:
US$1.7102; 31 December 2014: US$1.5581) and 1.4100 to the pound (30 June 2014: 1.2494; 31 December 2014: 1.2874).
4. |
Operating costs and share of results of associates |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended
30 June
2015 |
|
|
Six months ended
30 June
2014 |
|
|
Year
ended
31 December 2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Staff costs |
|
|
3,303.2 |
|
|
|
3,192.2 |
|
|
|
6,440.5 |
|
Establishment costs |
|
|
358.8 |
|
|
|
351.3 |
|
|
|
711.3 |
|
Other operating costs |
|
|
589.8 |
|
|
|
717.1 |
|
|
|
1,405.7 |
|
Total operating costs |
|
|
4,251.8 |
|
|
|
4,260.6 |
|
|
|
8,557.5 |
|
Staff costs include:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended
30 June
2015 |
|
|
Six months ended
30 June
2014 |
|
|
Year
ended
31 December
2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Wages and salaries |
|
|
2,277.8 |
|
|
|
2,198.5 |
|
|
|
4,467.8 |
|
Cash-based incentive plans |
|
|
63.1 |
|
|
|
59.2 |
|
|
|
210.7 |
|
Share-based incentive plans |
|
|
48.5 |
|
|
|
53.8 |
|
|
|
102.2 |
|
Social security costs |
|
|
302.3 |
|
|
|
296.8 |
|
|
|
567.8 |
|
Pension costs |
|
|
81.5 |
|
|
|
76.2 |
|
|
|
148.9 |
|
Severance |
|
|
15.9 |
|
|
|
27.5 |
|
|
|
37.4 |
|
Other staff costs |
|
|
514.1 |
|
|
|
480.2 |
|
|
|
905.7 |
|
|
|
|
3,303.2 |
|
|
|
3,192.2 |
|
|
|
6,440.5 |
|
Staff cost to net sales ratio |
|
|
65.5% |
|
|
|
66.6% |
|
|
|
64.0% |
|
6
Notes to the unaudited condensed consolidated interim financial statements (continued)
4. |
Operating costs and share of results of associates (continued) |
Other operating costs include:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended
30 June
2015 |
|
|
Six months ended
30 June
2014 |
|
|
Year
ended
31 December
2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Amortisation and impairment of acquired intangible assets |
|
|
66.7 |
|
|
|
74.0 |
|
|
|
147.5 |
|
Goodwill impairment |
|
|
|
|
|
|
|
|
|
|
16.9 |
|
Gains on disposal of investments and subsidiaries |
|
|
(91.9 |
) |
|
|
(17.1 |
) |
|
|
(186.3 |
) |
Gains on remeasurement of equity interest on acquisition of controlling interest |
|
|
(140.2 |
) |
|
|
(5.9 |
) |
|
|
(9.2 |
) |
Investment write-downs |
|
|
|
|
|
|
|
|
|
|
7.3 |
|
Restructuring costs |
|
|
21.2 |
|
|
|
9.1 |
|
|
|
127.6 |
|
Gains on remeasurement of equity interest on acquisition of controlling interest in 2015 primarily comprise gains in relation
to the acquisition of a majority stake in IBOPE in Latin America.
Gains on disposal of investments and subsidiaries in 2015 include
£43.6 million of gains arising on the sale of certain Kantar internet measurement businesses to comScore Inc in consideration for newly issued equity in the buyer and £29.7 million of gains arising on the sale of the
Groups minority stake in eRewards.
Gains on disposal of investments and subsidiaries of £186.3 million in the year ended
31 December 2014 include £150.6 million of gains arising on the sale of the Xaxis for Publishers business to AppNexus Inc and the Kantar Media US television measurement business to Rentrak Inc. In both cases, consideration received
was in the form of equity issued by the buyer.
In 2015, restructuring costs of £21.2 million (period ended 30 June 2014: £9.1
million) predominantly comprise costs resulting from the project to transform and rationalise the Groups IT services and infrastructure.
In the
year ended 31 December 2014, restructuring costs of £127.6 million comprise £88.7 million of costs (including £67.4 million of severance costs) arising from a structural reassessment of certain of the
Groups operations, primarily in the mature markets of Western Europe; and £38.9 million of costs resulting from the project to transform and rationalise the Groups IT services and infrastructure.
Share of results of associates include:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended
30 June
2015 |
|
|
Six months ended
30 June
2014 |
|
|
Year
ended
31 December 2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Share of profit before interest and taxation |
|
|
39.2 |
|
|
|
44.7 |
|
|
|
101.8 |
|
Share of exceptional losses |
|
|
(8.4 |
) |
|
|
(2.1 |
) |
|
|
(7.6 |
) |
Share of interest and non-controlling interests |
|
|
(0.8 |
) |
|
|
(0.8 |
) |
|
|
(3.1 |
) |
Share of taxation |
|
|
(14.0 |
) |
|
|
(13.1 |
) |
|
|
(29.2 |
) |
|
|
|
16.0 |
|
|
|
28.7 |
|
|
|
61.9 |
|
7
Notes to the unaudited condensed consolidated interim financial statements (continued)
5. |
Finance income, finance costs and revaluation of financial instruments |
Finance income includes:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended
30 June
2015 |
|
|
Six months ended
30 June
2014 |
|
|
Year
ended
31 December 2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Income from available for sale investments |
|
|
10.2 |
|
|
|
11.3 |
|
|
|
26.0 |
|
Interest income |
|
|
27.9 |
|
|
|
31.7 |
|
|
|
68.7 |
|
|
|
|
38.1 |
|
|
|
43.0 |
|
|
|
94.7 |
|
Finance costs include:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended
30 June
2015 |
|
|
Six months ended
30 June
2014 |
|
|
Year
ended
31 December 2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Net interest expense on pension plans |
|
|
3.8 |
|
|
|
4.0 |
|
|
|
8.0 |
|
Interest on other long-term employee benefits |
|
|
1.2 |
|
|
|
0.9 |
|
|
|
1.9 |
|
Interest payable and similar charges |
|
|
106.5 |
|
|
|
128.5 |
|
|
|
252.8 |
|
|
|
|
111.5 |
|
|
|
133.4 |
|
|
|
262.7 |
|
Revaluation of financial instruments include:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended
30 June
2015 |
|
|
Six months ended
30 June
2014 |
|
|
Year
ended
31 December 2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Movements in fair value of treasury instruments |
|
|
(5.9 |
) |
|
|
19.7 |
|
|
|
31.3 |
|
Movements in fair value of other derivatives |
|
|
15.9 |
|
|
|
|
|
|
|
15.0 |
|
Revaluation of put options over non-controlling interests |
|
|
(5.8 |
) |
|
|
0.1 |
|
|
|
(8.8 |
) |
Revaluation of payments due to vendors (earnout agreements) |
|
|
(26.0 |
) |
|
|
1.9 |
|
|
|
13.2 |
|
|
|
|
(21.8 |
) |
|
|
21.7 |
|
|
|
50.7 |
|
8
Notes to the unaudited condensed consolidated interim financial statements (continued)
Reported contributions by operating sector were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended
30 June
2015 |
|
|
Six months ended
30 June
2014 |
|
|
Year
ended
31 December 2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
|
|
|
|
Revenue |
|
|
|
|
|
|
|
|
|
|
|
|
Advertising and Media Investment Management |
|
|
2,638.8 |
|
|
|
2,390.6 |
|
|
|
5,134.3 |
|
Data Investment Management |
|
|
1,173.8 |
|
|
|
1,176.8 |
|
|
|
2,429.3 |
|
Public Relations & Public Affairs |
|
|
458.7 |
|
|
|
435.4 |
|
|
|
891.9 |
|
Branding & Identity, Healthcare and Specialist Communications |
|
|
1,568.1 |
|
|
|
1,465.9 |
|
|
|
3,073.4 |
|
|
|
|
5,839.4 |
|
|
|
5,468.7 |
|
|
|
11,528.9 |
|
|
|
|
|
Net sales |
|
|
|
|
|
|
|
|
|
|
|
|
Advertising and Media Investment Management |
|
|
2,221.1 |
|
|
|
2,117.9 |
|
|
|
4,502.0 |
|
Data Investment Management |
|
|
856.7 |
|
|
|
842.5 |
|
|
|
1,748.9 |
|
Public Relations & Public Affairs |
|
|
450.3 |
|
|
|
430.3 |
|
|
|
880.4 |
|
Branding & Identity, Healthcare and Specialist Communications |
|
|
1,512.6 |
|
|
|
1,401.0 |
|
|
|
2,933.5 |
|
|
|
|
5,040.7 |
|
|
|
4,791.7 |
|
|
|
10,064.8 |
|
|
|
|
|
Headline PBIT1 |
|
|
|
|
|
|
|
|
|
|
|
|
Advertising and Media Investment Management |
|
|
330.4 |
|
|
|
312.0 |
|
|
|
836.2 |
|
Data Investment Management |
|
|
100.6 |
|
|
|
88.1 |
|
|
|
272.7 |
|
Public Relations & Public Affairs |
|
|
66.0 |
|
|
|
64.7 |
|
|
|
139.2 |
|
Branding & Identity, Healthcare and Specialist Communications |
|
|
172.1 |
|
|
|
157.2 |
|
|
|
432.5 |
|
|
|
|
669.1 |
|
|
|
622.0 |
|
|
|
1,680.6 |
|
|
|
|
|
Net sales margin2 |
|
|
% |
|
|
|
% |
|
|
|
% |
|
Advertising and Media Investment Management |
|
|
14.9 |
|
|
|
14.7 |
|
|
|
18.6 |
|
Data Investment Management |
|
|
11.7 |
|
|
|
10.5 |
|
|
|
15.6 |
|
Public Relations & Public Affairs |
|
|
14.7 |
|
|
|
15.0 |
|
|
|
15.8 |
|
Branding & Identity, Healthcare and Specialist Communications |
|
|
11.4 |
|
|
|
11.2 |
|
|
|
14.7 |
|
|
|
|
13.3 |
|
|
|
13.0 |
|
|
|
16.7 |
|
|
|
|
|
Total assets |
|
|
|
|
|
|
|
|
|
|
|
|
Advertising and Media Investment Management |
|
|
12,363.6 |
|
|
|
11,915.8 |
|
|
|
12,250.5 |
|
Data Investment Management |
|
|
3,703.9 |
|
|
|
3,337.0 |
|
|
|
3,427.1 |
|
Public Relations & Public Affairs |
|
|
1,709.8 |
|
|
|
1,654.9 |
|
|
|
1,744.7 |
|
Branding & Identity, Healthcare and Specialist Communications |
|
|
6,789.1 |
|
|
|
5,829.4 |
|
|
|
6,433.5 |
|
Segment assets |
|
|
24,566.4 |
|
|
|
22,737.1 |
|
|
|
23,855.8 |
|
Unallocated corporate assets3 |
|
|
1,769.4 |
|
|
|
1,455.6 |
|
|
|
2,898.0 |
|
|
|
|
26,335.8 |
|
|
|
24,192.7 |
|
|
|
26,753.8 |
|
1 |
A reconciliation from reported PBIT (profit before interest and taxation) to headline PBIT is provided in note 19. |
2 |
Net sales margin is calculated as headline PBIT as a percentage of net sales. |
3 |
Unallocated corporate assets are corporate income tax recoverable, deferred tax assets and cash and short term deposits. |
9
Notes to the unaudited condensed consolidated interim financial statements (continued)
6. |
Segmental analysis (continued) |
Reported contributions by geographical area were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended
30 June
2015 |
|
|
Six months ended
30 June
2014 |
|
|
Year
ended
31 December 2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
|
|
|
|
Revenue |
|
|
|
|
|
|
|
|
|
|
|
|
North America1 |
|
|
2,164.6 |
|
|
|
1,878.1 |
|
|
|
3,899.9 |
|
United Kingdom |
|
|
860.0 |
|
|
|
783.6 |
|
|
|
1,640.3 |
|
Western Continental Europe |
|
|
1,143.2 |
|
|
|
1,243.9 |
|
|
|
2,568.8 |
|
Asia Pacific, Latin America, Africa & Middle East and Central & Eastern
Europe |
|
|
1,671.6 |
|
|
|
1,563.1 |
|
|
|
3,419.9 |
|
|
|
|
5,839.4 |
|
|
|
5,468.7 |
|
|
|
11,528.9 |
|
|
|
|
|
Net sales |
|
|
|
|
|
|
|
|
|
|
|
|
North America1 |
|
|
1,877.2 |
|
|
|
1,677.7 |
|
|
|
3,471.7 |
|
United Kingdom |
|
|
722.9 |
|
|
|
665.2 |
|
|
|
1,396.0 |
|
Western Continental Europe |
|
|
964.8 |
|
|
|
1,052.4 |
|
|
|
2,142.6 |
|
Asia Pacific, Latin America, Africa & Middle East and Central & Eastern
Europe |
|
|
1,475.8 |
|
|
|
1,396.4 |
|
|
|
3,054.5 |
|
|
|
|
5,040.7 |
|
|
|
4,791.7 |
|
|
|
10,064.8 |
|
|
|
|
|
Headline PBIT2 |
|
|
|
|
|
|
|
|
|
|
|
|
North America1 |
|
|
307.5 |
|
|
|
250.5 |
|
|
|
621.8 |
|
United Kingdom |
|
|
92.0 |
|
|
|
90.9 |
|
|
|
221.2 |
|
Western Continental Europe |
|
|
102.8 |
|
|
|
97.8 |
|
|
|
277.2 |
|
Asia Pacific, Latin America, Africa & Middle East and Central & Eastern
Europe |
|
|
166.8 |
|
|
|
182.8 |
|
|
|
560.4 |
|
|
|
|
669.1 |
|
|
|
622.0 |
|
|
|
1,680.6 |
|
|
|
|
|
Net sales margin3 |
|
|
% |
|
|
|
% |
|
|
|
% |
|
North America1 |
|
|
16.4 |
|
|
|
14.9 |
|
|
|
17.9 |
|
United Kingdom |
|
|
12.7 |
|
|
|
13.7 |
|
|
|
15.8 |
|
Western Continental Europe |
|
|
10.7 |
|
|
|
9.3 |
|
|
|
12.9 |
|
Asia Pacific, Latin America, Africa & Middle East and Central & Eastern
Europe |
|
|
11.3 |
|
|
|
13.1 |
|
|
|
18.3 |
|
|
|
|
13.3 |
|
|
|
13.0 |
|
|
|
16.7 |
|
1 |
North America includes the US with revenue of £2,048.3 million (period ended 30 June 2014: £1,766.9 million; year ended 31 December 2014: £3,664.9 million), net sales of
£1,773.5 million (period ended 30 June 2014: £1,573.1 million; year ended 31 December 2014: £3,254.2 million) and headline PBIT of £295.0 million (period ended 30 June 2014: £237.5 million; year
ended 31 December 2014: £588.2 million). |
2 |
A reconciliation from reported PBIT to headline PBIT is provided in note 19. |
3 |
Net sales margin is calculated as headline PBIT as a percentage of net sales. |
10
Notes to the unaudited condensed consolidated interim financial statements (continued)
The tax rate on reported PBT was 15.3% (30 June 2014: 19.3%; 31 December 2014: 20.7%)
largely because the tax charge on gains on remeasurement of equity interest on acquisition of controlling interest and on gains on disposal of investments and subsidiaries was minimal.
The tax charge comprises:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended
30 June
2015 |
|
|
Six months ended
30 June
2014 |
|
|
Year
ended
31 December 2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Corporation tax |
|
|
|
|
|
|
|
|
|
|
|
|
Current year |
|
|
119.3 |
|
|
|
98.5 |
|
|
|
373.5 |
|
Prior years |
|
|
9.2 |
|
|
|
5.5 |
|
|
|
4.4 |
|
Charge relating to gains on disposal of investments and subsidiaries |
|
|
0.8 |
|
|
|
|
|
|
|
21.4 |
|
Credit relating to restructuring costs |
|
|
(6.4 |
) |
|
|
|
|
|
|
|
|
|
|
|
122.9 |
|
|
|
104.0 |
|
|
|
399.3 |
|
Deferred tax |
|
|
|
|
|
|
|
|
|
|
|
|
Current year |
|
|
(6.1 |
) |
|
|
2.2 |
|
|
|
(69.7 |
) |
Net credit in relation to the amortisation of acquired intangible assets and other goodwill items |
|
|
(6.6 |
) |
|
|
(11.3 |
) |
|
|
(23.2 |
) |
Charge/(credit) relating to restructuring costs |
|
|
1.7 |
|
|
|
|
|
|
|
(14.1 |
) |
Gains on disposal of investments and subsidiaries |
|
|
|
|
|
|
|
|
|
|
13.8 |
|
|
|
|
(11.0 |
) |
|
|
(9.1 |
) |
|
|
(93.2 |
) |
Prior years |
|
|
(3.3 |
) |
|
|
|
|
|
|
(5.7 |
) |
|
|
|
(14.3 |
) |
|
|
(9.1 |
) |
|
|
(98.9 |
) |
Tax charge |
|
|
108.6 |
|
|
|
94.9 |
|
|
|
300.4 |
|
The Board has recommended an interim dividend of 15.91p (2014: 11.62p) per
ordinary share. This is expected to be paid on 9 November 2015 to share owners on the register at 9 October 2015. The Board recommended a final dividend of 26.58p per ordinary share in respect of 2014. This was paid on 6 July
2015.
Basic EPS
The calculation of basic EPS is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
£m |
|
Six months ended
30 June 2015 |
|
|
Six months ended
30 June 2014 |
|
|
Year
ended
31 December 2014 |
|
Earnings1 (£ million) |
|
|
566.2 |
|
|
|
364.8 |
|
|
|
1,077.2 |
|
Average shares used in basic EPS calculation (million) |
|
|
1,294.6 |
|
|
|
1,318.7 |
|
|
|
1,307.4 |
|
EPS |
|
|
43.7p |
|
|
|
27.7p |
|
|
|
82.4p |
|
1 |
Earnings is equivalent to profit for the period attributable to equity holders of the parent. |
11
Notes to the unaudited condensed consolidated interim financial statements (continued)
9. |
Earnings per share (continued) |
Diluted EPS
The calculation of diluted EPS is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended
30 June 2015 |
|
|
Six months ended
30 June 2014 |
|
|
Year
ended
31 December 2014 |
|
Diluted earnings (£ million) |
|
|
566.2 |
|
|
|
364.8 |
|
|
|
1,077.2 |
|
Shares used in diluted EPS calculation (million) |
|
|
1,317.1 |
|
|
|
1,349.2 |
|
|
|
1,337.5 |
|
Diluted EPS |
|
|
43.0p |
|
|
|
27.0p |
|
|
|
80.5p |
|
Diluted EPS has been calculated based on the earnings amounts above.
A reconciliation between the shares used in calculating basic and diluted EPS is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended
30 June
2015 |
|
|
Six months ended
30 June
2014 |
|
|
Year
ended
31 December 2014 |
|
|
|
m |
|
|
m |
|
|
m |
|
Average shares used in basic EPS calculation |
|
|
1,294.6 |
|
|
|
1,318.7 |
|
|
|
1,307.4 |
|
Dilutive share options outstanding |
|
|
3.2 |
|
|
|
5.4 |
|
|
|
4.8 |
|
Other potentially issuable shares |
|
|
19.3 |
|
|
|
25.1 |
|
|
|
25.3 |
|
Shares used in diluted EPS calculation |
|
|
1,317.1 |
|
|
|
1,349.2 |
|
|
|
1,337.5 |
|
At 30 June 2015 there were 1,326,557,359 ordinary shares in issue.
12
Notes to the unaudited condensed consolidated interim financial statements (continued)
10. |
Analysis of cash flows |
The following tables analyse the items included within the main cash flow
headings on page 3:
Net cash (outflow)/inflow from operating activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended
30 June
2015 |
|
|
Six months ended
30 June
2014 |
|
|
Year
ended
31 December 2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Profit for the period |
|
|
601.1 |
|
|
|
396.2 |
|
|
|
1,151.5 |
|
Taxation |
|
|
108.6 |
|
|
|
94.9 |
|
|
|
300.4 |
|
Revaluation of financial instruments |
|
|
21.8 |
|
|
|
(21.7 |
) |
|
|
(50.7 |
) |
Finance costs |
|
|
111.5 |
|
|
|
133.4 |
|
|
|
262.7 |
|
Finance income |
|
|
(38.1 |
) |
|
|
(43.0 |
) |
|
|
(94.7 |
) |
Share of results of associates |
|
|
(16.0 |
) |
|
|
(28.7 |
) |
|
|
(61.9 |
) |
Non-cash share-based incentive plans (including share options) |
|
|
48.5 |
|
|
|
53.8 |
|
|
|
102.2 |
|
Depreciation of property, plant and equipment |
|
|
97.5 |
|
|
|
95.8 |
|
|
|
197.3 |
|
Goodwill impairment |
|
|
|
|
|
|
|
|
|
|
16.9 |
|
Amortisation and impairment of acquired intangible assets |
|
|
66.7 |
|
|
|
74.0 |
|
|
|
147.5 |
|
Amortisation of other intangible assets |
|
|
15.4 |
|
|
|
15.1 |
|
|
|
31.6 |
|
Investment write-downs |
|
|
|
|
|
|
|
|
|
|
7.3 |
|
Gains on disposal of investments and subsidiaries |
|
|
(91.9 |
) |
|
|
(17.1 |
) |
|
|
(186.3 |
) |
Gains on remeasurement of equity interest on acquisition of controlling interest |
|
|
(140.2 |
) |
|
|
(5.9 |
) |
|
|
(9.2 |
) |
(Gains)/losses on sale of property, plant and equipment |
|
|
(0.1 |
) |
|
|
0.2 |
|
|
|
(0.8 |
) |
Movements in working capital and provisions1 |
|
|
(772.2 |
) |
|
|
(539.6 |
) |
|
|
295.0 |
|
Corporation and overseas tax paid |
|
|
(165.0 |
) |
|
|
(133.7 |
) |
|
|
(289.9 |
) |
Interest and similar charges paid |
|
|
(110.0 |
) |
|
|
(155.2 |
) |
|
|
(249.1 |
) |
Interest received |
|
|
28.6 |
|
|
|
30.4 |
|
|
|
69.8 |
|
Investment income |
|
|
3.0 |
|
|
|
4.4 |
|
|
|
11.9 |
|
Dividends received from associates |
|
|
50.1 |
|
|
|
29.4 |
|
|
|
52.2 |
|
|
|
|
(180.7 |
) |
|
|
(17.3 |
) |
|
|
1,703.7 |
|
1 |
The Group typically experiences an outflow of working capital in the first half of the financial year and an inflow in the second half. This is primarily due to the seasonal nature of working capital flows associated
with its media buying activities on behalf of clients. |
Acquisitions and disposals:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended
30 June
2015 |
|
|
Six months ended
30 June
2014 |
|
|
Year
ended
31 December 2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Initial cash consideration |
|
|
(307.8 |
) |
|
|
(239.7 |
) |
|
|
(382.7 |
) |
Cash and cash equivalents acquired (net) |
|
|
19.2 |
|
|
|
54.1 |
|
|
|
74.4 |
|
Earnout payments |
|
|
(10.9 |
) |
|
|
(15.3 |
) |
|
|
(34.3 |
) |
Purchase of other investments (including associates) |
|
|
(201.7 |
) |
|
|
(53.8 |
) |
|
|
(188.8 |
) |
Proceeds on disposal of investments |
|
|
41.9 |
|
|
|
35.0 |
|
|
|
42.3 |
|
Acquisitions and disposals |
|
|
(459.3 |
) |
|
|
(219.7 |
) |
|
|
(489.1 |
) |
Cash consideration for non-controlling interests |
|
|
(7.9 |
) |
|
|
(1.8 |
) |
|
|
(5.6 |
) |
Net acquisition payments and investments |
|
|
(467.2 |
) |
|
|
(221.5 |
) |
|
|
(494.7 |
) |
13
Notes to the unaudited condensed consolidated interim financial statements (continued)
10. |
Analysis of cash flows (continued) |
Share repurchases and buybacks:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended
30 June
2015 |
|
|
Six months ended
30 June
2014 |
|
|
Year
ended
31 December 2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Purchase of own shares by ESOP Trusts |
|
|
(59.7 |
) |
|
|
(74.0 |
) |
|
|
(98.3 |
) |
Shares purchased into treasury |
|
|
(345.7 |
) |
|
|
(316.2 |
) |
|
|
(412.5 |
) |
|
|
|
(405.4 |
) |
|
|
(390.2 |
) |
|
|
(510.8 |
) |
Net increase/(decrease) in borrowings:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended
30 June
2015 |
|
|
Six months ended
30 June
2014 |
|
|
Year
ended
31 December 2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Increase in drawings on bank loans |
|
|
197.7 |
|
|
|
201.5 |
|
|
|
|
|
Repayment of 500 million bonds |
|
|
(481.9 |
) |
|
|
|
|
|
|
|
|
Premium on exchange 252 million bonds |
|
|
(13.7 |
) |
|
|
|
|
|
|
|
|
Proceeds from issue of 600 million bonds |
|
|
439.0 |
|
|
|
|
|
|
|
|
|
Repayment of $369 million bonds |
|
|
|
|
|
|
(235.3 |
) |
|
|
(235.3 |
) |
Repayment of $600 million bonds |
|
|
|
|
|
|
|
|
|
|
(333.7 |
) |
Repayment of $25 million TNS private placements |
|
|
|
|
|
|
|
|
|
|
(14.6 |
) |
Proceeds from issue of 750 million bonds |
|
|
|
|
|
|
|
|
|
|
588.7 |
|
Proceeds from issue of $750 million bonds |
|
|
|
|
|
|
|
|
|
|
460.1 |
|
|
|
|
141.1 |
|
|
|
(33.8 |
) |
|
|
465.2 |
|
Cash and cash equivalents:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended 30 June
2015 |
|
|
Six months ended 30 June
2014 |
|
|
Year ended 31 December 2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Cash at bank and in hand |
|
|
1,206.9 |
|
|
|
1,064.7 |
|
|
|
1,967.0 |
|
Short-term bank deposits |
|
|
146.1 |
|
|
|
143.3 |
|
|
|
545.7 |
|
Overdrafts1 |
|
|
(165.7 |
) |
|
|
(183.3 |
) |
|
|
(265.1 |
) |
|
|
|
1,187.3 |
|
|
|
1,024.7 |
|
|
|
2,247.6 |
|
1 |
Bank overdrafts are included in cash and cash equivalents because they form an integral part of the Groups cash management. |
The Group estimates that the fair value of corporate bonds is
£4,611.9 million at 30 June 2015 (30 June 2014: £4,092.3 million; 31 December 2014: £4,944.8 million). The Group considers that the carrying amount of bank loans approximates their fair value.
14
Notes to the unaudited condensed consolidated interim financial statements (continued)
11. |
Debt financing (continued) |
The following table is an analysis of future anticipated cash flows in relation to the Groups debt, on
an undiscounted basis which, therefore, differs from the carrying value:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
30 June
2015 |
|
|
30 June
2014 |
|
|
31 December 2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Within one year |
|
|
(528.7 |
) |
|
|
(938.1 |
) |
|
|
(578.4 |
) |
Between one and two years |
|
|
(550.0 |
) |
|
|
(750.1 |
) |
|
|
(748.4 |
) |
Between two and three years |
|
|
(308.4 |
) |
|
|
(711.1 |
) |
|
|
(533.7 |
) |
Between three and four years |
|
|
(129.2 |
) |
|
|
(89.4 |
) |
|
|
(125.7 |
) |
Between four and five years |
|
|
(129.2 |
) |
|
|
(89.4 |
) |
|
|
(125.7 |
) |
Over five years |
|
|
(4,682.5 |
) |
|
|
(2,832.6 |
) |
|
|
(4,192.3 |
) |
Debt financing (including interest) under the Revolving Credit Facility and in relation to unsecured loan notes |
|
|
(6,328.0 |
) |
|
|
(5,410.7 |
) |
|
|
(6,304.2 |
) |
Short-term overdrafts within one year |
|
|
(165.7 |
) |
|
|
(183.3 |
) |
|
|
(265.1 |
) |
Future anticipated cash flows |
|
|
(6,493.7 |
) |
|
|
(5,594.0 |
) |
|
|
(6,569.3 |
) |
Effect of discounting/financing rates |
|
|
1,758.0 |
|
|
|
1,428.8 |
|
|
|
1,781.2 |
|
Debt financing |
|
|
(4,735.7 |
) |
|
|
(4,165.2 |
) |
|
|
(4,788.1 |
) |
12. |
Goodwill and acquisitions |
Goodwill in relation to subsidiary undertakings increased by
£77.9 million (30 June 2014: decreased by £7.1 million) in the period. This movement includes both goodwill arising on acquisitions completed in the period and adjustments to goodwill relating to acquisitions completed in prior
years, net of the effect of currency translation.
The contribution to revenue and operating profit of acquisitions completed in the period was not
material. There were no material acquisitions completed during the period or between 30 June 2015 and the date the interim financial statements were approved.
13. |
Other intangible assets |
The following are included in other intangibles:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
30 June
2015 |
|
|
30 June
2014 |
|
|
31 December
2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Brands with an indefinite useful life |
|
|
937.4 |
|
|
|
933.4 |
|
|
|
969.3 |
|
Acquired intangibles |
|
|
674.3 |
|
|
|
635.0 |
|
|
|
596.9 |
|
Other (including capitalised computer software) |
|
|
102.5 |
|
|
|
94.2 |
|
|
|
102.7 |
|
|
|
|
1,714.2 |
|
|
|
1,662.6 |
|
|
|
1,668.9 |
|
15
Notes to the unaudited condensed consolidated interim financial statements (continued)
14. |
Trade and other receivables |
Amounts falling due within one year:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
30 June
2015 |
|
|
30 June
2014 |
|
|
31 December
2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Trade receivables |
|
|
6,109.2 |
|
|
|
5,897.9 |
|
|
|
6,337.6 |
|
VAT and sales taxes recoverable |
|
|
122.3 |
|
|
|
122.1 |
|
|
|
116.0 |
|
Prepayments |
|
|
369.5 |
|
|
|
297.1 |
|
|
|
222.1 |
|
Accrued income |
|
|
2,805.2 |
|
|
|
2,482.4 |
|
|
|
2,401.5 |
|
Fair value of derivatives |
|
|
1.2 |
|
|
|
10.7 |
|
|
|
11.4 |
|
Other debtors |
|
|
577.6 |
|
|
|
512.4 |
|
|
|
441.4 |
|
|
|
|
9,985.0 |
|
|
|
9,322.6 |
|
|
|
9,530.0 |
|
Amounts falling due after more than one year:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
30 June
2015 |
|
|
30 June
2014 |
|
|
31 December
2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Prepayments |
|
|
1.7 |
|
|
|
3.6 |
|
|
|
1.9 |
|
Accrued income |
|
|
11.8 |
|
|
|
35.2 |
|
|
|
7.0 |
|
Other debtors |
|
|
98.6 |
|
|
|
63.9 |
|
|
|
97.8 |
|
Fair value of derivatives |
|
|
29.8 |
|
|
|
29.7 |
|
|
|
41.9 |
|
|
|
|
141.9 |
|
|
|
132.4 |
|
|
|
148.6 |
|
The Group considers that the carrying amount of trade and other receivables approximates their fair value.
15. |
Trade and other payables: amounts falling due within one year |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
30 June
2015 |
|
|
30 June
2014 |
|
|
31 December
2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Trade payables |
|
|
7,764.4 |
|
|
|
7,003.4 |
|
|
|
7,846.3 |
|
Deferred income |
|
|
1,017.4 |
|
|
|
947.8 |
|
|
|
990.4 |
|
Payments due to vendors (earnout agreements) |
|
|
102.8 |
|
|
|
57.5 |
|
|
|
67.1 |
|
Liabilities in respect of put option agreements with vendors |
|
|
43.0 |
|
|
|
74.5 |
|
|
|
27.7 |
|
Fair value of derivatives |
|
|
0.8 |
|
|
|
25.4 |
|
|
|
75.0 |
|
Share purchases close period commitments |
|
|
|
|
|
|
76.0 |
|
|
|
78.8 |
|
Other creditors and accruals |
|
|
2,431.4 |
|
|
|
2,308.7 |
|
|
|
2,698.7 |
|
|
|
|
11,359.8 |
|
|
|
10,493.3 |
|
|
|
11,784.0 |
|
The Group considers that the carrying amount of trade and other payables approximates their fair value.
16
Notes to the unaudited condensed consolidated interim financial statements (continued)
16. |
Trade and other payables: amounts falling due after more than one year |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
30 June
2015 |
|
|
30 June
2014 |
|
|
31 December
2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Payments due to vendors (earnout agreements) |
|
|
321.8 |
|
|
|
203.4 |
|
|
|
244.3 |
|
Liabilities in respect of put option agreements with vendors |
|
|
163.8 |
|
|
|
90.9 |
|
|
|
157.2 |
|
Fair value of derivatives |
|
|
3.2 |
|
|
|
1.9 |
|
|
|
2.1 |
|
Other creditors and accruals |
|
|
218.7 |
|
|
|
215.1 |
|
|
|
221.3 |
|
|
|
|
707.5 |
|
|
|
511.3 |
|
|
|
624.9 |
|
The Group considers that the carrying amount of trade and other payables approximates their fair value.
The following table sets out payments due to vendors, comprising deferred consideration and the directors best estimates of future earnout-related
obligations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
30 June
2015 |
|
|
30 June
2014 |
|
|
31 December
2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Within one year |
|
|
102.8 |
|
|
|
57.5 |
|
|
|
67.1 |
|
Between 1 and 2 years |
|
|
87.3 |
|
|
|
46.4 |
|
|
|
67.4 |
|
Between 2 and 3 years |
|
|
68.8 |
|
|
|
61.1 |
|
|
|
65.1 |
|
Between 3 and 4 years |
|
|
63.6 |
|
|
|
45.5 |
|
|
|
34.6 |
|
Between 4 and 5 years |
|
|
67.7 |
|
|
|
30.9 |
|
|
|
51.9 |
|
Over 5 years |
|
|
34.4 |
|
|
|
19.5 |
|
|
|
25.3 |
|
|
|
|
424.6 |
|
|
|
260.9 |
|
|
|
311.4 |
|
The Groups approach to payments due to vendors is outlined in note 21.
The following table sets out the movements of deferred and earnout related obligations during the period:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended
30 June
2015 |
|
|
Six months ended
30 June
2014 |
|
|
Year ended
31 December
2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
At the beginning of the period |
|
|
311.4 |
|
|
|
193.5 |
|
|
|
193.5 |
|
Earnouts paid |
|
|
(10.9 |
) |
|
|
(15.3 |
) |
|
|
(34.3 |
) |
New acquisitions |
|
|
92.7 |
|
|
|
61.9 |
|
|
|
136.0 |
|
Revision of estimates taken to goodwill |
|
|
19.5 |
|
|
|
28.4 |
|
|
|
26.4 |
|
Revaluation of payments due to vendors (note 5) |
|
|
26.0 |
|
|
|
(1.9 |
) |
|
|
(13.2 |
) |
Exchange adjustments |
|
|
(14.1 |
) |
|
|
(5.7 |
) |
|
|
3.0 |
|
At the end of the period |
|
|
424.6 |
|
|
|
260.9 |
|
|
|
311.4 |
|
The Group does not consider there to be any material contingent liabilities as at 30 June 2015.
17
Notes to the unaudited condensed consolidated interim financial statements (continued)
17. |
Issued share capital movement in the period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended
30 June
2015 |
|
|
Six months ended
30 June
2014 |
|
|
Year ended
31 December
2014 |
|
Number of equity ordinary shares |
|
m |
|
|
m |
|
|
m |
|
At the beginning of the period |
|
|
1,325.7 |
|
|
|
1,348.7 |
|
|
|
1,348.7 |
|
Exercise of share options |
|
|
0.9 |
|
|
|
1.1 |
|
|
|
3.9 |
|
Treasury share cancellations |
|
|
|
|
|
|
|
|
|
|
(26.9 |
) |
At the end of the period |
|
|
1,326.6 |
|
|
|
1,349.8 |
|
|
|
1,325.7 |
|
18. |
Related party transactions |
From time to time the Group enters into transactions with its associate
undertakings. These transactions were not material for any of the periods presented.
19. |
Reconciliation of profit before interest and taxation to headline PBIT |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended
30 June
2015 |
|
|
Six months ended
30 June
2014 |
|
|
Year ended
31 December
2014 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Profit before interest and taxation |
|
|
804.9 |
|
|
|
559.8 |
|
|
|
1,569.2 |
|
Amortisation and impairment of acquired intangible assets |
|
|
66.7 |
|
|
|
74.0 |
|
|
|
147.5 |
|
Goodwill impairment |
|
|
|
|
|
|
|
|
|
|
16.9 |
|
Gains on disposal of investments and subsidiaries |
|
|
(91.9 |
) |
|
|
(17.1 |
) |
|
|
(186.3 |
) |
Gains on remeasurement of equity interest on acquisition of controlling interest |
|
|
(140.2 |
) |
|
|
(5.9 |
) |
|
|
(9.2 |
) |
Investment write-downs |
|
|
|
|
|
|
|
|
|
|
7.3 |
|
Restructuring costs |
|
|
21.2 |
|
|
|
9.1 |
|
|
|
127.6 |
|
Share of exceptional losses of associates |
|
|
8.4 |
|
|
|
2.1 |
|
|
|
7.6 |
|
Headline PBIT |
|
|
669.1 |
|
|
|
622.0 |
|
|
|
1,680.6 |
|
Net sales margin (Headline PBIT as a percentage of net sales) |
|
|
13.3% |
|
|
|
13.0% |
|
|
|
16.7% |
|
18
Notes to the unaudited condensed consolidated interim financial statements (continued)
20. |
Going concern and risk management policies |
In considering going concern and liquidity risk, the
directors have reviewed the Groups future cash requirements and earnings projections. The directors believe these forecasts have been prepared on a prudent basis and have also considered the impact of a range of potential changes to trading
performance. The directors have concluded that the Group should be able to operate within its current facilities and comply with its banking covenants for the foreseeable future and therefore believe it is appropriate to prepare the financial
statements of the Group on a going concern basis.
At 30 June 2015, the Group has access to £6.0 billion of committed facilities with maturity
dates spread over the years 2016 to 2043 as illustrated below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Maturity by year |
|
|
|
|
|
|
2016 |
|
|
2017 |
|
|
2018 |
|
|
2019 |
|
|
2020+ |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
|
£m |
|
|
£m |
|
|
£m |
|
US bond $500m (5.625% 43) |
|
|
318.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
318.0 |
|
US bond $300m (5.125% 42) |
|
|
190.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
190.8 |
|
Eurobonds 600m (1.625% 30) |
|
|
425.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
425.5 |
|
Eurobonds 750m (2.25% 26) |
|
|
531.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
531.9 |
|
US bond $750m (3.75% 24) |
|
|
476.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
476.9 |
|
Eurobonds 750m (3.0% 23) |
|
|
531.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
531.9 |
|
US bond $500m (3.625% 22) |
|
|
318.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
318.0 |
|
US bond $812m (4.75% 21) |
|
|
516.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
516.6 |
|
£ bonds £200m (6.375% 20) |
|
|
200.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
200.0 |
|
Bank revolver ($2,500m) |
|
|
1,589.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,589.8 |
|
Eurobonds 252m (0.43% 18) |
|
|
178.7 |
|
|
|
|
|
|
|
|
|
|
|
178.7 |
|
|
|
|
|
|
|
|
|
£ bonds £400m (6.0% 17) |
|
|
400.0 |
|
|
|
|
|
|
|
400.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Eurobonds 498m (6.625% 16) |
|
|
353.3 |
|
|
|
353.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total committed facilities available |
|
|
6,031.4 |
|
|
|
353.3 |
|
|
|
400.0 |
|
|
|
178.7 |
|
|
|
|
|
|
|
5,099.4 |
|
Drawn down facilities at 30 June 2015 |
|
|
4,639.3 |
|
|
|
353.3 |
|
|
|
400.0 |
|
|
|
178.7 |
|
|
|
|
|
|
|
3,707.3 |
|
Undrawn committed credit facilities |
|
|
1,392.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Given the strong cash generation of the business, its debt maturity profile and available facilities, the directors believe
the Group has sufficient liquidity to match its requirements for the foreseeable future.
Treasury management
The Groups treasury activities are principally concerned with monitoring of working capital, managing external and internal funding requirements and
monitoring and managing financial market risks, in particular risks from movements in interest and foreign exchange rates.
The Groups risk
management policies relating to foreign currency risk, interest rate risk, liquidity risk, capital risk and credit risk are presented in the notes to the consolidated financial statements of the 2014 Annual Report on Form 20-F and in the opinion of
the Board remain relevant for the remaining six months of the year.
21. |
Financial instruments |
The fair values of financial assets and liabilities are based on quoted market
prices where available. Where the market value is not available, the Group has estimated relevant fair values on the basis of publicly available information from outside sources or on the basis of discounted cash flow models where appropriate.
19
Notes to the unaudited condensed consolidated interim financial statements (continued)
21. |
Financial instruments (continued) |
The following table provides an analysis of financial instruments that are measured subsequent to initial
recognition at fair value, grouped into levels 1 to 3 based on the degree to which the fair value is observable:
Level 1 fair value measurements are
those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2 fair value measurements are those derived
from inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices);
Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable
market data (unobservable inputs).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
|
£m |
|
|
£m |
|
|
£m |
|
Derivatives in designated hedge relationships |
|
|
|
|
|
|
|
|
|
|
|
|
Derivative assets |
|
|
|
|
|
|
29.8 |
|
|
|
|
|
Derivative liabilities |
|
|
|
|
|
|
(3.2 |
) |
|
|
|
|
Held for trading |
|
|
|
|
|
|
|
|
|
|
|
|
Derivative assets |
|
|
|
|
|
|
1.2 |
|
|
|
|
|
Derivative liabilities |
|
|
|
|
|
|
(0.8 |
) |
|
|
|
|
Payments due to vendors (earnout agreements) (note 16) |
|
|
|
|
|
|
|
|
|
|
(424.6 |
) |
Liabilities in respect of put options |
|
|
|
|
|
|
|
|
|
|
(206.8 |
) |
Available for sale |
|
|
|
|
|
|
|
|
|
|
|
|
Other investments |
|
|
362.5 |
|
|
|
|
|
|
|
558.4 |
|
30 June 2015 |
|
|
362.5 |
|
|
|
27.0 |
|
|
|
(73.0 |
) |
Reconciliation of level 3 fair value measurements1:
|
|
|
|
|
|
|
|
|
|
|
Liabilities in respect of put options |
|
|
Other investments |
|
|
|
£m |
|
|
£m |
|
1 January 2015 |
|
|
(184.9 |
) |
|
|
534.4 |
|
Losses recognised in the income statement |
|
|
(5.8 |
) |
|
|
|
|
Losses recognised in other comprehensive income |
|
|
|
|
|
|
(5.1 |
) |
Exchange adjustments |
|
|
16.4 |
|
|
|
(16.1 |
) |
Additions |
|
|
(34.2 |
) |
|
|
49.0 |
|
Disposals |
|
|
|
|
|
|
(3.8 |
) |
Settlements |
|
|
1.7 |
|
|
|
|
|
30 June 2015 |
|
|
(206.8 |
) |
|
|
558.4 |
|
1 |
Payments due to vendors (earnout agreements) are reconciled in note 16. |
Payments due to vendors and
liabilities in respect of put options
Future anticipated payments due to vendors in respect of contingent consideration (earnout agreements) are
recorded at fair value, which is the present value of the expected cash outflows of the obligations. Liabilities in respect of put option agreements are initially recorded at the present value of the redemption amount in
20
Notes to the unaudited condensed consolidated interim financial statements (continued)
21. |
Financial instruments (continued) |
accordance with IAS 32 and subsequently measured at fair value in accordance with IAS 39. Both types of obligations are dependent on the future financial performance of the entity and it is
assumed that future profits are in line with directors estimates. The directors derive their estimates from internal business plans together with financial due diligence performed in connection with the acquisition. At 30 June 2015, the
weighted average growth rate in estimating future financial performance was 20.1%, which reflects the prevalence of recent acquisitions in the faster growing markets and new media sectors. The risk adjusted discount rate applied to these obligations
at 30 June 2015 was 1.8%.
A one percentage point increase or decrease in the growth rate in estimated future financial performance would increase or
decrease the combined liabilities due to earnout agreements and put options by approximately £8.7 million and £13.1 million, respectively. A 0.5 percentage point increase or decrease in the risk adjusted discount rate would
decrease or increase the combined liabilities by approximately £8.6 million and £8.9 million, respectively. An increase in the liability would result in a loss in the revaluation of financial instruments (note 5), while a
decrease would result in a gain.
Other investments
Other investments included in level 1 are based on quoted market prices. Other investments included in level 3 are unlisted securities, where market value is
not readily available. The Group has estimated relevant fair values on the basis of publicly available information from outside sources or on the basis of discounted cash flow models where appropriate. The sensitivity to changes in unobservable
inputs is specific to each individual investment.
22. |
Condensed consolidating financial information for bonds issued by WPP Finance 2010 with WPP plc as parent guarantor and WPP Air 1, WPP 2008 Limited, WPP 2005 Limited, WPP 2012 Limited, and WPP Jubilee Limited as
subsidiary guarantors |
WPP Finance 2010 has in issue $500 million of 3.625% bonds due September 2022, $300 million of 5.125% bonds due
September 2042 and $812 million of 4.75% bonds due November 2021 with WPP plc as parent guarantor and WPP Air 1, WPP 2008 Limited, WPP 2005 Limited, WPP 2012 Limited and WPP Jubilee Limited as subsidiary guarantors.
The issuer and guarantors of the bonds (issuers and subsidiary guarantors are 100% owned by WPP plc) are each subject to the reporting requirements under
section 15(d) of the Securities Exchange Act of 1934. In accordance with SEC Regulation S-X Rule 3-10, condensed consolidating financial information containing financial information for WPP Finance 2010 and the guarantors is presented beginning on
page 22. Condensed consolidating financial information is prepared in accordance with IFRS as issued by the IASB, except to the extent that, in the parent company, subsidiary issuer and subsidiary guarantors columns investments in subsidiaries
are accounted for under the equity method of accounting. Under the equity method, earnings of subsidiaries are reflected as share of results of subsidiaries in the income statement and as investment in subsidiaries in the
balance sheet, as required by the SEC.
In the event that WPP Finance 2010 fails to pay the holders of the securities, thereby requiring WPP plc, WPP Air
1, WPP 2008 Limited, WPP 2005 Limited, WPP 2012 Limited or WPP Jubilee Limited to make payment pursuant to the terms of their full and unconditional, and joint and several guarantee of those securities, there is no impediment to WPP plc, WPP Air 1,
WPP 2008 Limited, WPP 2005 Limited, WPP 2012 Limited or WPP Jubilee Limited in obtaining reimbursement for any such payments from WPP Finance 2010.
21
Notes to the unaudited condensed consolidated interim financial statements (continued)
22. |
Condensed consolidating financial information for bonds issued by WPP Finance 2010 with WPP plc as parent guarantor and WPP Air 1, WPP 2008 Limited, WPP 2005 Limited, WPP 2012 Limited, and WPP Jubilee Limited as
subsidiary guarantors (continued) |
Condensed consolidating income statement information
For the six months ended 30 June 2015, £m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WPP plc |
|
|
Subsidiary Guarantors |
|
|
WPP Finance 2010 |
|
|
Other Subsidiaries |
|
|
Reclassifications / Eliminations |
|
|
Consolidated WPP plc |
|
|
|
|
|
|
|
|
Revenue |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,839.4 |
|
|
|
|
|
|
|
5,839.4 |
|
Direct costs |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(798.7 |
) |
|
|
|
|
|
|
(798.7 |
) |
Net sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,040.7 |
|
|
|
|
|
|
|
5,040.7 |
|
Operating costs |
|
|
10.8 |
|
|
|
151.9 |
|
|
|
(0.1 |
) |
|
|
(4,414.4 |
) |
|
|
|
|
|
|
(4,251.8 |
) |
Operating profit/(loss) |
|
|
10.8 |
|
|
|
151.9 |
|
|
|
(0.1 |
) |
|
|
626.3 |
|
|
|
|
|
|
|
788.9 |
|
Share of results of subsidiaries |
|
|
652.4 |
|
|
|
549.3 |
|
|
|
|
|
|
|
|
|
|
|
(1,201.7 |
) |
|
|
|
|
Share of results of associates |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16.0 |
|
|
|
|
|
|
|
16.0 |
|
Profit/(loss) before interest and taxation |
|
|
663.2 |
|
|
|
701.2 |
|
|
|
(0.1 |
) |
|
|
642.3 |
|
|
|
(1,201.7 |
) |
|
|
804.9 |
|
Finance income |
|
|
1.1 |
|
|
|
10.7 |
|
|
|
44.2 |
|
|
|
75.6 |
|
|
|
(93.5 |
) |
|
|
38.1 |
|
Finance costs |
|
|
(94.0 |
) |
|
|
(62.6 |
) |
|
|
(43.8 |
) |
|
|
(4.6 |
) |
|
|
93.5 |
|
|
|
(111.5 |
) |
Revaluation of financial instruments |
|
|
(4.1 |
) |
|
|
|
|
|
|
|
|
|
|
(17.7 |
) |
|
|
|
|
|
|
(21.8 |
) |
Profit before taxation |
|
|
566.2 |
|
|
|
649.3 |
|
|
|
0.3 |
|
|
|
695.6 |
|
|
|
(1,201.7 |
) |
|
|
709.7 |
|
Taxation |
|
|
|
|
|
|
3.1 |
|
|
|
|
|
|
|
(111.7 |
) |
|
|
|
|
|
|
(108.6 |
) |
Profit for the period |
|
|
566.2 |
|
|
|
652.4 |
|
|
|
0.3 |
|
|
|
583.9 |
|
|
|
(1,201.7 |
) |
|
|
601.1 |
|
|
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity holders of the parent |
|
|
566.2 |
|
|
|
652.4 |
|
|
|
0.3 |
|
|
|
549.0 |
|
|
|
(1,201.7 |
) |
|
|
566.2 |
|
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
34.9 |
|
|
|
|
|
|
|
34.9 |
|
|
|
|
566.2 |
|
|
|
652.4 |
|
|
|
0.3 |
|
|
|
583.9 |
|
|
|
(1,201.7 |
) |
|
|
601.1 |
|
For the six months ended 30 June 2014, £m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WPP plc |
|
|
Subsidiary Guarantors |
|
|
WPP Finance 2010 |
|
|
Other Subsidiaries |
|
|
Reclassifications / Eliminations |
|
|
Consolidated WPP plc |
|
|
|
|
|
|
|
|
Revenue |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,468.7 |
|
|
|
|
|
|
|
5,468.7 |
|
Direct costs |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(677.0 |
) |
|
|
|
|
|
|
(677.0 |
) |
Net sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,791.7 |
|
|
|
|
|
|
|
4,791.7 |
|
Operating costs |
|
|
9.0 |
|
|
|
51.6 |
|
|
|
|
|
|
|
(4,321.2 |
) |
|
|
|
|
|
|
(4,260.6 |
) |
Operating profit |
|
|
9.0 |
|
|
|
51.6 |
|
|
|
|
|
|
|
470.5 |
|
|
|
|
|
|
|
531.1 |
|
Share of results of subsidiaries |
|
|
383.0 |
|
|
|
345.0 |
|
|
|
|
|
|
|
|
|
|
|
(728.0 |
) |
|
|
|
|
Share of results of associates |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
28.7 |
|
|
|
|
|
|
|
28.7 |
|
Profit before interest and taxation |
|
|
392.0 |
|
|
|
396.6 |
|
|
|
|
|
|
|
499.2 |
|
|
|
(728.0 |
) |
|
|
559.8 |
|
Finance income |
|
|
1.1 |
|
|
|
14.7 |
|
|
|
22.8 |
|
|
|
72.6 |
|
|
|
(68.2 |
) |
|
|
43.0 |
|
Finance costs |
|
|
(42.0 |
) |
|
|
(72.7 |
) |
|
|
(30.8 |
) |
|
|
(56.1 |
) |
|
|
68.2 |
|
|
|
(133.4 |
) |
Revaluation of financial instruments |
|
|
13.7 |
|
|
|
41.4 |
|
|
|
|
|
|
|
(33.4 |
) |
|
|
|
|
|
|
21.7 |
|
Profit/(loss) before taxation |
|
|
364.8 |
|
|
|
380.0 |
|
|
|
(8.0 |
) |
|
|
482.3 |
|
|
|
(728.0 |
) |
|
|
491.1 |
|
Taxation |
|
|
|
|
|
|
3.0 |
|
|
|
|
|
|
|
(97.9 |
) |
|
|
|
|
|
|
(94.9 |
) |
Profit/(loss) for the period |
|
|
364.8 |
|
|
|
383.0 |
|
|
|
(8.0 |
) |
|
|
384.4 |
|
|
|
(728.0 |
) |
|
|
396.2 |
|
|
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity holders of the parent |
|
|
364.8 |
|
|
|
383.0 |
|
|
|
(8.0 |
) |
|
|
353.0 |
|
|
|
(728.0 |
) |
|
|
364.8 |
|
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
31.4 |
|
|
|
|
|
|
|
31.4 |
|
|
|
|
364.8 |
|
|
|
383.0 |
|
|
|
(8.0 |
) |
|
|
384.4 |
|
|
|
(728.0 |
) |
|
|
396.2 |
|
22
Notes to the unaudited condensed consolidated interim financial statements (continued)
22. |
Condensed consolidating financial information for bonds issued by WPP Finance 2010 with WPP plc as parent guarantor and WPP Air 1, WPP 2008 Limited, WPP 2005 Limited, WPP 2012 Limited, and WPP Jubilee Limited as
subsidiary guarantors (continued) |
Condensed consolidating income statement information (continued)
For the year ended 31 December 2014, £m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WPP
plc |
|
|
Subsidiary Guarantors |
|
|
WPP Finance 2010 |
|
|
Other Subsidiaries |
|
|
Reclassifications / Eliminations |
|
|
Consolidated WPP plc |
|
|
|
|
|
|
|
|
Revenue |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11,528.9 |
|
|
|
|
|
|
|
11,528.9 |
|
Direct costs |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1,464.1 |
) |
|
|
|
|
|
|
(1,464.1 |
) |
Net sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10,064.8 |
|
|
|
|
|
|
|
10,064.8 |
|
Operating costs |
|
|
9.9 |
|
|
|
(161.9 |
) |
|
|
(0.1 |
) |
|
|
(8,405.4 |
) |
|
|
|
|
|
|
(8,557.5 |
) |
Operating profit/(loss) |
|
|
9.9 |
|
|
|
(161.9 |
) |
|
|
(0.1 |
) |
|
|
1,659.4 |
|
|
|
|
|
|
|
1,507.3 |
|
Share of results of subsidiaries |
|
|
1,140.1 |
|
|
|
1,367.6 |
|
|
|
|
|
|
|
|
|
|
|
(2,507.7 |
) |
|
|
|
|
Share of results of associates |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
61.9 |
|
|
|
|
|
|
|
61.9 |
|
Profit/(loss) before interest and taxation |
|
|
1,150.0 |
|
|
|
1,205.7 |
|
|
|
(0.1 |
) |
|
|
1,721.3 |
|
|
|
(2,507.7 |
) |
|
|
1,569.2 |
|
Finance income |
|
|
2.4 |
|
|
|
27.5 |
|
|
|
52.7 |
|
|
|
146.6 |
|
|
|
(134.5 |
) |
|
|
94.7 |
|
Finance costs |
|
|
(94.2 |
) |
|
|
(139.0 |
) |
|
|
(67.5 |
) |
|
|
(96.5 |
) |
|
|
134.5 |
|
|
|
(262.7 |
) |
Revaluation of financial instruments |
|
|
19.0 |
|
|
|
41.4 |
|
|
|
|
|
|
|
(9.7 |
) |
|
|
|
|
|
|
50.7 |
|
Profit/(loss) before taxation |
|
|
1,077.2 |
|
|
|
1,135.6 |
|
|
|
(14.9 |
) |
|
|
1,761.7 |
|
|
|
(2,507.7 |
) |
|
|
1,451.9 |
|
Taxation |
|
|
|
|
|
|
4.5 |
|
|
|
4.1 |
|
|
|
(309.0 |
) |
|
|
|
|
|
|
(300.4 |
) |
Profit/(loss) for the year |
|
|
1,077.2 |
|
|
|
1,140.1 |
|
|
|
(10.8 |
) |
|
|
1,452.7 |
|
|
|
(2,507.7 |
) |
|
|
1,151.5 |
|
|
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity holders of the parent |
|
|
1,077.2 |
|
|
|
1,140.1 |
|
|
|
(10.8 |
) |
|
|
1,378.4 |
|
|
|
(2,507.7 |
) |
|
|
1,077.2 |
|
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
74.3 |
|
|
|
|
|
|
|
74.3 |
|
|
|
|
1,077.2 |
|
|
|
1,140.1 |
|
|
|
(10.8 |
) |
|
|
1,452.7 |
|
|
|
(2,507.7 |
) |
|
|
1,151.5 |
|
23
Notes to the unaudited condensed consolidated interim financial statements (continued)
22. |
Condensed consolidating financial information for bonds issued by WPP Finance 2010 with WPP plc as parent guarantor and WPP Air 1, WPP 2008 Limited, WPP 2005 Limited, WPP 2012 Limited, and WPP Jubilee Limited as
subsidiary guarantors (continued) |
Condensed consolidating statement of comprehensive income
For the six months ended 30 June 2015, £m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WPP
plc |
|
|
Subsidiary
Guarantors |
|
|
WPP
Finance 2010 |
|
|
Other Subsidiaries |
|
|
Reclassifications / Eliminations |
|
|
Consolidated WPP plc |
|
Profit for the period |
|
|
566.2 |
|
|
|
652.4 |
|
|
|
0.3 |
|
|
|
583.9 |
|
|
|
(1,201.7 |
) |
|
|
601.1 |
|
Items that may be reclassified subsequently to profit or loss: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exchange adjustments on foreign currency net investments |
|
|
(307.1 |
) |
|
|
(307.1 |
) |
|
|
0.1 |
|
|
|
(316.1 |
) |
|
|
614.2 |
|
|
|
(316.0 |
) |
Loss on revaluation of available for sale investments |
|
|
(2.1 |
) |
|
|
(2.1 |
) |
|
|
|
|
|
|
(2.1 |
) |
|
|
4.2 |
|
|
|
(2.1 |
) |
|
|
|
(309.2 |
) |
|
|
(309.2 |
) |
|
|
0.1 |
|
|
|
(318.2 |
) |
|
|
618.4 |
|
|
|
(318.1 |
) |
Items that will not be reclassified subsequently to profit or loss: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Actuarial loss on defined benefit pension plans |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred tax on defined benefit pension plans |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive (loss)/income relating to the period |
|
|
(309.2 |
) |
|
|
(309.2 |
) |
|
|
0.1 |
|
|
|
(318.2 |
) |
|
|
618.4 |
|
|
|
(318.1 |
) |
Total comprehensive income relating to the period |
|
|
257.0 |
|
|
|
343.2 |
|
|
|
0.4 |
|
|
|
265.7 |
|
|
|
(583.3 |
) |
|
|
283.0 |
|
|
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity holders of the parent |
|
|
257.0 |
|
|
|
343.2 |
|
|
|
0.4 |
|
|
|
239.7 |
|
|
|
(583.3 |
) |
|
|
257.0 |
|
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
26.0 |
|
|
|
|
|
|
|
26.0 |
|
|
|
|
257.0 |
|
|
|
343.2 |
|
|
|
0.4 |
|
|
|
265.7 |
|
|
|
(583.3 |
) |
|
|
283.0 |
|
For the six months ended 30 June 2014, £m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WPP
plc |
|
|
Subsidiary
Guarantors |
|
|
WPP
Finance 2010 |
|
|
Other Subsidiaries |
|
|
Reclassifications / Eliminations |
|
|
Consolidated WPP plc |
|
Profit/(loss) for the period |
|
|
364.8 |
|
|
|
383.0 |
|
|
|
(8.0 |
) |
|
|
384.4 |
|
|
|
(728.0 |
) |
|
|
396.2 |
|
Items that may be reclassified subsequently to profit or loss: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exchange adjustments on foreign currency net investments |
|
|
(306.3 |
) |
|
|
(302.0 |
) |
|
|
0.4 |
|
|
|
(283.4 |
) |
|
|
576.3 |
|
|
|
(315.0 |
) |
Gain on revaluation of available for sale investments |
|
|
46.1 |
|
|
|
46.1 |
|
|
|
|
|
|
|
46.1 |
|
|
|
(92.2 |
) |
|
|
46.1 |
|
|
|
|
(260.2 |
) |
|
|
(255.9 |
) |
|
|
0.4 |
|
|
|
(237.3 |
) |
|
|
484.1 |
|
|
|
(268.9 |
) |
Items that will not be reclassified subsequently to profit or loss: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Actuarial loss on defined benefit pension plans |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred tax on defined benefit pension plans |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive (loss)/income relating to the period |
|
|
(260.2 |
) |
|
|
(255.9 |
) |
|
|
0.4 |
|
|
|
(237.3 |
) |
|
|
484.1 |
|
|
|
(268.9 |
) |
Total comprehensive income/(loss) relating to the period |
|
|
104.6 |
|
|
|
127.1 |
|
|
|
(7.6 |
) |
|
|
147.1 |
|
|
|
(243.9 |
) |
|
|
127.3 |
|
|
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity holders of the parent |
|
|
104.6 |
|
|
|
127.1 |
|
|
|
(7.6 |
) |
|
|
124.4 |
|
|
|
(243.9 |
) |
|
|
104.6 |
|
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
22.7 |
|
|
|
|
|
|
|
22.7 |
|
|
|
|
104.6 |
|
|
|
127.1 |
|
|
|
(7.6 |
) |
|
|
147.1 |
|
|
|
(243.9 |
) |
|
|
127.3 |
|
24
Notes to the unaudited condensed consolidated interim financial statements (continued)
22. |
Condensed consolidating financial information for bonds issued by WPP Finance 2010 with WPP plc as parent guarantor and WPP Air 1, WPP 2008 Limited, WPP 2005 Limited, WPP 2012 Limited, and WPP Jubilee Limited as
subsidiary guarantors (continued) |
Condensed consolidating statement of comprehensive income (continued)
For the year ended 31 December 2014, £m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WPP
plc |
|
|
Subsidiary
Guarantors |
|
|
WPP
Finance 2010 |
|
|
Other Subsidiaries |
|
|
Reclassifications / Eliminations |
|
|
Consolidated WPP plc |
|
Profit/(loss) for the year |
|
|
1,077.2 |
|
|
|
1,140.1 |
|
|
|
(10.8 |
) |
|
|
1,452.7 |
|
|
|
(2,507.7 |
) |
|
|
1,151.5 |
|
Items that may be reclassified subsequently to profit or loss: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exchange adjustments on foreign currency net investments |
|
|
(224.3 |
) |
|
|
(220.0 |
) |
|
|
(1.0 |
) |
|
|
(188.3 |
) |
|
|
412.4 |
|
|
|
(221.2 |
) |
Gain on revaluation of available for sale investments |
|
|
64.6 |
|
|
|
64.6 |
|
|
|
|
|
|
|
64.6 |
|
|
|
(129.2 |
) |
|
|
64.6 |
|
|
|
|
(159.7 |
) |
|
|
(155.4 |
) |
|
|
(1.0 |
) |
|
|
(123.7 |
) |
|
|
283.2 |
|
|
|
(156.6 |
) |
Items that will not be reclassified subsequently to profit or loss: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Actuarial loss on defined benefit pension plans |
|
|
(86.6 |
) |
|
|
(86.6 |
) |
|
|
|
|
|
|
(86.6 |
) |
|
|
173.2 |
|
|
|
(86.6 |
) |
Deferred tax on defined benefit pension plans |
|
|
62.1 |
|
|
|
62.1 |
|
|
|
|
|
|
|
62.1 |
|
|
|
(124.2 |
) |
|
|
62.1 |
|
|
|
|
(24.5 |
) |
|
|
(24.5 |
) |
|
|
|
|
|
|
(24.5 |
) |
|
|
49.0 |
|
|
|
(24.5 |
) |
Other comprehensive loss for the year |
|
|
(184.2 |
) |
|
|
(179.9 |
) |
|
|
(1.0 |
) |
|
|
(148.2 |
) |
|
|
332.2 |
|
|
|
(181.1 |
) |
Total comprehensive income/(loss) for the year |
|
|
893.0 |
|
|
|
960.2 |
|
|
|
(11.8 |
) |
|
|
1,304.5 |
|
|
|
(2,175.5 |
) |
|
|
970.4 |
|
|
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity holders of the parent |
|
|
893.0 |
|
|
|
960.2 |
|
|
|
(11.8 |
) |
|
|
1,227.1 |
|
|
|
(2,175.5 |
) |
|
|
893.0 |
|
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
77.4 |
|
|
|
|
|
|
|
77.4 |
|
|
|
|
893.0 |
|
|
|
960.2 |
|
|
|
(11.8 |
) |
|
|
1,304.5 |
|
|
|
(2,175.5 |
) |
|
|
970.4 |
|
25
Notes to the unaudited condensed consolidated interim financial statements (continued)
22. |
Condensed consolidating financial information for bonds issued by WPP Finance 2010 with WPP plc as parent guarantor and WPP Air 1, WPP 2008 Limited, WPP 2005 Limited, WPP 2012 Limited, and WPP Jubilee Limited as
subsidiary guarantors (continued) |
Condensed consolidating cash flow statement information
For the six months ended 30 June 2015, £m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WPP plc |
|
|
Subsidiary Guarantors |
|
|
WPP Finance 2010 |
|
|
Other
Subsidiaries |
|
|
Reclassifications/ Eliminations |
|
|
Consolidated WPP plc |
|
Net cash (outflow)/inflow from operating activities |
|
|
903.2 |
|
|
|
(1,636.9 |
) |
|
|
27.2 |
|
|
|
525.8 |
|
|
|
|
|
|
|
(180.7 |
) |
Investing activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acquisitions and disposals |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(459.3 |
) |
|
|
|
|
|
|
(459.3 |
) |
Purchase of property, plant and equipment |
|
|
|
|
|
|
(0.6 |
) |
|
|
|
|
|
|
(72.5 |
) |
|
|
|
|
|
|
(73.1 |
) |
Purchase of other intangible assets (including capitalised computer software) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(17.0 |
) |
|
|
|
|
|
|
(17.0 |
) |
Proceeds on disposal of property, plant and equipment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11.2 |
|
|
|
|
|
|
|
11.2 |
|
Net cash outflow from investing activities |
|
|
|
|
|
|
(0.6 |
) |
|
|
|
|
|
|
(537.6 |
) |
|
|
|
|
|
|
(538.2 |
) |
Financing activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share option proceeds |
|
|
5.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5.4 |
|
Cash consideration for non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(7.9 |
) |
|
|
|
|
|
|
(7.9 |
) |
Share repurchases and buybacks |
|
|
(345.7 |
) |
|
|
|
|
|
|
|
|
|
|
(59.7 |
) |
|
|
|
|
|
|
(405.4 |
) |
Net increase/(decrease) in borrowings |
|
|
(13.7 |
) |
|
|
|
|
|
|
|
|
|
|
154.8 |
|
|
|
|
|
|
|
141.1 |
|
Financing and share issue costs |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(9.0 |
) |
|
|
|
|
|
|
(9.0 |
) |
Equity dividends paid |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends paid to non-controlling interests in subsidiary undertakings |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(25.7 |
) |
|
|
|
|
|
|
(25.7 |
) |
Net cash (outflow)/inflow from financing activities |
|
|
(354.0 |
) |
|
|
|
|
|
|
|
|
|
|
52.5 |
|
|
|
|
|
|
|
(301.5 |
) |
Net (decrease)/ increase in cash and cash equivalents |
|
|
549.2 |
|
|
|
(1,637.5 |
) |
|
|
27.2 |
|
|
|
40.7 |
|
|
|
|
|
|
|
(1,020.4 |
) |
Translation differences |
|
|
3.9 |
|
|
|
37.0 |
|
|
|
0.7 |
|
|
|
(81.5 |
) |
|
|
|
|
|
|
(39.9 |
) |
Cash and cash equivalents at beginning of period |
|
|
(982.6 |
) |
|
|
(1,794.0 |
) |
|
|
(58.6 |
) |
|
|
5,082.8 |
|
|
|
|
|
|
|
2,247.6 |
|
Cash and cash equivalents at end of period |
|
|
(429.5 |
) |
|
|
(3,394.5 |
) |
|
|
(30.7 |
) |
|
|
5,042.0 |
|
|
|
|
|
|
|
1,187.3 |
|
For the six months ended 30 June 2014, £m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WPP
plc |
|
|
Subsidiary Guarantors |
|
|
WPP Finance 2010 |
|
|
Other
Subsidiaries |
|
|
Reclassifications/ Eliminations |
|
|
Consolidated WPP plc |
|
Net cash (outflow)/inflow from operating activities |
|
|
(68.6 |
) |
|
|
250.2 |
|
|
|
(18.8 |
) |
|
|
(180.1 |
) |
|
|
|
|
|
|
(17.3 |
) |
Investing activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acquisitions and disposals |
|
|
|
|
|
|
(0.2 |
) |
|
|
|
|
|
|
(219.5 |
) |
|
|
|
|
|
|
(219.7 |
) |
Purchase of property, plant and equipment |
|
|
|
|
|
|
(1.0 |
) |
|
|
|
|
|
|
(79.1 |
) |
|
|
|
|
|
|
(80.1 |
) |
Purchase of other intangible assets (including capitalised computer software) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(15.3 |
) |
|
|
|
|
|
|
(15.3 |
) |
Proceeds on disposal of property, plant and equipment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1.1 |
|
|
|
|
|
|
|
1.1 |
|
Net cash outflow from investing activities |
|
|
|
|
|
|
(1.2 |
) |
|
|
|
|
|
|
(312.8 |
) |
|
|
|
|
|
|
(314.0 |
) |
Financing activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share option proceeds |
|
|
6.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6.8 |
|
Cash consideration for non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1.8 |
) |
|
|
|
|
|
|
(1.8 |
) |
Share repurchases and buybacks |
|
|
(316.2 |
) |
|
|
|
|
|
|
|
|
|
|
(74.0 |
) |
|
|
|
|
|
|
(390.2 |
) |
Net decrease in borrowings |
|
|
|
|
|
|
(18.3 |
) |
|
|
|
|
|
|
(15.5 |
) |
|
|
|
|
|
|
(33.8 |
) |
Financing and share issue costs |
|
|
|
|
|
|
|
|
|
|
(0.2 |
) |
|
|
|
|
|
|
|
|
|
|
(0.2 |
) |
Equity dividends paid |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends paid to non-controlling interests in subsidiary undertakings |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(21.7 |
) |
|
|
|
|
|
|
(21.7 |
) |
Net cash outflow from financing activities |
|
|
(309.4 |
) |
|
|
(18.3 |
) |
|
|
(0.2 |
) |
|
|
(113.0 |
) |
|
|
|
|
|
|
(440.9 |
) |
Net (decrease)/increase in cash and cash equivalents |
|
|
(378.0 |
) |
|
|
230.7 |
|
|
|
(19.0 |
) |
|
|
(605.9 |
) |
|
|
|
|
|
|
(772.2 |
) |
Translation differences |
|
|
19.3 |
|
|
|
(3.6 |
) |
|
|
(9.1 |
) |
|
|
(92.9 |
) |
|
|
|
|
|
|
(86.3 |
) |
Cash and cash equivalents at beginning of period |
|
|
(1,518.8 |
) |
|
|
(1,587.7 |
) |
|
|
286.9 |
|
|
|
4,702.8 |
|
|
|
|
|
|
|
1,883.2 |
|
Cash and cash equivalents at end of period |
|
|
(1,877.5 |
) |
|
|
(1,360.6 |
) |
|
|
258.8 |
|
|
|
4,004.0 |
|
|
|
|
|
|
|
1,024.7 |
|
26
Notes to the unaudited condensed consolidated interim financial statements (continued)
22. |
Condensed consolidating financial information for bonds issued by WPP Finance 2010 with WPP plc as parent guarantor and WPP Air 1, WPP 2008 Limited, WPP 2005 Limited, WPP 2012 Limited, and WPP Jubilee Limited as
subsidiary guarantors (continued) |
Condensed consolidating cash flow statement information (continued)
For the year ended 31 December 2014, £m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WPP
plc |
|
|
Subsidiary Guarantors |
|
|
WPP Finance 2010 |
|
|
Other
Subsidiaries |
|
|
Reclassifications/ Eliminations |
|
|
Consolidated WPP plc |
|
Net cash inflow/(outflow) from operating activities |
|
|
1,370.0 |
|
|
|
(229.8 |
) |
|
|
(832.3 |
) |
|
|
1,395.8 |
|
|
|
|
|
|
|
1,703.7 |
|
Investing activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acquisitions and disposals |
|
|
|
|
|
|
(0.3 |
) |
|
|
|
|
|
|
(488.8 |
) |
|
|
|
|
|
|
(489.1 |
) |
Purchase of property, plant and equipment |
|
|
|
|
|
|
(4.0 |
) |
|
|
|
|
|
|
(173.9 |
) |
|
|
|
|
|
|
(177.9 |
) |
Purchase of other intangible assets (including capitalised computer software) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(36.5 |
) |
|
|
|
|
|
|
(36.5 |
) |
Proceeds on disposal of property, plant and equipment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5.9 |
|
|
|
|
|
|
|
5.9 |
|
Net cash outflow from investing activities |
|
|
|
|
|
|
(4.3 |
) |
|
|
|
|
|
|
(693.3 |
) |
|
|
|
|
|
|
(697.6 |
) |
Financing activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share option proceeds |
|
|
25.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25.0 |
|
Cash consideration for non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(5.6 |
) |
|
|
|
|
|
|
(5.6 |
) |
Share repurchases and buybacks |
|
|
(412.5 |
) |
|
|
|
|
|
|
|
|
|
|
(98.3 |
) |
|
|
|
|
|
|
(510.8 |
) |
Net increase/(decrease) in borrowings |
|
|
|
|
|
|
(18.3 |
) |
|
|
460.1 |
|
|
|
23.4 |
|
|
|
|
|
|
|
465.2 |
|
Financing and share issue costs |
|
|
|
|
|
|
(3.5 |
) |
|
|
(12.6 |
) |
|
|
(11.4 |
) |
|
|
|
|
|
|
(27.5 |
) |
Equity dividends paid |
|
|
(460.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(460.0 |
) |
Dividends paid to non-controlling interests in subsidiary undertakings |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(57.7 |
) |
|
|
|
|
|
|
(57.7 |
) |
Net cash (outflow)/inflow from financing activities |
|
|
(847.5 |
) |
|
|
(21.8 |
) |
|
|
447.5 |
|
|
|
(149.6 |
) |
|
|
|
|
|
|
(571.4 |
) |
Net increase/(decrease) in cash and cash equivalents |
|
|
522.5 |
|
|
|
(255.9 |
) |
|
|
(384.8 |
) |
|
|
552.9 |
|
|
|
|
|
|
|
434.7 |
|
Translation differences |
|
|
13.7 |
|
|
|
49.6 |
|
|
|
39.3 |
|
|
|
(172.9 |
) |
|
|
|
|
|
|
(70.3 |
) |
Cash and cash equivalents at beginning of year |
|
|
(1,518.8 |
) |
|
|
(1,587.7 |
) |
|
|
286.9 |
|
|
|
4,702.8 |
|
|
|
|
|
|
|
1,883.2 |
|
Cash and cash equivalents at end of year |
|
|
(982.6 |
) |
|
|
(1,794.0 |
) |
|
|
(58.6 |
) |
|
|
5,082.8 |
|
|
|
|
|
|
|
2,247.6 |
|
27
Notes to the unaudited condensed consolidated interim financial statements (continued)
22. |
Condensed consolidating financial information for bonds issued by WPP Finance 2010 with WPP plc as parent guarantor and WPP Air 1, WPP 2008 Limited, WPP 2005 Limited, WPP 2012 Limited, and WPP Jubilee Limited as
subsidiary guarantors (continued) |
Condensed consolidating balance sheet information
At 30 June 2015, £m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WPP
plc |
|
|
Subsidiary Guarantors |
|
|
WPP Finance 2010 |
|
|
Other Subsidiaries |
|
|
Reclassifications/ Eliminations |
|
|
Consolidated WPP plc |
|
Non-current assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intangible assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goodwill |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10,057.3 |
|
|
|
|
|
|
|
10,057.3 |
|
Other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,714.2 |
|
|
|
|
|
|
|
1,714.2 |
|
Property, plant and equipment |
|
|
|
|
|
|
12.8 |
|
|
|
|
|
|
|
718.3 |
|
|
|
|
|
|
|
731.1 |
|
Investment in subsidiaries |
|
|
9,910.4 |
|
|
|
19,232.6 |
|
|
|
|
|
|
|
|
|
|
|
(29,143.0 |
) |
|
|
|
|
Interests in associates and joint ventures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
694.3 |
|
|
|
|
|
|
|
694.3 |
|
Other investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
920.9 |
|
|
|
|
|
|
|
920.9 |
|
Deferred tax assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
248.3 |
|
|
|
|
|
|
|
248.3 |
|
Trade and other receivables |
|
|
17.8 |
|
|
|
|
|
|
|
|
|
|
|
124.1 |
|
|
|
|
|
|
|
141.9 |
|
Intercompany receivables |
|
|
|
|
|
|
1,558.9 |
|
|
|
1,787.4 |
|
|
|
5,367.2 |
|
|
|
(8,713.5 |
) |
|
|
|
|
|
|
|
9,928.2 |
|
|
|
20,804.3 |
|
|
|
1,787.4 |
|
|
|
19,844.6 |
|
|
|
(37,856.5 |
) |
|
|
14,508.0 |
|
Current assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Inventory and work in progress |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
321.7 |
|
|
|
|
|
|
|
321.7 |
|
Corporate income tax recoverable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
168.1 |
|
|
|
|
|
|
|
168.1 |
|
Trade and other receivables |
|
|
0.5 |
|
|
|
256.8 |
|
|
|
0.1 |
|
|
|
9,727.6 |
|
|
|
|
|
|
|
9,985.0 |
|
Intercompany receivables |
|
|
1,655.5 |
|
|
|
350.4 |
|
|
|
31.0 |
|
|
|
885.8 |
|
|
|
(2,922.7 |
) |
|
|
|
|
Cash and short-term deposits |
|
|
0.2 |
|
|
|
283.8 |
|
|
|
|
|
|
|
5,207.7 |
|
|
|
(4,138.7 |
) |
|
|
1,353.0 |
|
|
|
|
1,656.2 |
|
|
|
891.0 |
|
|
|
31.1 |
|
|
|
16,310.9 |
|
|
|
(7,061.4 |
) |
|
|
11,827.8 |
|
Current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade and other payables |
|
|
(13.6 |
) |
|
|
(36.2 |
) |
|
|
(16.9 |
) |
|
|
(11,293.1 |
) |
|
|
|
|
|
|
(11,359.8 |
) |
Intercompany payables |
|
|
(703.8 |
) |
|
|
(1,877.8 |
) |
|
|
|
|
|
|
(341.1 |
) |
|
|
2,922.7 |
|
|
|
|
|
Corporate income tax payable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(38.3 |
) |
|
|
|
|
|
|
(38.3 |
) |
Bank overdrafts and loans |
|
|
(782.7 |
) |
|
|
(3,678.3 |
) |
|
|
(30.7 |
) |
|
|
(165.7 |
) |
|
|
4,138.7 |
|
|
|
(518.7 |
) |
|
|
|
(1,500.1 |
) |
|
|
(5,592.3 |
) |
|
|
(47.6 |
) |
|
|
(11,838.2 |
) |
|
|
7,061.4 |
|
|
|
(11,916.8 |
) |
Net current (liabilities)/assets |
|
|
156.1 |
|
|
|
(4,701.3 |
) |
|
|
(16.5 |
) |
|
|
4,472.7 |
|
|
|
|
|
|
|
(89.0 |
) |
Total assets less current liabilities |
|
|
10,084.3 |
|
|
|
16,103.0 |
|
|
|
1,770.9 |
|
|
|
24,317.3 |
|
|
|
(37,856.5 |
) |
|
|
14,419.0 |
|
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bonds and bank loans |
|
|
(415.8 |
) |
|
|
|
|
|
|
(1,788.0 |
) |
|
|
(2,013.2 |
) |
|
|
|
|
|
|
(4,217.0 |
) |
Trade and other payables |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(707.5 |
) |
|
|
|
|
|
|
(707.5 |
) |
Intercompany payables |
|
|
(2,201.0 |
) |
|
|
(6,192.6 |
) |
|
|
|
|
|
|
(319.9 |
) |
|
|
8,713.5 |
|
|
|
|
|
Corporate income tax payable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(533.6 |
) |
|
|
|
|
|
|
(533.6 |
) |
Deferred tax liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(696.8 |
) |
|
|
|
|
|
|
(696.8 |
) |
Provisions for post-employment benefits |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(283.3 |
) |
|
|
|
|
|
|
(283.3 |
) |
Provisions for liabilities and charges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(173.2 |
) |
|
|
|
|
|
|
(173.2 |
) |
|
|
|
(2,616.8 |
) |
|
|
(6,192.6 |
) |
|
|
(1,788.0 |
) |
|
|
(4,727.5 |
) |
|
|
8,713.5 |
|
|
|
(6,611.4 |
) |
Net assets/(liabilities) |
|
|
7,467.5 |
|
|
|
9,910.4 |
|
|
|
(17.1 |
) |
|
|
19,589.8 |
|
|
|
(29,143.0 |
) |
|
|
7,807.6 |
|
|
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity share owners funds |
|
|
7,467.5 |
|
|
|
9,910.4 |
|
|
|
(17.1 |
) |
|
|
19,249.7 |
|
|
|
(29,143.0 |
) |
|
|
7,467.5 |
|
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
340.1 |
|
|
|
|
|
|
|
340.1 |
|
Total equity |
|
|
7,467.5 |
|
|
|
9,910.4 |
|
|
|
(17.1 |
) |
|
|
19,589.8 |
|
|
|
(29,143.0 |
) |
|
|
7,807.6 |
|
28
Notes to the unaudited condensed consolidated interim financial statements (continued)
22. |
Condensed consolidating financial information for bonds issued by WPP Finance 2010 with WPP plc as parent guarantor and WPP Air 1, WPP 2008 Limited, WPP 2005 Limited, WPP 2012 Limited, and WPP Jubilee Limited as
subsidiary guarantors (continued) |
Condensed consolidating balance sheet information (continued)
At 30 June 2014, £m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WPP
plc |
|
|
Subsidiary Guarantors |
|
|
WPP Finance 2010 |
|
|
Other Subsidiaries |
|
|
Reclassifications/ Eliminations |
|
|
Consolidated WPP plc |
|
Non-current assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intangible assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goodwill |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,465.7 |
|
|
|
|
|
|
|
9,465.7 |
|
Other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,662.6 |
|
|
|
|
|
|
|
1,662.6 |
|
Property, plant and equipment |
|
|
|
|
|
|
12.3 |
|
|
|
|
|
|
|
730.4 |
|
|
|
|
|
|
|
742.7 |
|
Investment in subsidiaries |
|
|
8,755.0 |
|
|
|
14,127.6 |
|
|
|
|
|
|
|
|
|
|
|
(22,882.6 |
) |
|
|
|
|
Interests in associates and joint ventures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
755.0 |
|
|
|
|
|
|
|
755.0 |
|
Other investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
331.2 |
|
|
|
|
|
|
|
331.2 |
|
Deferred tax assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
109.7 |
|
|
|
|
|
|
|
109.7 |
|
Trade and other receivables |
|
|
23.0 |
|
|
|
|
|
|
|
|
|
|
|
109.4 |
|
|
|
|
|
|
|
132.4 |
|
Intercompany receivables |
|
|
|
|
|
|
20.0 |
|
|
|
933.2 |
|
|
|
1,319.8 |
|
|
|
(2,273.0 |
) |
|
|
|
|
|
|
|
8,778.0 |
|
|
|
14,159.9 |
|
|
|
933.2 |
|
|
|
14,483.8 |
|
|
|
(25,155.6 |
) |
|
|
13,199.3 |
|
Current assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Inventory and work in progress |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
324.9 |
|
|
|
|
|
|
|
324.9 |
|
Corporate income tax recoverable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
137.9 |
|
|
|
|
|
|
|
137.9 |
|
Trade and other receivables |
|
|
0.4 |
|
|
|
223.0 |
|
|
|
0.1 |
|
|
|
9,099.1 |
|
|
|
|
|
|
|
9,322.6 |
|
Intercompany receivables |
|
|
1,603.8 |
|
|
|
590.2 |
|
|
|
19.9 |
|
|
|
1,285.0 |
|
|
|
(3,498.9 |
) |
|
|
|
|
Cash and short-term deposits |
|
|
|
|
|
|
2,168.3 |
|
|
|
258.8 |
|
|
|
4,187.3 |
|
|
|
(5,406.4 |
) |
|
|
1,208.0 |
|
|
|
|
1,604.2 |
|
|
|
2,981.5 |
|
|
|
278.8 |
|
|
|
15,034.2 |
|
|
|
(8,905.3 |
) |
|
|
10,993.4 |
|
Current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade and other payables |
|
|
(91.6 |
) |
|
|
(28.7 |
) |
|
|
(10.8 |
) |
|
|
(10,362.2 |
) |
|
|
|
|
|
|
(10,493.3 |
) |
Intercompany payables |
|
|
(146.5 |
) |
|
|
(2,758.4 |
) |
|
|
|
|
|
|
(594.0 |
) |
|
|
3,498.9 |
|
|
|
|
|
Corporate income tax payable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(55.7 |
) |
|
|
|
|
|
|
(55.7 |
) |
Bank overdrafts and loans |
|
|
(1,877.5 |
) |
|
|
(3,528.9 |
) |
|
|
|
|
|
|
(952.5 |
) |
|
|
5,406.4 |
|
|
|
(952.5 |
) |
|
|
|
(2,115.6 |
) |
|
|
(6,316.0 |
) |
|
|
(10.8 |
) |
|
|
(11,964.4 |
) |
|
|
8,905.3 |
|
|
|
(11,501.5 |
) |
Net current (liabilities)/assets |
|
|
(511.4 |
) |
|
|
(3,334.5 |
) |
|
|
268.0 |
|
|
|
3,069.8 |
|
|
|
|
|
|
|
(508.1 |
) |
Total assets less current liabilities |
|
|
8,266.6 |
|
|
|
10,825.4 |
|
|
|
1,201.2 |
|
|
|
17,553.6 |
|
|
|
(25,155.6 |
) |
|
|
12,691.2 |
|
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bonds and bank loans |
|
|
(1,020.1 |
) |
|
|
|
|
|
|
(1,214.5 |
) |
|
|
(978.1 |
) |
|
|
|
|
|
|
(3,212.7 |
) |
Trade and other payables |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(511.3 |
) |
|
|
|
|
|
|
(511.3 |
) |
Intercompany payables |
|
|
|
|
|
|
(2,070.4 |
) |
|
|
|
|
|
|
(202.6 |
) |
|
|
2,273.0 |
|
|
|
|
|
Corporate income tax payable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(389.9 |
) |
|
|
|
|
|
|
(389.9 |
) |
Deferred tax liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(643.8 |
) |
|
|
|
|
|
|
(643.8 |
) |
Provisions for post-employment benefits |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(238.9 |
) |
|
|
|
|
|
|
(238.9 |
) |
Provisions for liabilities and charges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(147.5 |
) |
|
|
|
|
|
|
(147.5 |
) |
|
|
|
(1,020.1 |
) |
|
|
(2,070.4 |
) |
|
|
(1,214.5 |
) |
|
|
(3,112.1 |
) |
|
|
2,273.0 |
|
|
|
(5,144.1 |
) |
Net assets/(liabilities) |
|
|
7,246.5 |
|
|
|
8,755.0 |
|
|
|
(13.3 |
) |
|
|
14,441.5 |
|
|
|
(22,882.6 |
) |
|
|
7,547.1 |
|
|
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity share owners funds |
|
|
7,246.5 |
|
|
|
8,755.0 |
|
|
|
(13.3 |
) |
|
|
14,140.9 |
|
|
|
(22,882.6 |
) |
|
|
7,246.5 |
|
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
300.6 |
|
|
|
|
|
|
|
300.6 |
|
Total equity |
|
|
7,246.5 |
|
|
|
8,755.0 |
|
|
|
(13.3 |
) |
|
|
14,441.5 |
|
|
|
(22,882.6 |
) |
|
|
7,547.1 |
|
29
Notes to the unaudited condensed consolidated interim financial statements (continued)
22. |
Condensed consolidating financial information for bonds issued by WPP Finance 2010 with WPP plc as parent guarantor and WPP Air 1, WPP 2008 Limited, WPP 2005 Limited, WPP 2012 Limited, and WPP Jubilee Limited as
subsidiary guarantors (continued) |
Condensed consolidating balance sheet information (continued)
At 31 December 2014, £m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WPP
plc |
|
|
Subsidiary Guarantors |
|
|
WPP Finance 2010 |
|
|
Other Subsidiaries |
|
|
Reclassifications/ Eliminations |
|
|
Consolidated WPP plc |
|
Non-current assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intangible assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goodwill |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,979.4 |
|
|
|
|
|
|
|
9,979.4 |
|
Other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,668.9 |
|
|
|
|
|
|
|
1,668.9 |
|
Property, plant and equipment |
|
|
|
|
|
|
13.6 |
|
|
|
|
|
|
|
758.9 |
|
|
|
|
|
|
|
772.5 |
|
Investment in subsidiaries |
|
|
9,599.4 |
|
|
|
15,228.5 |
|
|
|
|
|
|
|
|
|
|
|
(24,827.9 |
) |
|
|
|
|
Interests in associates and joint ventures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
759.9 |
|
|
|
|
|
|
|
759.9 |
|
Other investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
669.2 |
|
|
|
|
|
|
|
669.2 |
|
Deferred tax assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
239.7 |
|
|
|
|
|
|
|
239.7 |
|
Trade and other receivables |
|
|
27.7 |
|
|
|
|
|
|
|
|
|
|
|
120.9 |
|
|
|
|
|
|
|
148.6 |
|
Intercompany receivables |
|
|
|
|
|
|
132.8 |
|
|
|
1,804.0 |
|
|
|
1,751.8 |
|
|
|
(3,688.6 |
) |
|
|
|
|
|
|
|
9,627.1 |
|
|
|
15,374.9 |
|
|
|
1,804.0 |
|
|
|
15,948.7 |
|
|
|
(28,516.5 |
) |
|
|
14,238.2 |
|
Current assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Inventory and work in progress |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
327.3 |
|
|
|
|
|
|
|
327.3 |
|
Corporate income tax recoverable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
145.6 |
|
|
|
|
|
|
|
145.6 |
|
Trade and other receivables |
|
|
0.5 |
|
|
|
236.1 |
|
|
|
0.1 |
|
|
|
9,293.3 |
|
|
|
|
|
|
|
9,530.0 |
|
Intercompany receivables |
|
|
1,612.1 |
|
|
|
352.7 |
|
|
|
57.2 |
|
|
|
1,129.5 |
|
|
|
(3,151.5 |
) |
|
|
|
|
Cash and short-term deposits |
|
|
429.3 |
|
|
|
1,665.9 |
|
|
|
|
|
|
|
5,347.9 |
|
|
|
(4,930.4 |
) |
|
|
2,512.7 |
|
|
|
|
2,041.9 |
|
|
|
2,254.7 |
|
|
|
57.3 |
|
|
|
16,243.6 |
|
|
|
(8,081.9 |
) |
|
|
12,515.6 |
|
Current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade and other payables |
|
|
(125.0 |
) |
|
|
(59.5 |
) |
|
|
(17.0 |
) |
|
|
(11,582.5 |
) |
|
|
|
|
|
|
(11,784.0 |
) |
Intercompany payables |
|
|
(888.0 |
) |
|
|
(1,897.4 |
) |
|
|
(0.1 |
) |
|
|
(366.0 |
) |
|
|
3,151.5 |
|
|
|
|
|
Corporate income tax payable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(158.6 |
) |
|
|
|
|
|
|
(158.6 |
) |
Bank overdrafts and loans |
|
|
(1,411.9 |
) |
|
|
(3,459.9 |
) |
|
|
(58.6 |
) |
|
|
(653.2 |
) |
|
|
4,930.4 |
|
|
|
(653.2 |
) |
|
|
|
(2,424.9 |
) |
|
|
(5,416.8 |
) |
|
|
(75.7 |
) |
|
|
(12,760.3 |
) |
|
|
8,081.9 |
|
|
|
(12,595.8 |
) |
Net current (liabilities)/assets |
|
|
(383.0 |
) |
|
|
(3,162.1 |
) |
|
|
(18.4 |
) |
|
|
3,483.3 |
|
|
|
|
|
|
|
(80.2 |
) |
Total assets less current liabilities |
|
|
9,244.1 |
|
|
|
12,212.8 |
|
|
|
1,785.6 |
|
|
|
19,432.0 |
|
|
|
(28,516.5 |
) |
|
|
14,158.0 |
|
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bonds and bank loans |
|
|
(1,002.1 |
) |
|
|
|
|
|
|
(1,803.2 |
) |
|
|
(1,329.6 |
) |
|
|
|
|
|
|
(4,134.9 |
) |
Trade and other payables |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(624.9 |
) |
|
|
|
|
|
|
(624.9 |
) |
Intercompany payables |
|
|
(741.9 |
) |
|
|
(2,613.4 |
) |
|
|
|
|
|
|
(333.3 |
) |
|
|
3,688.6 |
|
|
|
|
|
Corporate income tax payable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(441.2 |
) |
|
|
|
|
|
|
(441.2 |
) |
Deferred tax liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(667.6 |
) |
|
|
|
|
|
|
(667.6 |
) |
Provisions for post-employment benefits |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(296.2 |
) |
|
|
|
|
|
|
(296.2 |
) |
Provisions for liabilities and charges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(166.4 |
) |
|
|
|
|
|
|
(166.4 |
) |
|
|
|
(1,744.0 |
) |
|
|
(2,613.4 |
) |
|
|
(1,803.2 |
) |
|
|
(3,859.2 |
) |
|
|
3,688.6 |
|
|
|
(6,331.2 |
) |
Net assets/(liabilities) |
|
|
7,500.1 |
|
|
|
9,599.4 |
|
|
|
(17.6 |
) |
|
|
15,572.8 |
|
|
|
(24,827.9 |
) |
|
|
7,826.8 |
|
|
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity share owners funds |
|
|
7,500.1 |
|
|
|
9,599.4 |
|
|
|
(17.6 |
) |
|
|
15,246.1 |
|
|
|
(24,827.9 |
) |
|
|
7,500.1 |
|
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
326.7 |
|
|
|
|
|
|
|
326.7 |
|
Total equity |
|
|
7,500.1 |
|
|
|
9,599.4 |
|
|
|
(17.6 |
) |
|
|
15,572.8 |
|
|
|
(24,827.9 |
) |
|
|
7,826.8 |
|
30
Notes to the unaudited condensed consolidated interim financial statements (continued)
23. |
Condensed consolidating financial information for bonds issued by WPP Finance 2010 with WPP plc as parent guarantor and WPP Jubilee Limited and WPP 2005 Limited as subsidiary guarantors |
WPP Finance 2010 has in issue $750 million of 3.750% bonds due September 2024 and $500 million of 5.625% bonds due November 2043, with WPP plc as parent
guarantor and WPP Jubilee Limited and WPP 2005 Limited as subsidiary guarantors.
The issuer and guarantors of the bonds (issuer and subsidiary guarantors
are 100% owned by WPP plc) are each subject to the reporting requirements under section 15(d) of the Securities Exchange Act of 1934. In accordance with SEC Regulation S-X Rule 3-10, condensed consolidating financial information containing financial
information for WPP Finance 2010 and the guarantors is presented beginning on page 32. Condensed consolidating financial information is prepared in accordance with IFRS as issued by the IASB, except to the extent that, in the parent company,
subsidiary issuer and subsidiary guarantors columns investments in subsidiaries are accounted for under the equity method of accounting. Under the equity method, earnings of subsidiaries are reflected as share of results of subsidiaries
in the income statement and as investment in subsidiaries in the balance sheet, as required by the SEC.
In the event that WPP Finance 2010
fails to pay the holders of the securities, thereby requiring WPP plc, WPP Jubilee Limited and WPP 2005 Limited to make payment pursuant to the terms of their full and unconditional, and joint and several guarantee of those securities, there is no
impediment to WPP plc, WPP Jubilee Limited and WPP 2005 Limited in obtaining reimbursement for any such payments from WPP Finance 2010.
31
Notes to the unaudited condensed consolidated interim financial statements (continued)
23. |
Condensed consolidating financial information for bonds issued by WPP Finance 2010 with WPP plc as parent guarantor and WPP Jubilee Limited and WPP 2005 Limited as subsidiary guarantors (continued)
|
Condensed consolidating income statement information
For the six months ended 30 June 2015, £m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WPP plc |
|
|
Subsidiary Guarantors |
|
|
WPP Finance 2010 |
|
|
Other Subsidiaries |
|
|
Reclassifications / Eliminations |
|
|
Consolidated WPP plc |
|
|
|
|
|
|
|
|
Revenue |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,839.4 |
|
|
|
|
|
|
|
5,839.4 |
|
Direct costs |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(798.7 |
) |
|
|
|
|
|
|
(798.7 |
) |
Net sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,040.7 |
|
|
|
|
|
|
|
5,040.7 |
|
Operating costs |
|
|
10.8 |
|
|
|
151.9 |
|
|
|
(0.1 |
) |
|
|
(4,414.4 |
) |
|
|
|
|
|
|
(4,251.8 |
) |
Operating profit/(loss) |
|
|
10.8 |
|
|
|
151.9 |
|
|
|
(0.1 |
) |
|
|
626.3 |
|
|
|
|
|
|
|
788.9 |
|
Share of results of subsidiaries |
|
|
652.4 |
|
|
|
549.3 |
|
|
|
|
|
|
|
|
|
|
|
(1,201.7 |
) |
|
|
|
|
Share of results of associates |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16.0 |
|
|
|
|
|
|
|
16.0 |
|
Profit/(loss) before interest and taxation |
|
|
663.2 |
|
|
|
701.2 |
|
|
|
(0.1 |
) |
|
|
642.3 |
|
|
|
(1,201.7 |
) |
|
|
804.9 |
|
Finance income |
|
|
1.1 |
|
|
|
10.7 |
|
|
|
44.2 |
|
|
|
75.6 |
|
|
|
(93.5 |
) |
|
|
38.1 |
|
Finance costs |
|
|
(94.0 |
) |
|
|
(62.6 |
) |
|
|
(43.8 |
) |
|
|
(4.6 |
) |
|
|
93.5 |
|
|
|
(111.5 |
) |
Revaluation of financial instruments |
|
|
(4.1 |
) |
|
|
|
|
|
|
|
|
|
|
(17.7 |
) |
|
|
|
|
|
|
(21.8 |
) |
Profit before taxation |
|
|
566.2 |
|
|
|
649.3 |
|
|
|
0.3 |
|
|
|
695.6 |
|
|
|
(1,201.7 |
) |
|
|
709.7 |
|
Taxation |
|
|
|
|
|
|
3.1 |
|
|
|
|
|
|
|
(111.7 |
) |
|
|
|
|
|
|
(108.6 |
) |
Profit for the period |
|
|
566.2 |
|
|
|
652.4 |
|
|
|
0.3 |
|
|
|
583.9 |
|
|
|
(1,201.7 |
) |
|
|
601.1 |
|
|
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity holders of the parent |
|
|
566.2 |
|
|
|
652.4 |
|
|
|
0.3 |
|
|
|
549.0 |
|
|
|
(1,201.7 |
) |
|
|
566.2 |
|
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
34.9 |
|
|
|
|
|
|
|
34.9 |
|
|
|
|
566.2 |
|
|
|
652.4 |
|
|
|
0.3 |
|
|
|
583.9 |
|
|
|
(1,201.7 |
) |
|
|
601.1 |
|
For the six months ended 30 June 2014, £m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WPP plc |
|
|
Subsidiary Guarantors |
|
|
WPP Finance 2010 |
|
|
Other Subsidiaries |
|
|
Reclassifications / Eliminations |
|
|
Consolidated WPP plc |
|
|
|
|
|
|
|
|
Revenue |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,468.7 |
|
|
|
|
|
|
|
5,468.7 |
|
Direct costs |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(677.0 |
) |
|
|
|
|
|
|
(677.0 |
) |
Net sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,791.7 |
|
|
|
|
|
|
|
4,791.7 |
|
Operating costs |
|
|
9.0 |
|
|
|
51.6 |
|
|
|
|
|
|
|
(4,321.2 |
) |
|
|
|
|
|
|
(4,260.6 |
) |
Operating profit |
|
|
9.0 |
|
|
|
51.6 |
|
|
|
|
|
|
|
470.5 |
|
|
|
|
|
|
|
531.1 |
|
Share of results of subsidiaries |
|
|
383.0 |
|
|
|
345.0 |
|
|
|
|
|
|
|
|
|
|
|
(728.0 |
) |
|
|
|
|
Share of results of associates |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
28.7 |
|
|
|
|
|
|
|
28.7 |
|
Profit before interest and taxation |
|
|
392.0 |
|
|
|
396.6 |
|
|
|
|
|
|
|
499.2 |
|
|
|
(728.0 |
) |
|
|
559.8 |
|
Finance income |
|
|
1.1 |
|
|
|
14.7 |
|
|
|
22.8 |
|
|
|
72.6 |
|
|
|
(68.2 |
) |
|
|
43.0 |
|
Finance costs |
|
|
(42.0 |
) |
|
|
(72.7 |
) |
|
|
(30.8 |
) |
|
|
(56.1 |
) |
|
|
68.2 |
|
|
|
(133.4 |
) |
Revaluation of financial instruments |
|
|
13.7 |
|
|
|
41.4 |
|
|
|
|
|
|
|
(33.4 |
) |
|
|
|
|
|
|
21.7 |
|
Profit/(loss) before taxation |
|
|
364.8 |
|
|
|
380.0 |
|
|
|
(8.0 |
) |
|
|
482.3 |
|
|
|
(728.0 |
) |
|
|
491.1 |
|
Taxation |
|
|
|
|
|
|
3.0 |
|
|
|
|
|
|
|
(97.9 |
) |
|
|
|
|
|
|
(94.9 |
) |
Profit/(loss) for the period |
|
|
364.8 |
|
|
|
383.0 |
|
|
|
(8.0 |
) |
|
|
384.4 |
|
|
|
(728.0 |
) |
|
|
396.2 |
|
|
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity holders of the parent |
|
|
364.8 |
|
|
|
383.0 |
|
|
|
(8.0 |
) |
|
|
353.0 |
|
|
|
(728.0 |
) |
|
|
364.8 |
|
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
31.4 |
|
|
|
|
|
|
|
31.4 |
|
|
|
|
364.8 |
|
|
|
383.0 |
|
|
|
(8.0 |
) |
|
|
384.4 |
|
|
|
(728.0 |
) |
|
|
396.2 |
|
32
Notes to the unaudited condensed consolidated interim financial statements (continued)
23. |
Condensed consolidating financial information for bonds issued by WPP Finance 2010 with WPP plc as parent guarantor and WPP Jubilee Limited and WPP 2005 Limited as subsidiary guarantors (continued)
|
Condensed consolidating income statement information (continued)
For the year ended 31 December 2014, £m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WPP plc |
|
|
Subsidiary Guarantors |
|
|
WPP Finance 2010 |
|
|
Other Subsidiaries |
|
|
Reclassifications / Eliminations |
|
|
Consolidated WPP plc |
|
|
|
|
|
|
|
|
Revenue |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11,528.9 |
|
|
|
|
|
|
|
11,528.9 |
|
Direct costs |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1,464.1 |
) |
|
|
|
|
|
|
(1,464.1 |
) |
Net sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10,064.8 |
|
|
|
|
|
|
|
10,064.8 |
|
Operating costs |
|
|
9.9 |
|
|
|
(161.9 |
) |
|
|
(0.1 |
) |
|
|
(8,405.4 |
) |
|
|
|
|
|
|
(8,557.5 |
) |
Operating profit/(loss) |
|
|
9.9 |
|
|
|
(161.9 |
) |
|
|
(0.1 |
) |
|
|
1,659.4 |
|
|
|
|
|
|
|
1,507.3 |
|
Share of results of subsidiaries |
|
|
1,140.1 |
|
|
|
1,367.6 |
|
|
|
|
|
|
|
|
|
|
|
(2,507.7 |
) |
|
|
|
|
Share of results of associates |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
61.9 |
|
|
|
|
|
|
|
61.9 |
|
Profit/(loss) before interest and taxation |
|
|
1,150.0 |
|
|
|
1,205.7 |
|
|
|
(0.1 |
) |
|
|
1,721.3 |
|
|
|
(2,507.7 |
) |
|
|
1,569.2 |
|
Finance income |
|
|
2.4 |
|
|
|
27.5 |
|
|
|
52.7 |
|
|
|
146.6 |
|
|
|
(134.5 |
) |
|
|
94.7 |
|
Finance costs |
|
|
(94.2 |
) |
|
|
(139.0 |
) |
|
|
(67.5 |
) |
|
|
(96.5 |
) |
|
|
134.5 |
|
|
|
(262.7 |
) |
Revaluation of financial instruments |
|
|
19.0 |
|
|
|
41.4 |
|
|
|
|
|
|
|
(9.7 |
) |
|
|
|
|
|
|
50.7 |
|
Profit/(loss) before taxation |
|
|
1,077.2 |
|
|
|
1,135.6 |
|
|
|
(14.9 |
) |
|
|
1,761.7 |
|
|
|
(2,507.7 |
) |
|
|
1,451.9 |
|
Taxation |
|
|
|
|
|
|
4.5 |
|
|
|
4.1 |
|
|
|
(309.0 |
) |
|
|
|
|
|
|
(300.4 |
) |
Profit/(loss) for the year |
|
|
1,077.2 |
|
|
|
1,140.1 |
|
|
|
(10.8 |
) |
|
|
1,452.7 |
|
|
|
(2,507.7 |
) |
|
|
1,151.5 |
|
|
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity holders of the parent |
|
|
1,077.2 |
|
|
|
1,140.1 |
|
|
|
(10.8 |
) |
|
|
1,378.4 |
|
|
|
(2,507.7 |
) |
|
|
1,077.2 |
|
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
74.3 |
|
|
|
|
|
|
|
74.3 |
|
|
|
|
1,077.2 |
|
|
|
1,140.1 |
|
|
|
(10.8 |
) |
|
|
1,452.7 |
|
|
|
(2,507.7 |
) |
|
|
1,151.5 |
|
33
Notes to the unaudited condensed consolidated interim financial statements (continued)
23. |
Condensed consolidating financial information for bonds issued by WPP Finance 2010 with WPP plc as parent guarantor and WPP Jubilee Limited and WPP 2005 Limited as subsidiary guarantors (continued)
|
Condensed consolidating statement of comprehensive income
For the six months ended 30 June 2015, £m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WPP
plc |
|
|
Subsidiary
Guarantors |
|
|
WPP
Finance 2010 |
|
|
Other Subsidiaries |
|
|
Reclassifications / Eliminations |
|
|
Consolidated WPP plc |
|
Profit for the period |
|
|
566.2 |
|
|
|
652.4 |
|
|
|
0.3 |
|
|
|
583.9 |
|
|
|
(1,201.7 |
) |
|
|
601.1 |
|
Items that may be reclassified subsequently to profit or loss: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exchange adjustments on foreign currency net investments |
|
|
(307.1 |
) |
|
|
(307.1 |
) |
|
|
0.1 |
|
|
|
(316.1 |
) |
|
|
614.2 |
|
|
|
(316.0 |
) |
Loss on revaluation of available for sale investments |
|
|
(2.1 |
) |
|
|
(2.1 |
) |
|
|
|
|
|
|
(2.1 |
) |
|
|
4.2 |
|
|
|
(2.1 |
) |
|
|
|
(309.2 |
) |
|
|
(309.2 |
) |
|
|
0.1 |
|
|
|
(318.2 |
) |
|
|
618.4 |
|
|
|
(318.1 |
) |
Items that will not be reclassified subsequently to profit or loss: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Actuarial loss on defined benefit pension plans |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred tax on defined benefit pension plans |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive (loss)/income relating to the period |
|
|
(309.2 |
) |
|
|
(309.2 |
) |
|
|
0.1 |
|
|
|
(318.2 |
) |
|
|
618.4 |
|
|
|
(318.1 |
) |
Total comprehensive income relating to the period |
|
|
257.0 |
|
|
|
343.2 |
|
|
|
0.4 |
|
|
|
265.7 |
|
|
|
(583.3 |
) |
|
|
283.0 |
|
|
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity holders of the parent |
|
|
257.0 |
|
|
|
343.2 |
|
|
|
0.4 |
|
|
|
239.7 |
|
|
|
(583.3 |
) |
|
|
257.0 |
|
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
26.0 |
|
|
|
|
|
|
|
26.0 |
|
|
|
|
257.0 |
|
|
|
343.2 |
|
|
|
0.4 |
|
|
|
265.7 |
|
|
|
(583.3 |
) |
|
|
283.0 |
|
For the six months ended 30 June 2014, £m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WPP
plc |
|
|
Subsidiary
Guarantors |
|
|
WPP
Finance 2010 |
|
|
Other Subsidiaries |
|
|
Reclassifications / Eliminations |
|
|
Consolidated WPP plc |
|
Profit/(loss) for the period |
|
|
364.8 |
|
|
|
383.0 |
|
|
|
(8.0 |
) |
|
|
384.4 |
|
|
|
(728.0 |
) |
|
|
396.2 |
|
Items that may be reclassified subsequently to profit or loss: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exchange adjustments on foreign currency net investments |
|
|
(306.3 |
) |
|
|
(302.0 |
) |
|
|
0.4 |
|
|
|
(283.4 |
) |
|
|
576.3 |
|
|
|
(315.0 |
) |
Gain on revaluation of available for sale investments |
|
|
46.1 |
|
|
|
46.1 |
|
|
|
|
|
|
|
46.1 |
|
|
|
(92.2 |
) |
|
|
46.1 |
|
|
|
|
(260.2 |
) |
|
|
(255.9 |
) |
|
|
0.4 |
|
|
|
(237.3 |
) |
|
|
484.1 |
|
|
|
(268.9 |
) |
Items that will not be reclassified subsequently to profit or loss: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Actuarial loss on defined benefit pension plans |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred tax on defined benefit pension plans |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive (loss)/income relating to the period |
|
|
(260.2 |
) |
|
|
(255.9 |
) |
|
|
0.4 |
|
|
|
(237.3 |
) |
|
|
484.1 |
|
|
|
(268.9 |
) |
Total comprehensive income/(loss) relating to the period |
|
|
104.6 |
|
|
|
127.1 |
|
|
|
(7.6 |
) |
|
|
147.1 |
|
|
|
(243.9 |
) |
|
|
127.3 |
|
|
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity holders of the parent |
|
|
104.6 |
|
|
|
127.1 |
|
|
|
(7.6 |
) |
|
|
124.4 |
|
|
|
(243.9 |
) |
|
|
104.6 |
|
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
22.7 |
|
|
|
|
|
|
|
22.7 |
|
|
|
|
104.6 |
|
|
|
127.1 |
|
|
|
(7.6 |
) |
|
|
147.1 |
|
|
|
(243.9 |
) |
|
|
127.3 |
|
34
Notes to the unaudited condensed consolidated interim financial statements (continued)
23. |
Condensed consolidating financial information for bonds issued by WPP Finance 2010 with WPP plc as parent guarantor and WPP Jubilee Limited and WPP 2005 Limited as subsidiary guarantors (continued)
|
Condensed consolidating statement of comprehensive income (continued)
For the year ended 31 December 2014, £m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WPP
plc |
|
|
Subsidiary
Guarantors |
|
|
WPP
Finance 2010 |
|
|
Other Subsidiaries |
|
|
Reclassifications / Eliminations |
|
|
Consolidated WPP plc |
|
Profit/(loss) for the year |
|
|
1,077.2 |
|
|
|
1,140.1 |
|
|
|
(10.8 |
) |
|
|
1,452.7 |
|
|
|
(2,507.7 |
) |
|
|
1,151.5 |
|
Items that may be reclassified subsequently to profit or loss: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exchange adjustments on foreign currency net investments |
|
|
(224.3 |
) |
|
|
(220.0 |
) |
|
|
(1.0 |
) |
|
|
(188.3 |
) |
|
|
412.4 |
|
|
|
(221.2 |
) |
Gain on revaluation of available for sale investments |
|
|
64.6 |
|
|
|
64.6 |
|
|
|
|
|
|
|
64.6 |
|
|
|
(129.2 |
) |
|
|
64.6 |
|
|
|
|
(159.7 |
) |
|
|
(155.4 |
) |
|
|
(1.0 |
) |
|
|
(123.7 |
) |
|
|
283.2 |
|
|
|
(156.6 |
) |
Items that will not be reclassified subsequently to profit or loss: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Actuarial loss on defined benefit pension plans |
|
|
(86.6 |
) |
|
|
(86.6 |
) |
|
|
|
|
|
|
(86.6 |
) |
|
|
173.2 |
|
|
|
(86.6 |
) |
Deferred tax on defined benefit pension plans |
|
|
62.1 |
|
|
|
62.1 |
|
|
|
|
|
|
|
62.1 |
|
|
|
(124.2 |
) |
|
|
62.1 |
|
|
|
|
(24.5 |
) |
|
|
(24.5 |
) |
|
|
|
|
|
|
(24.5 |
) |
|
|
49.0 |
|
|
|
(24.5 |
) |
Other comprehensive loss for the year |
|
|
(184.2 |
) |
|
|
(179.9 |
) |
|
|
(1.0 |
) |
|
|
(148.2 |
) |
|
|
332.2 |
|
|
|
(181.1 |
) |
Total comprehensive income/(loss) for the year |
|
|
893.0 |
|
|
|
960.2 |
|
|
|
(11.8 |
) |
|
|
1,304.5 |
|
|
|
(2,175.5 |
) |
|
|
970.4 |
|
|
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity holders of the parent |
|
|
893.0 |
|
|
|
960.2 |
|
|
|
(11.8 |
) |
|
|
1,227.1 |
|
|
|
(2,175.5 |
) |
|
|
893.0 |
|
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
77.4 |
|
|
|
|
|
|
|
77.4 |
|
|
|
|
893.0 |
|
|
|
960.2 |
|
|
|
(11.8 |
) |
|
|
1,304.5 |
|
|
|
(2,175.5 |
) |
|
|
970.4 |
|
35
Notes to the unaudited condensed consolidated interim financial statements (continued)
23. |
Condensed consolidating financial information for bonds issued by WPP Finance 2010 with WPP plc as parent guarantor and WPP Jubilee Limited and WPP 2005 Limited as subsidiary guarantors (continued)
|
Condensed consolidating cash flow statement information
For the six months ended 30 June 2015, £m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WPP plc |
|
|
Subsidiary Guarantors |
|
|
WPP Finance 2010 |
|
|
Other
Subsidiaries |
|
|
Reclassifications/ Eliminations |
|
|
Consolidated WPP plc |
|
Net cash (outflow)/inflow from operating activities |
|
|
903.2 |
|
|
|
(1,636.9 |
) |
|
|
27.2 |
|
|
|
525.8 |
|
|
|
|
|
|
|
(180.7 |
) |
Investing activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acquisitions and disposals |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(459.3 |
) |
|
|
|
|
|
|
(459.3 |
) |
Purchase of property, plant and equipment |
|
|
|
|
|
|
(0.6 |
) |
|
|
|
|
|
|
(72.5 |
) |
|
|
|
|
|
|
(73.1 |
) |
Purchase of other intangible assets (including capitalised computer software) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(17.0 |
) |
|
|
|
|
|
|
(17.0 |
) |
Proceeds on disposal of property, plant and equipment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11.2 |
|
|
|
|
|
|
|
11.2 |
|
Net cash outflow from investing activities |
|
|
|
|
|
|
(0.6 |
) |
|
|
|
|
|
|
(537.6 |
) |
|
|
|
|
|
|
(538.2 |
) |
Financing activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share option proceeds |
|
|
5.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5.4 |
|
Cash consideration for non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(7.9 |
) |
|
|
|
|
|
|
(7.9 |
) |
Share repurchases and buybacks |
|
|
(345.7 |
) |
|
|
|
|
|
|
|
|
|
|
(59.7 |
) |
|
|
|
|
|
|
(405.4 |
) |
Net increase/(decrease) in borrowings |
|
|
(13.7 |
) |
|
|
|
|
|
|
|
|
|
|
154.8 |
|
|
|
|
|
|
|
141.1 |
|
Financing and share issue costs |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(9.0 |
) |
|
|
|
|
|
|
(9.0 |
) |
Equity dividends paid |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends paid to non-controlling interests in subsidiary undertakings |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(25.7 |
) |
|
|
|
|
|
|
(25.7 |
) |
Net cash (outflow)/inflow from financing activities |
|
|
(354.0 |
) |
|
|
|
|
|
|
|
|
|
|
52.5 |
|
|
|
|
|
|
|
(301.5 |
) |
Net (decrease)/increase in cash and cash equivalents |
|
|
549.2 |
|
|
|
(1,637.5 |
) |
|
|
27.2 |
|
|
|
40.7 |
|
|
|
|
|
|
|
(1,020.4 |
) |
Translation differences |
|
|
3.9 |
|
|
|
37.0 |
|
|
|
0.7 |
|
|
|
(81.5 |
) |
|
|
|
|
|
|
(39.9 |
) |
Cash and cash equivalents at beginning of period |
|
|
(982.6 |
) |
|
|
(1,797.7 |
) |
|
|
(58.6 |
) |
|
|
5,086.5 |
|
|
|
|
|
|
|
2,247.6 |
|
Cash and cash equivalents at end of period |
|
|
(429.5 |
) |
|
|
(3,398.2 |
) |
|
|
(30.7 |
) |
|
|
5,045.7 |
|
|
|
|
|
|
|
1,187.3 |
|
For the six months ended 30 June 2014, £m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WPP plc |
|
|
Subsidiary Guarantors |
|
|
WPP Finance 2010 |
|
|
Other
Subsidiaries |
|
|
Reclassifications/ Eliminations |
|
|
Consolidated WPP plc |
|
Net cash (outflow)/inflow from operating activities |
|
|
(68.6 |
) |
|
|
250.2 |
|
|
|
(18.8 |
) |
|
|
(180.1 |
) |
|
|
|
|
|
|
(17.3 |
) |
Investing activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acquisitions and disposals |
|
|
|
|
|
|
(0.2 |
) |
|
|
|
|
|
|
(219.5 |
) |
|
|
|
|
|
|
(219.7 |
) |
Purchase of property, plant and equipment |
|
|
|
|
|
|
(1.0 |
) |
|
|
|
|
|
|
(79.1 |
) |
|
|
|
|
|
|
(80.1 |
) |
Purchase of other intangible assets (including capitalised computer software) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(15.3 |
) |
|
|
|
|
|
|
(15.3 |
) |
Proceeds on disposal of property, plant and equipment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1.1 |
|
|
|
|
|
|
|
1.1 |
|
Net cash outflow from investing activities |
|
|
|
|
|
|
(1.2 |
) |
|
|
|
|
|
|
(312.8 |
) |
|
|
|
|
|
|
(314.0 |
) |
Financing activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share option proceeds |
|
|
6.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6.8 |
|
Cash consideration for non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1.8 |
) |
|
|
|
|
|
|
(1.8 |
) |
Share repurchases and buybacks |
|
|
(316.2 |
) |
|
|
|
|
|
|
|
|
|
|
(74.0 |
) |
|
|
|
|
|
|
(390.2 |
) |
Net decrease in borrowings |
|
|
|
|
|
|
(18.3 |
) |
|
|
|
|
|
|
(15.5 |
) |
|
|
|
|
|
|
(33.8 |
) |
Financing and share issue costs |
|
|
|
|
|
|
|
|
|
|
(0.2 |
) |
|
|
|
|
|
|
|
|
|
|
(0.2 |
) |
Equity dividends paid |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends paid to non-controlling interests in subsidiary undertakings |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(21.7 |
) |
|
|
|
|
|
|
(21.7 |
) |
Net cash outflow from financing activities |
|
|
(309.4 |
) |
|
|
(18.3 |
) |
|
|
(0.2 |
) |
|
|
(113.0 |
) |
|
|
|
|
|
|
(440.9 |
) |
Net (decrease)/increase in cash and cash equivalents |
|
|
(378.0 |
) |
|
|
230.7 |
|
|
|
(19.0 |
) |
|
|
(605.9 |
) |
|
|
|
|
|
|
(772.2 |
) |
Translation differences |
|
|
19.3 |
|
|
|
(3.6 |
) |
|
|
(9.1 |
) |
|
|
(92.9 |
) |
|
|
|
|
|
|
(86.3 |
) |
Cash and cash equivalents at beginning of period |
|
|
(1,518.8 |
) |
|
|
(1,591.4 |
) |
|
|
286.9 |
|
|
|
4,706.5 |
|
|
|
|
|
|
|
1,883.2 |
|
Cash and cash equivalents at end of period |
|
|
(1,877.5 |
) |
|
|
(1,364.3 |
) |
|
|
258.8 |
|
|
|
4,007.7 |
|
|
|
|
|
|
|
1,024.7 |
|
36
Notes to the unaudited condensed consolidated interim financial statements (continued)
23. |
Condensed consolidating financial information for bonds issued by WPP Finance 2010 with WPP plc as parent guarantor and WPP Jubilee Limited and WPP 2005 Limited as subsidiary guarantors (continued)
|
Condensed consolidating cash flow statement information (continued)
For the year ended 31 December 2014, £m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WPP
plc |
|
|
Subsidiary Guarantors |
|
|
WPP Finance 2010 |
|
|
Other
Subsidiaries |
|
|
Reclassifications/ Eliminations |
|
|
Consolidated WPP plc |
|
Net cash inflow/(outflow) from operating activities |
|
|
1,370.0 |
|
|
|
(229.8 |
) |
|
|
(832.3 |
) |
|
|
1,395.8 |
|
|
|
|
|
|
|
1,703.7 |
|
Investing activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acquisitions and disposals |
|
|
|
|
|
|
(0.3 |
) |
|
|
|
|
|
|
(488.8 |
) |
|
|
|
|
|
|
(489.1 |
) |
Purchase of property, plant and equipment |
|
|
|
|
|
|
(4.0 |
) |
|
|
|
|
|
|
(173.9 |
) |
|
|
|
|
|
|
(177.9 |
) |
Purchase of other intangible assets (including capitalised computer software) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(36.5 |
) |
|
|
|
|
|
|
(36.5 |
) |
Proceeds on disposal of property, plant and equipment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5.9 |
|
|
|
|
|
|
|
5.9 |
|
Net cash outflow from investing activities |
|
|
|
|
|
|
(4.3 |
) |
|
|
|
|
|
|
(693.3 |
) |
|
|
|
|
|
|
(697.6 |
) |
Financing activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share option proceeds |
|
|
25.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25.0 |
|
Cash consideration for non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(5.6 |
) |
|
|
|
|
|
|
(5.6 |
) |
Share repurchases and buybacks |
|
|
(412.5 |
) |
|
|
|
|
|
|
|
|
|
|
(98.3 |
) |
|
|
|
|
|
|
(510.8 |
) |
Net increase/(decrease) in borrowings |
|
|
|
|
|
|
(18.3 |
) |
|
|
460.1 |
|
|
|
23.4 |
|
|
|
|
|
|
|
465.2 |
|
Financing and share issue costs |
|
|
|
|
|
|
(3.5 |
) |
|
|
(12.6 |
) |
|
|
(11.4 |
) |
|
|
|
|
|
|
(27.5 |
) |
Equity dividends paid |
|
|
(460.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(460.0 |
) |
Dividends paid to non-controlling interests in subsidiary undertakings |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(57.7 |
) |
|
|
|
|
|
|
(57.7 |
) |
Net cash (outflow)/inflow from financing activities |
|
|
(847.5 |
) |
|
|
(21.8 |
) |
|
|
447.5 |
|
|
|
(149.6 |
) |
|
|
|
|
|
|
(571.4 |
) |
Net increase/(decrease) in cash and cash equivalents |
|
|
522.5 |
|
|
|
(255.9 |
) |
|
|
(384.8 |
) |
|
|
552.9 |
|
|
|
|
|
|
|
434.7 |
|
Translation differences |
|
|
13.7 |
|
|
|
49.6 |
|
|
|
39.3 |
|
|
|
(172.9 |
) |
|
|
|
|
|
|
(70.3 |
) |
Cash and cash equivalents at beginning of year |
|
|
(1,518.8 |
) |
|
|
(1,591.4 |
) |
|
|
286.9 |
|
|
|
4,706.5 |
|
|
|
|
|
|
|
1,883.2 |
|
Cash and cash equivalents at end of year |
|
|
(982.6 |
) |
|
|
(1,797.7 |
) |
|
|
(58.6 |
) |
|
|
5,086.5 |
|
|
|
|
|
|
|
2,247.6 |
|
37
Notes to the unaudited condensed consolidated interim financial statements (continued)
23. |
Condensed consolidating financial information for bonds issued by WPP Finance 2010 with WPP plc as parent guarantor and WPP Jubilee Limited and WPP 2005 Limited as subsidiary guarantors (continued)
|
Condensed consolidating balance sheet information
At 30 June 2015, £m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WPP
plc |
|
|
Subsidiary Guarantors |
|
|
WPP Finance 2010 |
|
|
Other Subsidiaries |
|
|
Reclassifications/ Eliminations |
|
|
Consolidated WPP plc |
|
Non-current assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intangible assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goodwill |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10,057.3 |
|
|
|
|
|
|
|
10,057.3 |
|
Other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,714.2 |
|
|
|
|
|
|
|
1,714.2 |
|
Property, plant and equipment |
|
|
|
|
|
|
12.8 |
|
|
|
|
|
|
|
718.3 |
|
|
|
|
|
|
|
731.1 |
|
Investment in subsidiaries |
|
|
9,910.4 |
|
|
|
19,063.9 |
|
|
|
|
|
|
|
|
|
|
|
(28,974.3 |
) |
|
|
|
|
Interests in associates and joint ventures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
694.3 |
|
|
|
|
|
|
|
694.3 |
|
Other investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
920.9 |
|
|
|
|
|
|
|
920.9 |
|
Deferred tax assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
248.3 |
|
|
|
|
|
|
|
248.3 |
|
Trade and other receivables |
|
|
17.8 |
|
|
|
|
|
|
|
|
|
|
|
124.1 |
|
|
|
|
|
|
|
141.9 |
|
Intercompany receivables |
|
|
|
|
|
|
1,558.9 |
|
|
|
1,787.4 |
|
|
|
5,367.2 |
|
|
|
(8,713.5 |
) |
|
|
|
|
|
|
|
9,928.2 |
|
|
|
20,635.6 |
|
|
|
1,787.4 |
|
|
|
19,844.6 |
|
|
|
(37,687.8 |
) |
|
|
14,508.0 |
|
Current assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Inventory and work in progress |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
321.7 |
|
|
|
|
|
|
|
321.7 |
|
Corporate income tax recoverable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
168.1 |
|
|
|
|
|
|
|
168.1 |
|
Trade and other receivables |
|
|
0.5 |
|
|
|
256.8 |
|
|
|
0.1 |
|
|
|
9,727.6 |
|
|
|
|
|
|
|
9,985.0 |
|
Intercompany receivables |
|
|
1,655.5 |
|
|
|
350.4 |
|
|
|
31.0 |
|
|
|
885.8 |
|
|
|
(2,922.7 |
) |
|
|
|
|
Cash and short-term deposits |
|
|
0.2 |
|
|
|
280.1 |
|
|
|
|
|
|
|
5,211.4 |
|
|
|
(4,138.7 |
) |
|
|
1,353.0 |
|
|
|
|
1,656.2 |
|
|
|
887.3 |
|
|
|
31.1 |
|
|
|
16,314.6 |
|
|
|
(7,061.4 |
) |
|
|
11,827.8 |
|
Current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade and other payables |
|
|
(13.6 |
) |
|
|
(36.2 |
) |
|
|
(16.9 |
) |
|
|
(11,293.1 |
) |
|
|
|
|
|
|
(11,359.8 |
) |
Intercompany payables |
|
|
(703.8 |
) |
|
|
(1,705.4 |
) |
|
|
|
|
|
|
(513.5 |
) |
|
|
2,922.7 |
|
|
|
|
|
Corporate income tax payable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(38.3 |
) |
|
|
|
|
|
|
(38.3 |
) |
Bank overdrafts and loans |
|
|
(782.7 |
) |
|
|
(3,678.3 |
) |
|
|
(30.7 |
) |
|
|
(165.7 |
) |
|
|
4,138.7 |
|
|
|
(518.7 |
) |
|
|
|
(1,500.1 |
) |
|
|
(5,419.9 |
) |
|
|
(47.6 |
) |
|
|
(12,010.6 |
) |
|
|
7,061.4 |
|
|
|
(11,916.8 |
) |
Net current (liabilities)/assets |
|
|
156.1 |
|
|
|
(4,532.6 |
) |
|
|
(16.5 |
) |
|
|
4,304.0 |
|
|
|
|
|
|
|
(89.0 |
) |
Total assets less current liabilities |
|
|
10,084.3 |
|
|
|
16,103.0 |
|
|
|
1,770.9 |
|
|
|
24,148.6 |
|
|
|
(37,687.8 |
) |
|
|
14,419.0 |
|
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bonds and bank loans |
|
|
(415.8 |
) |
|
|
|
|
|
|
(1,788.0 |
) |
|
|
(2,013.2 |
) |
|
|
|
|
|
|
(4,217.0 |
) |
Trade and other payables |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(707.5 |
) |
|
|
|
|
|
|
(707.5 |
) |
Intercompany payables |
|
|
(2,201.0 |
) |
|
|
(6,192.6 |
) |
|
|
|
|
|
|
(319.9 |
) |
|
|
8,713.5 |
|
|
|
|
|
Corporate income tax payable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(533.6 |
) |
|
|
|
|
|
|
(533.6 |
) |
Deferred tax liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(696.8 |
) |
|
|
|
|
|
|
(696.8 |
) |
Provisions for post-employment benefits |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(283.3 |
) |
|
|
|
|
|
|
(283.3 |
) |
Provisions for liabilities and charges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(173.2 |
) |
|
|
|
|
|
|
(173.2 |
) |
|
|
|
(2,616.8 |
) |
|
|
(6,192.6 |
) |
|
|
(1,788.0 |
) |
|
|
(4,727.5 |
) |
|
|
8,713.5 |
|
|
|
(6,611.4 |
) |
Net assets/(liabilities) |
|
|
7,467.5 |
|
|
|
9,910.4 |
|
|
|
(17.1 |
) |
|
|
19,421.1 |
|
|
|
(28,974.3 |
) |
|
|
7,807.6 |
|
|
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity share owners funds |
|
|
7,467.5 |
|
|
|
9,910.4 |
|
|
|
(17.1 |
) |
|
|
19,081.0 |
|
|
|
(28,974.3 |
) |
|
|
7,467.5 |
|
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
340.1 |
|
|
|
|
|
|
|
340.1 |
|
Total equity |
|
|
7,467.5 |
|
|
|
9,910.4 |
|
|
|
(17.1 |
) |
|
|
19,421.1 |
|
|
|
(28,974.3 |
) |
|
|
7,807.6 |
|
38
Notes to the unaudited condensed consolidated interim financial statements (continued)
23. |
Condensed consolidating financial information for bonds issued by WPP Finance 2010 with WPP plc as parent guarantor and WPP Jubilee Limited and WPP 2005 Limited as subsidiary guarantors (continued)
|
Condensed consolidating balance sheet information (continued)
At 30 June 2014, £m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WPP
plc |
|
|
Subsidiary Guarantors |
|
|
WPP Finance 2010 |
|
|
Other Subsidiaries |
|
|
Reclassifications/ Eliminations |
|
|
Consolidated WPP plc |
|
Non-current assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intangible assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goodwill |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,465.7 |
|
|
|
|
|
|
|
9,465.7 |
|
Other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,662.6 |
|
|
|
|
|
|
|
1,662.6 |
|
Property, plant and equipment |
|
|
|
|
|
|
12.3 |
|
|
|
|
|
|
|
730.4 |
|
|
|
|
|
|
|
742.7 |
|
Investment in subsidiaries |
|
|
8,755.0 |
|
|
|
13,958.9 |
|
|
|
|
|
|
|
|
|
|
|
(22,713.9 |
) |
|
|
|
|
Interests in associates and joint ventures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
755.0 |
|
|
|
|
|
|
|
755.0 |
|
Other investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
331.2 |
|
|
|
|
|
|
|
331.2 |
|
Deferred tax assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
109.7 |
|
|
|
|
|
|
|
109.7 |
|
Trade and other receivables |
|
|
23.0 |
|
|
|
|
|
|
|
|
|
|
|
109.4 |
|
|
|
|
|
|
|
132.4 |
|
Intercompany receivables |
|
|
|
|
|
|
20.0 |
|
|
|
933.2 |
|
|
|
1,319.8 |
|
|
|
(2,273.0 |
) |
|
|
|
|
|
|
|
8,778.0 |
|
|
|
13,991.2 |
|
|
|
933.2 |
|
|
|
14,483.8 |
|
|
|
(24,986.9 |
) |
|
|
13,199.3 |
|
Current assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Inventory and work in progress |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
324.9 |
|
|
|
|
|
|
|
324.9 |
|
Corporate income tax recoverable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
137.9 |
|
|
|
|
|
|
|
137.9 |
|
Trade and other receivables |
|
|
0.4 |
|
|
|
223.0 |
|
|
|
0.1 |
|
|
|
9,099.1 |
|
|
|
|
|
|
|
9,322.6 |
|
Intercompany receivables |
|
|
1,603.8 |
|
|
|
590.1 |
|
|
|
19.9 |
|
|
|
1,285.0 |
|
|
|
(3,498.8 |
) |
|
|
|
|
Cash and short-term deposits |
|
|
|
|
|
|
2,164.6 |
|
|
|
258.8 |
|
|
|
4,191.0 |
|
|
|
(5,406.4 |
) |
|
|
1,208.0 |
|
|
|
|
1,604.2 |
|
|
|
2,977.7 |
|
|
|
278.8 |
|
|
|
15,037.9 |
|
|
|
(8,905.2 |
) |
|
|
10,993.4 |
|
Current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade and other payables |
|
|
(91.6 |
) |
|
|
(28.7 |
) |
|
|
(10.8 |
) |
|
|
(10,362.2 |
) |
|
|
|
|
|
|
(10,493.3 |
) |
Intercompany payables |
|
|
(146.5 |
) |
|
|
(2,585.9 |
) |
|
|
|
|
|
|
(766.4 |
) |
|
|
3,498.8 |
|
|
|
|
|
Corporate income tax payable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(55.7 |
) |
|
|
|
|
|
|
(55.7 |
) |
Bank overdrafts and loans |
|
|
(1,877.5 |
) |
|
|
(3,528.9 |
) |
|
|
|
|
|
|
(952.5 |
) |
|
|
5,406.4 |
|
|
|
(952.5 |
) |
|
|
|
(2,115.6 |
) |
|
|
(6,143.5 |
) |
|
|
(10.8 |
) |
|
|
(12,136.8 |
) |
|
|
8,905.2 |
|
|
|
(11,501.5 |
) |
Net current (liabilities)/assets |
|
|
(511.4 |
) |
|
|
(3,165.8 |
) |
|
|
268.0 |
|
|
|
2,901.1 |
|
|
|
|
|
|
|
(508.1 |
) |
Total assets less current liabilities |
|
|
8,266.6 |
|
|
|
10,825.4 |
|
|
|
1,201.2 |
|
|
|
17,384.9 |
|
|
|
(24,986.9 |
) |
|
|
12,691.2 |
|
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bonds and bank loans |
|
|
(1,020.1 |
) |
|
|
|
|
|
|
(1,214.5 |
) |
|
|
(978.1 |
) |
|
|
|
|
|
|
(3,212.7 |
) |
Trade and other payables |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(511.3 |
) |
|
|
|
|
|
|
(511.3 |
) |
Intercompany payables |
|
|
|
|
|
|
(2,070.4 |
) |
|
|
|
|
|
|
(202.6 |
) |
|
|
2,273.0 |
|
|
|
|
|
Corporate income tax payable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(389.9 |
) |
|
|
|
|
|
|
(389.9 |
) |
Deferred tax liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(643.8 |
) |
|
|
|
|
|
|
(643.8 |
) |
Provisions for post-employment benefits |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(238.9 |
) |
|
|
|
|
|
|
(238.9 |
) |
Provisions for liabilities and charges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(147.5 |
) |
|
|
|
|
|
|
(147.5 |
) |
|
|
|
(1,020.1 |
) |
|
|
(2,070.4 |
) |
|
|
(1,214.5 |
) |
|
|
(3,112.1 |
) |
|
|
2,273.0 |
|
|
|
(5,144.1 |
) |
Net assets/(liabilities) |
|
|
7,246.5 |
|
|
|
8,755.0 |
|
|
|
(13.3 |
) |
|
|
14,272.8 |
|
|
|
(22,713.9 |
) |
|
|
7,547.1 |
|
|
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity share owners funds |
|
|
7,246.5 |
|
|
|
8,755.0 |
|
|
|
(13.3 |
) |
|
|
13,972.2 |
|
|
|
(22,713.9 |
) |
|
|
7,246.5 |
|
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
300.6 |
|
|
|
|
|
|
|
300.6 |
|
Total equity |
|
|
7,246.5 |
|
|
|
8,755.0 |
|
|
|
(13.3 |
) |
|
|
14,272.8 |
|
|
|
(22,713.9 |
) |
|
|
7,547.1 |
|
39
Notes to the unaudited condensed consolidated interim financial statements (continued)
23. |
Condensed consolidating financial information for bonds issued by WPP Finance 2010 with WPP plc as parent guarantor and WPP Jubilee Limited and WPP 2005 Limited as subsidiary guarantors (continued)
|
Condensed consolidating balance sheet information (continued)
At 31 December 2014, £m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WPP
plc |
|
|
Subsidiary Guarantors |
|
|
WPP Finance 2010 |
|
|
Other Subsidiaries |
|
|
Reclassifications/ Eliminations |
|
|
Consolidated WPP plc |
|
Non-current assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intangible assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goodwill |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,979.4 |
|
|
|
|
|
|
|
9,979.4 |
|
Other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,668.9 |
|
|
|
|
|
|
|
1,668.9 |
|
Property, plant and equipment |
|
|
|
|
|
|
13.6 |
|
|
|
|
|
|
|
758.9 |
|
|
|
|
|
|
|
772.5 |
|
Investment in subsidiaries |
|
|
9,599.4 |
|
|
|
15,059.8 |
|
|
|
|
|
|
|
|
|
|
|
(24,659.2 |
) |
|
|
|
|
Interests in associates and joint ventures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
759.9 |
|
|
|
|
|
|
|
759.9 |
|
Other investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
669.2 |
|
|
|
|
|
|
|
669.2 |
|
Deferred tax assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
239.7 |
|
|
|
|
|
|
|
239.7 |
|
Trade and other receivables |
|
|
27.7 |
|
|
|
|
|
|
|
|
|
|
|
120.9 |
|
|
|
|
|
|
|
148.6 |
|
Intercompany receivables |
|
|
|
|
|
|
132.8 |
|
|
|
1,804.0 |
|
|
|
1,751.8 |
|
|
|
(3,688.6 |
) |
|
|
|
|
|
|
|
9,627.1 |
|
|
|
15,206.2 |
|
|
|
1,804.0 |
|
|
|
15,948.7 |
|
|
|
(28,347.8 |
) |
|
|
14,238.2 |
|
Current assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Inventory and work in progress |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
327.3 |
|
|
|
|
|
|
|
327.3 |
|
Corporate income tax recoverable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
145.6 |
|
|
|
|
|
|
|
145.6 |
|
Trade and other receivables |
|
|
0.5 |
|
|
|
236.1 |
|
|
|
0.1 |
|
|
|
9,293.3 |
|
|
|
|
|
|
|
9,530.0 |
|
Intercompany receivables |
|
|
1,612.1 |
|
|
|
352.7 |
|
|
|
57.2 |
|
|
|
1,130.1 |
|
|
|
(3,152.1 |
) |
|
|
|
|
Cash and short-term deposits |
|
|
429.3 |
|
|
|
1,662.2 |
|
|
|
|
|
|
|
5,351.6 |
|
|
|
(4,930.4 |
) |
|
|
2,512.7 |
|
|
|
|
2,041.9 |
|
|
|
2,251.0 |
|
|
|
57.3 |
|
|
|
16,247.9 |
|
|
|
(8,082.5 |
) |
|
|
12,515.6 |
|
Current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade and other payables |
|
|
(125.0 |
) |
|
|
(59.5 |
) |
|
|
(17.0 |
) |
|
|
(11,582.5 |
) |
|
|
|
|
|
|
(11,784.0 |
) |
Intercompany payables |
|
|
(888.0 |
) |
|
|
(1,725.0 |
) |
|
|
(0.1 |
) |
|
|
(539.0 |
) |
|
|
3,152.1 |
|
|
|
|
|
Corporate income tax payable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(158.6 |
) |
|
|
|
|
|
|
(158.6 |
) |
Bank overdrafts and loans |
|
|
(1,411.9 |
) |
|
|
(3,459.9 |
) |
|
|
(58.6 |
) |
|
|
(653.2 |
) |
|
|
4,930.4 |
|
|
|
(653.2 |
) |
|
|
|
(2,424.9 |
) |
|
|
(5,244.4 |
) |
|
|
(75.7 |
) |
|
|
(12,933.3 |
) |
|
|
8,082.5 |
|
|
|
(12,595.8 |
) |
Net current (liabilities)/assets |
|
|
(383.0 |
) |
|
|
(2,993.4 |
) |
|
|
(18.4 |
) |
|
|
3,314.6 |
|
|
|
|
|
|
|
(80.2 |
) |
Total assets less current liabilities |
|
|
9,244.1 |
|
|
|
12,212.8 |
|
|
|
1,785.6 |
|
|
|
19,263.3 |
|
|
|
(28,347.8 |
) |
|
|
14,158.0 |
|
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bonds and bank loans |
|
|
(1,002.1 |
) |
|
|
|
|
|
|
(1,803.2 |
) |
|
|
(1,329.6 |
) |
|
|
|
|
|
|
(4,134.9 |
) |
Trade and other payables |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(624.9 |
) |
|
|
|
|
|
|
(624.9 |
) |
Intercompany payables |
|
|
(741.9 |
) |
|
|
(2,613.4 |
) |
|
|
|
|
|
|
(333.3 |
) |
|
|
3,688.6 |
|
|
|
|
|
Corporate income tax payable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(441.2 |
) |
|
|
|
|
|
|
(441.2 |
) |
Deferred tax liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(667.6 |
) |
|
|
|
|
|
|
(667.6 |
) |
Provisions for post-employment benefits |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(296.2 |
) |
|
|
|
|
|
|
(296.2 |
) |
Provisions for liabilities and charges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(166.4 |
) |
|
|
|
|
|
|
(166.4 |
) |
|
|
|
(1,744.0 |
) |
|
|
(2,613.4 |
) |
|
|
(1,803.2 |
) |
|
|
(3,859.2 |
) |
|
|
3,688.6 |
|
|
|
(6,331.2 |
) |
Net assets/(liabilities) |
|
|
7,500.1 |
|
|
|
9,599.4 |
|
|
|
(17.6 |
) |
|
|
15,404.1 |
|
|
|
(24,659.2 |
) |
|
|
7,826.8 |
|
|
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity share owners funds |
|
|
7,500.1 |
|
|
|
9,599.4 |
|
|
|
(17.6 |
) |
|
|
15,077.4 |
|
|
|
(24,659.2 |
) |
|
|
7,500.1 |
|
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
326.7 |
|
|
|
|
|
|
|
326.7 |
|
Total equity |
|
|
7,500.1 |
|
|
|
9,599.4 |
|
|
|
(17.6 |
) |
|
|
15,404.1 |
|
|
|
(24,659.2 |
) |
|
|
7,826.8 |
|
40
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