REG - BloomsburyPublishing - Unaudited Interim Results
26/10/2022 07:17
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RNS Number : 0997E Bloomsbury Publishing PLC 26 October 2022
BLOOMSBURY PUBLISHING PLC
("Bloomsbury" or "the Company")
Unaudited Interim Results for the six months ended 31 August 2022
Record first half earnings
Interim dividend increased
Bloomsbury, the leading independent publisher, today announces unaudited
results for the six months ended 31 August 2022.
Commenting on the results, Nigel Newton, Chief Executive, said:
"Bloomsbury achieved very strong results in the first half with year-on-year
revenue growth of 22% to £122.9 million and profit growth of 23% to £15.9
million. These are our highest ever first half sales and profits. These
results demonstrate the strength and resilience of our strategy of publishing
for both the consumer and academic markets, our growth of digital revenues and
our global diversification.
Throughout this cost of living crisis, books remain an affordable
treat. Reading offers a form of escapism and an ideal - and inexpensive -
therapy for dealing with the stresses and strains of day-to-day life.
The success of Bloomsbury Digital Resources ("BDR") accelerated, with revenue
growth of 69% driven by organic and acquired assets. This drove the
Non-Consumer division's revenue growth of 24% and a 54% increase in profit
before tax and highlighted items(1) to £7.1 million. Resilient demand saw the
Consumer division revenue grow by 21%, achieving a 6% increase in profit
before tax and highlighted items(1) to £8.9 million.
Our financial position is strong, with net cash of £41.5 million. This gives
us significant opportunities for further acquisitions and investment in
organic growth.
In recognition of our performance and in line with our dividend policy, we are
announcing a 5% increase in our interim dividend to 1.41 pence per share.
The strong first half performance means that we are confident of achieving the
Board's expectations for the year ending 28 February 2023.* The strength and
resilience of Bloomsbury's strategy and financial position means the Board is
confident in its ability to achieve continued success. Bloomsbury plans to
invest in further acquisitions and organic growth."
* The Board considers current consensus market expectation for the year ending
28 February 2023 to be revenue of £242.6 million and profit before taxation
and highlighted items of £26.9 million.
Financial Highlights
2022 2021 2020 Growth 2022 vs 2021 Growth 2022 vs 2020
Revenue £122.9 million £100.7 million £78.3 million 22% 57%
Organic revenue(2) £108.1 million £96.3 million £78.3 million 12% 38%
Profit before taxation and highlighted items(1) £15.9 million £12.9 million £4.0 million 23% 295%
Profit before taxation £12.9 million £11.1 million £3.0 million 17% 327%
Diluted earnings per share, excluding highlighted items(1) 15.30 pence 12.82 pence 4.13 pence 19% 270%
Diluted earnings per share 12.30 pence 10.41 pence 2.87 pence 18% 329%
Net cash £41.5 million £43.7 million £44.1 million (5)% (6)%
Interim dividend 1.41 pence per share 1.34 pence per share 1.28 pence per share 5% 10%
Operational Highlights
Non-Consumer Division
● Non-Consumer revenue growth of 24% to £46.6 million (2021: £37.8 million).
Organic revenue growth was 2%
● Non-Consumer profit before taxation and highlighted items(1) increased by 54%
to £7.1 million (2021: £4.6 million)
● Academic & Professional revenue growth of 38% to £36.5 million (2021:
£26.4 million) and profit before taxation and highlighted items(1) up 85% to
£7.3 million (2021: £3.9 million)
● Bloomsbury Digital Resources ("BDR") revenue growth of 69% to £13.6 million
(2021: £8.0 million) and profit of £6.6 million (2021: £2.8 million)
● On track for our new BDR target of 50% organic growth and 30% margin over the
next five years
● ABC-CLIO LLC ("ABC-CLIO") and Red Globe Press ("RGP") contributed £9.9
million revenue (2021: £1.7 million) to Academic & Professional
Consumer Division
● Strong Consumer revenue growth of 21% to £76.3 million (2021: £62.9
million). Organic revenue growth was 19%
● Consumer profit before taxation and highlighted items(1) increased by 6% to
£8.9 million (2021: £8.4 million)
● Adult Trade revenue up 7% to £25.7 million (2021: £23.9 million) and profit
before taxation and highlighted items(1) was £0.2 million (2021: £1.3
million)
● Children's Trade revenue growth of 30% to £50.6 million (2021: £39.0
million) and profit before taxation and highlighted items(1) up 23% to £8.7
million (2021: £7.1 million)
● Sales growth of Sarah J. Maas' titles of 45%; Harry Potter sales increased by
35% during the 25(th) anniversary year
● Head of Zeus Limited ("HoZ"), acquired in June 2021, contributed £4.9 million
revenue (2021: £2.7 million) to Adult Trade
Notes
(1) Highlighted items comprise amortisation of acquired intangible assets and
legal and other professional costs relating to ongoing and completed
acquisitions and restructuring costs.
(2) Organic revenue for the half year is defined as total revenue of £122.9m
(2021: £100.7m) less revenue attributable to the acquisitions of HoZ, RGP and
ABC-CLIO.
For further information, please contact:
Bloomsbury Publishing Plc
Nigel Newton, Chief Executive nigel.newton@bloomsbury.com
Penny Scott-Bayfield, Group Finance Director penny.scott-bayfield@bloomsbury.com
Hudson Sandler +44 (0) 20 7796 4133
Dan de Belder / Amelia Craddock / Emily Brooker bloomsbury@hudsonsandler.com
The information in this announcement has not been audited or otherwise
independently verified and no representation or warranty, express or implied,
is made as to, and no reliance should be placed on, the fairness, accuracy,
completeness or correctness of the information or opinions contained herein.
None of the Company or any of its affiliates, advisors or representatives
shall have any liability whatsoever (in negligence or otherwise) for any loss
whatsoever arising from any use of this announcement, or its contents, or
otherwise arising in connection with this announcement.
Certain statements, statistics and projections in this announcement are or may
be forward looking. By their nature, forward‑looking statements involve a
number of risks, uncertainties or assumptions that may or may not occur and
actual results or events may differ materially from those expressed or implied
by the forward-looking statements. Accordingly, no assurance can be given that
any particular expectation will be met and reliance should not be placed on
any forward-looking statement. Accordingly, forward-looking statements
contained in this announcement regarding past trends or activities should not
be taken as representation that such trends or activities will continue in the
future. You should not place undue reliance on forward-looking statements,
which are based on the knowledge and information available only at the date of
this announcement's preparation.
The Company does not undertake any obligation to update or keep current the
information contained in this announcement, including any forward‑looking
statements, or to correct any inaccuracies which may become apparent and any
opinions expressed in it are subject to change without notice.
References in this announcement to other reports or materials, such as a
website address, have been provided to direct the reader to other sources of
information on Bloomsbury Publishing Plc which may be of interest. Neither the
content of Bloomsbury's website nor any website accessible by hyperlinks from
Bloomsbury's website nor any additional materials contained or accessible
thereon, are incorporated in, or form part of, this announcement.
Chief Executive's statement
Overview
Bloomsbury had a very strong first half. Revenue grew by 22% to £122.9
million (2021: £100.7 million), and profit before taxation and highlighted
items increased by 23% to £15.9 million (2021: £12.9 million). Profit before
taxation was £12.9 million (2021: £11.1 million).
Growth in organic revenue was 12%, with the three strategic acquisitions
completed during 2021/22, ABC-CLIO, RGP and HoZ, contributing revenue of
£14.8 million (2021: £4.4 million).
The strength and resilience of demand for Bloomsbury titles and the excellent
sales of our digital products demonstrate the strength of our long-term growth
strategy, the publishing judgement of our editors and the strength of our
sales and marketing.
Bloomsbury Digital Resources ("BDR") was the stand-out performer during the
period, with 69% revenue growth year-on-year and profit of £6.6 million, an
increase of 134%. We continue to demonstrate the strength of our digital
strategy of building high margin, quality revenues, accelerating our growth
with the acquisitions of RGP and ABC-CLIO. Our strategy enables us to continue
to deliver growth from the ongoing shift to digital learning, accelerating the
breadth and depth of our excellent digital products and the quality of
platforms and infrastructure, with a 12% increase in the number of organic
customers year-on-year.
The highlighted items of £3.0 million (2021: £1.8 million) consist of the
amortisation of acquired intangible assets of £2.7 million (2021: £1.0
million), one-off legal and other professional fees relating to ongoing and
completed acquisitions and restructuring costs of £0.3 million (2021: £0.8
million). The effective rate of tax for the period was 22% (2021: 23%). The
adjusted effective rate of tax, excluding highlighted items, was 21% (2021:
18%). Diluted earnings per share for the period, excluding highlighted items,
grew by 19% to 15.30 pence (2021: 12.82 pence). Including highlighted items,
profit before taxation grew by 17% to £12.9 million (2021: £11.1 million)
and diluted earnings per share grew by 18% to 12.30 pence (2021: 10.41 pence).
Strategy
Bloomsbury's long-term growth strategy is aimed at continuing our success in
building digital channels, increasing quality revenues and earnings. To
achieve this, we are focused on the following long-term strategic objectives:
· Non-Consumer Publishing and BDR
o Goal: Grow Bloomsbury's portfolio in Non-Consumer publishing. Non-Consumer
publishing is characterised by higher, more predictable margins and greater
digital and global opportunities.
Achieved - H1 2022/23: delivered 24% growth in Non-Consumer revenue.
o Goal: BDR: Further 50% organic revenue growth and 30% margin over the five
years from 2022/23.
Achieved - H1 2022/23: delivered 41% organic growth and 45% margin.
· Consumer
o Goal: Discover, nurture, champion and retain high quality authors and
illustrators, while looking at new ways to leverage existing title rights.
Achieved - H1 2022/23: UK and US bestsellers included Stolen Focus by Johan
Hari, BAKE by Paul Hollywood, Dirtbag, Massachusetts by Isaac Fitzgerald and
Outdoor Cooking by Tom Kerridge.
o Goal: Grow our key authors through effective publishing across all formats
alongside strategic sales and marketing.
Achieved - H1 2022/23: 45% growth in Sarah J. Maas' title sales.
o Goal: As the originating publisher of J.K. Rowling's Harry Potter, to
ensure that new children discover and read it for pleasure every year.
Achieved - H1 2022/23: Sales of Harry Potter titles were strong, up 35%, and
the paperback edition of Harry Potter and the Philosopher's Stone was the
2(nd) bestselling children's book of the year to date on UK Nielsen Bookscan,
25 years after it was first published.
· International Expansion
o Goal: Expand international revenues and reduce reliance on UK market.
Continuing our international growth in order to take advantage of the biggest
academic market in the USA.
Achieved - H1 2022/23: increased overseas revenues to 73% of Group revenue
(2021/22 H1: 65%); 70% of Academic BDR sales are international. US revenues
increased to 36% of Group revenue.
· Employee Experience and Engagement; Diversity, Equity and Inclusion
Our success is driven by the expertise, passion and commitment of our
employees, highlighting the importance of attracting, supporting and engaging
our colleagues. We value diversity of thought, perspectives and experience in
shaping our culture, and strategy, driving our long-term success and informing
the ways in which we fulfil our social purpose.
o Goal: Be an attractive employer for individuals seeking a career in
publishing, regardless of background or identity, adding cultural value to our
business operations and performance.
o Goal: Focus on initiatives to create an environment that promotes
diversity, nurtures talent, stimulates creativity and collaboration, supports
well-being and is inclusive and respectful of difference.
o Goal: Implement Bloomsbury's Diversity, Equity and Inclusion Action
Plan ("DEIAP").
Achieved - H1 2022/23:
o All employees at Bloomsbury received a permanent salary increase of
£1,000 per annum effective from 1 October to help with cost of living;
o First cohort of senior managers successfully completed their Diploma in
Leadership and Management, and our second cohort have started their programme;
o Rollout of new next stage of employee voice programme;
o Focusing on increasing our diversity through expanding our reach,
including through Creative Access, Diversify.io, and The Dots;
o Increasing our commitment as an official partner of The Runnymede
Trust's Lit in Colour initiative,
(https://www.runnymedetrust.org/litincolour.html) supporting the increase in
students' access to books by writers of colour and those from minority ethnic
backgrounds, drawing on our world-leading drama list from Methuen Drama.
· Sustainability
o Goal: Maximise our use of sustainable resources while seeking to reduce
carbon emissions in line with our science-based targets. We recognize our
responsibility to conserve the Earth's resources and we are committed to
monitoring and improving the environmental impact of our operations.
Achieved - H1 2022/23:
o Implemented improvements including removal of plastic shrink wrap from
all Harry Potter paperback boxsets, piloting removing dust jackets and plastic
finishes and introducing changes to backlist printing to reduce carbon
emissions;
o Completed the CDP Climate Change questionnaire;
o Developed our quantitative and qualitative analysis of climate-related
risks and opportunities;
o Supporting the Woodland Trust and Reforest'Action for three years.
Non-Consumer Division
The Non-Consumer division consists of Academic & Professional, including
BDR, and Special Interest. Revenues in the division grew by 24% to £46.6
million (2021: £37.8 million). Profit before taxation and highlighted items
for the Non-Consumer division grew by 54% to £7.1 million (2021: £4.6
million). Organic revenue growth was 2%, with ABC-CLIO and RGP, acquired in
December 2021 and June 2021 respectively, contributing £9.9 million (2021:
£1.7 million) revenue.
Academic & Professional revenues increased by 38% to £36.5 million (2021:
£26.4 million) and profit before taxation and highlighted items increased by
85% to £7.3 million (2021: £3.9 million). This was driven by the strength of
our BDR strategy, with 69% revenue growth from the acquisition of ABC-CLIO and
increased demand for our existing digital products.
Our BDR growth strategy is focused on accelerating our established and most
successful products, leveraging content and platforms from our acquisitions,
building partnerships and launching new products. We increased the breadth and
depth of our portfolio with the acquisition of ABC-CLIO's 32 digital databases
and accelerated growth by expanding international sales using our global
infrastructure. We delivered 41% organic revenue growth from a 12% increase in
the number of organic customers year-on-year, increased our organic
subscription revenue by 30% and maintained our existing customer retention
rate at over 90%.
Special Interest revenues were £10.1 million (2021: £11.3 million), with bestsellers during the period including Wisden Cricketers Almanack, Reeds Nautical Almanac, The Happy Me Project by Holly Matthews and Osprey Games' Stargrave and Crescent Moon. The loss before taxation and highlighted items for the period was £0.1 million (2021: £0.7 million profit before taxation and highlighted items).
Consumer Division
The Consumer division consists of Adult and Children's trade publishing. The
Consumer division achieved strong revenue growth of 21% to £76.3 million
(2021: £62.9 million). Organic revenue growth was 19%. Profit before taxation
and highlighted items increased by 6% to £8.9 million (2021: £8.4 million).
The strong performance was driven by the Children's division, across front and
backlist titles, and includes £4.9 million revenue (2021: £2.7 million) from
HoZ, completed in June 2021.
Adult Trade
The Adult division revenue grew by 7% to £25.7 million (2021: £23.9 million)
and profit before taxation and highlighted items was £0.2 million (2021:
£1.3 million). Revenue growth was driven by the strength of the backlist and
includes £4.9 million (2021: £2.7 million) revenue from HoZ, completed in
June 2021.
Sunday Times bestsellers in the period included Paul Hollywood's BAKE, Galatea
by Madeline Miller, Old Rage by Sheila Hancock, The Weekend Cook by Angela
Hartnett and Tom Kerridge's Outdoor Cooking. New York Times bestsellers
included Dirtbag, Massachusetts by Isaac Fitzgerald and Paul Hollywood's BAKE.
Children's Trade
Children's revenue increased by 30% to £50.6 million (2021: £39.0 million)
and profit before taxation and highlighted items increased by 23% to £8.7
million (2021: £7.1 million). High demand for our strong titles continued the
momentum from last year, with excellent sales of Sarah J. Maas' titles.
Sales of Harry Potter titles were strong, up 35%. Harry Potter and the
Philosopher's Stone was the 2(nd) bestselling children's book of the year to
date on UK Nielsen Bookscan, on the 25(th) anniversary of its first
publication, showing the enduring appeal of this classic series.
Sarah J. Maas revenues grew by 45%, reflecting her latest bestselling
frontlist title, Crescent City: House of Sky and Breath, published in February
2022, and strong backlist sales. House of Sky and Breath, House of Earth and
Blood, and Throne of Glass were all New York Times bestsellers during the
period. Sarah J. Maas is the bestselling author of the Crescent City, Court of
Thorns and Roses and Throne of Glass series, with all of her 15 titles
published by Bloomsbury, since her first novel, Throne of Glass, in 2012.
Revenues for the rest of the Children's division were also good. Highlights in
the Children's list included Katya Balen's October, October, which won the
Yoto Carnegie Medal, New York Times bestsellers This Wicked Fate by Kalynn
Bayron and Ways to Make Sunshine by Renee Watson and Sunday Times bestsellers
We're Going on an Egg Hunt and Five Little Easter Bunnies.
Acquisitions
Bloomsbury has a strong and successful track record in strategic acquisitions,
with 18 completed since 2008. We are actively targeting further acquisition
opportunities in line with our long-term growth strategy.
Cash and Financing
Bloomsbury's cash generation was strong with cash at 31 August 2022 of £41.5
million (2021: £43.7 million). During the period we invested £0.9 million of
capital expenditure in BDR.
We have increased our international revenues, in particular from the US,
during the period. This has enabled us to benefit from the change in exchange
rates.
The Group has an unsecured revolving credit facility with Lloyds Bank Plc. The
facility comprises a committed revolving loan facility of £10.0 million and
an uncommitted incremental term loan facility of up to £6.0 million. At 31
August 2022, the Group had no draw down (2021: £nil) of this facility.
Dividend
The Group has a progressive dividend policy aiming to keep dividend earnings
cover in excess of two times, supported by strong cash cover. The Board has
declared an interim dividend of 1.41 pence per share, 5% above the interim
dividend for the six months ended 31 August 2021. The dividend will be paid on
2 December 2022 to Shareholders on the register on the record date of 4
November 2022.
Board Changes
As announced in March 2022, John Bason joined the Board as a Non-Executive
Director on 1 April 2022. John also became a member of the Remuneration,
Nomination and Audit Committees. As announced in June 2022, Steven Hall
stepped down from the Board at the conclusion of Bloomsbury's 2022 AGM on 20
July 2022. John Bason succeeded Steven as Chair of the Remuneration Committee.
Future Publishing
In Non-Consumer, our BDR strategic initiatives include bringing ABC-CLIO's 32
databases into Bloomsbury Digital Resources, enabling Bloomsbury to scale
ABC-CLIO's digital offering globally. The acquisition of ABC-CLIO expands
Bloomsbury's reach into the lucrative US High School library market. We see
significant opportunity in cross selling existing school and university level
digital resources, such as our bestselling platform Drama Online, to US high
schools which have well-funded budgets for digital teaching aids. We will also
invest in new ABC-CLIO originated high school products. In addition, we will
expand Bloomsbury Collections to include both ABC-CLIO and RGP titles as well
as migrate RGP's digital products to BDR's own platform.
Our strong Consumer publishing list for the second half includes the
Illustrated edition of the fifth Harry Potter title, Harry Potter and the
Order of the Phoenix, Tom Kerridge's Real Life Recipes, A Visible Man by
Edward Enninful, Best of Friends by Kamila Shamsie, Illuminations by Alan
Moore, The Story of Russia by Orlando Figes, Defend the Dawn by Brigid
Kemmerer and The Lost Girl King by Catherine Doyle. The Three-Body Problem by
Cixin Liu, a HoZ title, has been filmed by the creators of Game of Thrones and
will be shown on Netflix in 2023. The next Sarah J. Maas novel, the third in
the Crescent City series, will be published in 2023/24.
Outlook
The strength of the first half performance means that we are confident of
achieving market expectations for the year ending 28 February 2023.*
Bloomsbury's strong and resilient strategy, combined with the strength of our
financial position, means the Board is confident in Bloomsbury's ability to
achieve continued success. Bloomsbury plans to invest in further acquisitions
and organic growth.
* The Board considers current consensus market expectation for the year ending
28 February 2023 to be revenue of £242.6 million and profit before taxation
and highlighted items of £26.9 million.
Condensed Consolidated Interim Income Statement
For the six months ended 31 August 2022
Notes 6 months ended Year
31 August 6 months ended ended
2022 31 August 28 February
£'000 2021 2022
£'000 £'000
Revenue 3 122,910 100,656 230,110
Cost of sales (56,804) (43,967) (107,948)
Gross profit 66,106 56,689 122,162
Marketing and distribution costs (14,886) (13,561) (29,808)
Administrative expenses (38,041) (31,831) (69,675)
Share of result of joint venture (67) (54) (117)
Operating profit before highlighted items 16,091 13,072 27,112
Highlighted items 4 (2,979) (1,829) (4,550)
Operating profit 13,112 11,243 22,562
Finance income 46 54 105
Finance costs (213) (214) (486)
Profit before taxation and highlighted items 15,924 12,912 26,731
Highlighted items 4 (2,979) (1,829) (4,550)
Profit before taxation 3 12,945 11,083 22,181
Taxation (2,834) (2,495) (5,291)
Profit for the period attributable to owners of the Company 10,111 8,588 16,890
Earnings per share attributable to owners of the Company
Basic earnings per share 6 12.49p 10.54p 20.72p
Diluted earnings per share 6 12.30p 10.41p 20.33p
The accompanying notes form an integral part of this condensed consolidated
interim financial report.
Condensed Consolidated Interim Statement of Comprehensive Income
For the six months ended 31 August 2022
6 months ended 6 months Year
31 August ended ended
2022 31 August 28 February
£'000 2021 2022
£'000 £'000
Profit for the period 10,111 8,588 16,890
Other comprehensive income
Items that may be reclassified to the income statement:
Exchange differences on translating foreign operations 10,270 373 1,497
Items that may not be reclassified to the income statement:
Remeasurements on the defined benefit pension scheme - (10) (10)
Other comprehensive income for the period net of tax 10,270 363 1,487
Total comprehensive income for the period attributable to owners of the 18,377
Company
20,381 8,951
Items in the statement above are disclosed net of tax.
Condensed Consolidated Interim Statement of Financial Position
At 31 August 2022
Notes 31 August 31 August 28 February
2022 2021 2022
£'000 £'000 £'000
Assets
Goodwill 48,868 45,326 47,910
Other intangible assets 40,329 25,712 40,323
Investments 161 108 45
Property, plant and equipment 2,562 1,804 2,319
Right-of-use assets 10,022 10,950 10,628
Deferred tax assets 8,953 4,588 7,168
Trade and other receivables 9 1,008 934 923
Total non-current assets 111,903 89,422 109,316
Inventories 44,324 37,203 33,816
Trade and other receivables 9 114,921 100,152 104,879
Cash and cash equivalents 41,451 43,663 41,226
Total current assets 200,696 181,018 179,921
Total assets 312,599 270,440 289,237
Liabilities
Retirement benefit obligations - 12 -
Deferred tax liabilities 3,830 3,417 3,696
Lease liabilities 9,191 10,511 9,961
Provisions 318 249 297
Total non-current liabilities 13,339 14,189 13,954
Trade and other liabilities 112,797 91,345 103,028
Lease liabilities 2,388 1,875 2,265
Current tax liabilities 999 453 433
Provisions 982 497 588
Total current liabilities 117,166 94,170 106,314
Total liabilities 130,505 108,359 120,268
Net assets 182,094 162,081 168,969
Equity
Share capital 1,020 1,020 1,020
Share premium 47,319 47,319 47,319
Translation reserve 18,397 7,003 8,127
Other reserves 11,064 10,453 8,765
Retained earnings 104,294 96,286 103,738
Total equity attributable to owners of the Company 182,094 162,081 168,969
Condensed Consolidated Interim Statement of Changes in Equity
At 31 August 2022
Share capital Share premium Translation Capital redemption reserve Share-based payment reserve Own shares held by the EBT Retained Total equity
reserve earnings
Merger reserve
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
At 1 March 2022 1,020 47,319 8,127 1,803 22 9,492 (2,552) 103,738 168,969
Profit for the period - - - - - - - 10,111 10,111
Other comprehensive income
Exchange differences on translating foreign operations - - 10,270 - - - - - 10,270
Total comprehensive income for the period - - 10,270 - - - - 10,111 20,381
Transactions with owners
Dividends to equity holders of the Company - - - - - - - (7,604) (7,604)
Purchase of shares by the Employee Benefit Trust - - - - - - (375) - (375)
Share options exercised - - - - - - 2,015 (2,014) 1
Deferred tax on share-based payment transactions - - - - - - - 63 63
Share-based payment transactions - - - - - 659 - - 659
Total transactions with owners of the Company - - - - - 659 1,640 (9,555) (7,256)
At 31 August 2022 1,020 47,319 18,397 1,803 22 10,151 (912) 104,294 182,094
Share capital Share premium Translation Capital redemption reserve Share-based payment reserve Own shares held by the EBT Retained Total equity
reserve earnings
Merger reserve
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
At 1 March 2021 1,020 47,319 6,630 1,803 22 7,945 (147) 103,657 168,249
Profit for the period - - - - - - - 8,588 8,588
Other comprehensive income
Exchange differences on translating foreign operations - - 373 - - - - - 373
Remeasurements on the defined benefit pension scheme - - - - - - - (10) (10)
Total comprehensive income for the period - - 373 - - - - 8,578 8,951
Transactions with owners
Dividends to equity holders of the Company - - - - - - - (14,064) (14,064)
Purchase of shares by the Employee Benefit Trust - - - - - - (1,973) - (1,973)
Share options exercised - - - - - - 2,047 (2,031) 16
Deferred tax on share-based payment transactions - - - - - - - 146 146
Share-based payment transactions - - - - - 756 - - 756
Total transactions with owners of the Company - - - - - 756 74 (15,949) (15,119)
At 31 August 2021 1,020 47,319 7,003 1,803 22 8,701 (73) 96,286 162,081
Share capital Share premium Translation Capital redemption reserve Share-based payment reserve Own shares held by the EBT Retained Total equity
reserve earnings
Merger reserve
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
At 1 March 2021 1,020 47,319 6,630 1,803 22 7,945 (147) 103,657 168,249
Profit for the period - - - - - - - 16,890 16,890
Other comprehensive income
Exchange differences on translating foreign operations - - 1,497 - - - - - 1,497
Remeasurements on the defined benefit pension scheme - - - - - - - (10) (10)
Total comprehensive income for the period - - 1,497 - - - - 16,880 18,377
Transactions with owners
Dividends to equity holders of the Company - - - - - - - (15,157) (15,157)
Purchase of shares by the Employee Benefit Trust - - - - - - (4,489) - (4,489)
Share options exercised - - - - - - 2,084 (2,050) 34
Deferred tax on share-based payment transactions - - - - - - - 408 408
Share-based payment transactions - - - - - 1,547 - - 1,547
Total transactions with owners of the Company - - - - - 1,547 (2,405) (16,799) (17,657)
At 28 February 2022 1,020 47,319 8,127 1,803 22 9,492 (2,552) 103,738 168,969
Condensed Consolidated Interim Statement of Cash Flows
For the six months ended 31 August 2022
6 months ended 6 months Year
ended ended
31 August 31 August 28 February
2022 2021 2022
£'000 £'000 £'000
Cash flows from operating activities
Profit for the period 10,111 8,588 16,890
Adjustments for:
Depreciation of property, plant and equipment 314 239 512
Depreciation of right-of-use assets 902 794 1,889
Amortisation of intangible assets 4,774 3,114 7,505
Loss on disposal on intangible assets - - 65
Finance income (46) (54) (105)
Finance costs 213 214 486
Share of loss of joint venture 67 54 117
Share-based payment charges 874 1,021 2,054
Tax expense 2,834 2,495 5,291
20,043 16,465 34,704
Increase in inventories (6,886) (7,165) (2,745)
(Increase)/decrease in trade and other receivables (4,351) 1,667 1,205
Increase in trade and other liabilities 3,640 10,383 14,572
Cash generated from operating activities 12,446 21,350 47,736
Income taxes paid (3,970) (3,456) (7,927)
Net cash generated from operating activities 8,476 17,894 39,809
Cash flows from investing activities
Purchase of property, plant and equipment (485) (143) (644)
Purchases of intangible assets (2,301) (1,806) (3,693)
Purchase of business, net of cash acquired - (5,736) (22,913)
Purchase of rights to assets - (2,992) (3,650)
Purchase of share in a joint venture (182) - -
Interest received 46 54 92
Net cash used in investing activities (2,922) (10,623) (30,808)
Cash flows from financing activities
Equity dividends paid (7,604) (14,064) (15,157)
Purchase of shares by the Employee Benefit Trust (375) (1,973) (4,489)
Proceeds from exercise of share options 1 16 34
Repayment of borrowing - (1,112) (1,097)
Repayment of lease liabilities (990) (897) (1,862)
Lease liabilities interest paid (187) (200) (419)
Other interest paid (26) (14) (55)
Net cash used in financing activities (9,181) (18,244) (23,045)
Net decrease in cash and cash equivalents (3,627) (10,973) (14,044)
Cash and cash equivalents at beginning of period 41,226 54,466 54,466
Exchange gain on cash and cash equivalents 3,852 170 804
Cash and cash equivalents at end of period 41,451 43,663 41,226
Notes to the Condensed Consolidated Interim Financial Statements
1. Reporting entity
Bloomsbury Publishing Plc (the "Company") is a Company domiciled in the United
Kingdom. The condensed consolidated interim financial statements of the
Company as at and for the six months ended 31 August 2022 comprise the Company
and its subsidiaries (together referred to as the "Group"). The Group is
primarily involved in the publication of books and other related services.
2. Significant accounting policies
a) Basis of preparation
These condensed consolidated interim financial statements have been prepared
in accordance with International Accounting Standard ("IAS") 34 'Interim
Financial Reporting'. They are unaudited and do not constitute statutory
accounts. Selected explanatory notes are included to explain events and
transactions that are significant to an understanding of the changes in
financial position and performance of the Group since the last annual
consolidated financial statements as at and for the year ended 28 February
2022.
Except as described below, the condensed set of financial statements have been
prepared on a consistent basis with the financial statements for the year
ended 28 February 2022 and should be read in conjunction with the Annual
Report 2022. The annual consolidated financial statements of the Group are
prepared in accordance with UK-adopted International Accounting Standards and
the requirements of the Companies Act 2006. The 2022 Annual Report refers to
other new standards effective from 1 March 2022. None of these standards
have had a material impact in these financial statements.
The comparative financial information for the year ended 28 February 2022 does
not constitute statutory accounts for that financial year. This information
was extracted from the statutory accounts for the year ended 28 February 2022,
a copy of which has been delivered to the Registrar of Companies. The
auditor's report on those accounts was unqualified and did not include a
reference to any matters to which the auditor drew attention by way of
emphasis of matter and did not contain a statement under section 498(2) or (3)
of the Companies Act 2006.
The condensed consolidated interim financial statements were approved and
authorised for issue by the Board of Directors on 25 October 2022.
b) Going concern
The Directors have a reasonable expectation that the Group has adequate
resources to continue in operational existence for at least 12 months from the
date of approval of the condensed consolidated interim financial statements,
being the period of the detailed going concern assessment reviewed by the
Board, and therefore continue to adopt the going concern basis of accounting
in preparing the condensed consolidated interim financial statements.
The Board has modelled a severe but plausible pessimistic downside scenario,
including the impact of coronavirus. This assumes:
· Sales drop by 20% with recovery during 2024/25;
· Downside assumptions about extended debtor days with recovery during
2024/25; and
· Cash preservation measures implemented and variable costs reduced.
Under this severe but plausible downside scenario, the Group has sufficient
liquidity to be able to manage these downside assumptions.
The Group has an unsecured revolving credit facility with Lloyds Bank Plc. The
facility comprises a committed revolving credit facility of £10 million, and
an uncommitted incremental term loan facility of up to £6 million. The
facilities are subject to two covenants, being a maximum net debt to EBITDA
ratio of 2.5x and a minimum interest cover covenant of 4x. The agreement is to
October 2024. At 31 August 2022, the Group had no draw down of this facility.
c) Uses of estimates and judgments
The preparation of condensed consolidated interim financial statements
requires management to make judgments, estimates and assumptions that affect
the application of accounting policies and the reported amounts of assets
liabilities, income and expenses. Actual results may differ from these
estimates. Critical judgments and areas where the use of estimates is
significant are set out in the 2022 Annual Report.
3. Segmental analysis
The Group is comprised of two worldwide publishing divisions: Consumer and
Non-Consumer, reflecting the core customers for our different operations. The
Consumer division is further split out into two operating segments: Children's
Trade and Adult Trade. Non-Consumer is split between two operating segments:
Academic & Professional and Special Interest.
Each reportable segment represents a cash-generating unit for the purpose of
impairment testing. We have allocated goodwill between reportable segments.
These divisions are the basis on which the Group primarily reports its segment
information. Segments derive their revenue from book publishing, sale of
publishing and distribution rights, management and other publishing services.
The analysis by segment is shown below:
Children's Trade Adult Trade Consumer Academic & Professional Special Interest Non-Consumer Unallocated Total
Six months ended 31 August 2022 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
External revenue 50,607 25,685 76,292 36,481 10,137 46,618 - 122,910
Cost of sales (26,453) (13,809) (40,262) (11,529) (5,013) (16,542) - (56,804)
Gross profit 24,154 11,876 36,030 24,952 5,124 30,076 - 66,106
Marketing and distribution costs (6,567) (3,995) (10,562) (2,929) (1,395) (4,324) - (14,886)
Contribution before administrative expenses 17,587 7,881 25,468 22,023 3,729 25,752 - 51,220
Administrative expenses excluding highlighted items (8,863) (7,617) (16,480) (14,739) (3,843) (18,582) (35,062)
Share of joint venture result - - - - - - (67) (67)
Operating profit/(loss) before highlighted items/ segment results 8,724 264 8,988 7,284 (114) 7,170 (67) 16,091
Amortisation of acquired intangible assets - (175) (175) (2,381) (107) (2,488) - (2,663)
Other highlighted items - - - - - - (316) (316)
Operating profit/(loss) 8,724 89 8,813 4,903 (221) 4,682 (383) 13,112
Finance income - - - 26 - 26 20 46
Finance costs (70) (37) (107) (59) (21) (80) (26) (213)
Profit/(loss) before taxation and highlighted items 8,654 227 8,881 7,251 (135) 7,116 (73) 15,924
Amortisation of acquired intangible assets - (175) (175) (2,381) (107) (2,488) - (2,663)
Other highlighted items - - - - - - (316) (316)
Profit/(loss) before taxation 8,654 52 8,706 4,870 (242) 4,628 (389) 12,945
Taxation - - - - - - (2,834) (2,834)
Profit/(loss) for the period 8,654 52 8,706 4,870 (242) 4,628 (3,223) 10,111
Children's Trade Adult Trade Consumer Academic & Professional Special Interest Non-Consumer Unallocated Total
Six months ended 31 August 2021 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
External revenue 38,990 23,928 62,918 26,411 11,327 37,738 - 100,656
Cost of sales (18,094) (12,001) (30,095) (8,775) (5,097) (13,872) - (43,967)
Gross profit 20,896 11,927 32,823 17,636 6,230 23,866 - 56,689
Marketing and distribution costs (5,663) (3,755) (9,418) (2,569) (1,574) (4,143) - (13,561)
Contribution before administrative expenses 15,233 8,172 23,405 15,067 4,656 19,723 - 43,128
Administrative expenses excluding highlighted items (8,104) (6,833) (14,937) (11,120) (3,945) (15,065) - (30,002)
Share of joint venture result - - - - - - (54) (54)
Operating profit/(loss) before highlighted items/ segment results 7,129 1,339 8,468 3,947 711 4,658 (54) 13,072
Amortisation of acquired intangible assets - (49) (49) (829) (107) (936) - (985)
Other highlighted items - - - - - - (844) (844)
Operating profit/(loss) 7,129 1,290 8,419 3,118 604 3,722 (898) 11,243
Finance income - - - 38 - 38 16 54
Finance costs (75) (42) (117) (58) (25) (83) (14) (214)
Profit/(loss) before taxation and highlighted items 7,054 1,297 8,351 3,927 686 4,613 (52) 12,912
Amortisation of acquired intangible assets - (49) (49) (829) (107) (936) - (985)
Other highlighted items - - - - - - (844) (844)
Profit/(loss) before taxation 7,054 1,248 8,302 3,098 579 3,677 (896) 11,083
Taxation - - - - - - (2,495) (2,495)
Profit/(loss) for the period 7,054 1,248 8,302 3,098 579 3,677 (3,391) 8,588
Children's Trade Adult Trade Consumer Academic & Professional Special Interest Non-Consumer Unallocated Total
Year ended 28 February 2022 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
External revenue 93,039 55,157 148,196 59,328 22,586 81,914 - 230,110
Cost of sales (46,759) (29,106) (75,865) (20,945) (11,138) (32,083) - (107,948)
Gross profit 46,280 26,051 72,331 38,383 11,448 49,831 - 122,162
Marketing and distribution costs (12,812) (8,271) (21,083) (5,335) (3,390) (8,725) - (29,808)
Contribution before administrative expenses 33,468 17,780 51,248 33,048 8,058 41,106 - 92,354
Administrative expenses excluding highlighted items (17,506) (15,732) (33,238) (23,907) (7,980) (31,887) - (65,125)
Share of joint venture result - - - - - - (117) (117)
Operating profit/(loss) before highlighted items/ segment results 15,962 2,048 18,010 9,141 78 9,219 (117) 27,112
Amortisation of acquired intangible assets - (272) (272) (2,349) (214) (2,563) - (2,835)
Other highlighted items - - - - - - (1,715) (1,715)
Operating profit/(loss) 15,962 1,776 17,738 6,792 (136) 6,656 (1,832) 22,562
Finance income - - - 62 - 62 43 105
Finance costs (162) (94) (256) (115) (48) (163) (67) (486)
Profit/(loss) before taxation and highlighted items 15,800 1,954 17,754 9,088 30 9,118 (141) 26,731
Amortisation of acquired intangible assets - (272) (272) (2,349) (214) (2,563) - (2,835)
Other highlighted items - - - - - - (1,715) (1,715)
Profit/(loss) before taxation 15,800 1,682 17,482 6,739 (184) 6,555 (1,856) 22,181
Taxation - - - - - - (5,291) (5,291)
Profit/(loss) for the year 15,800 1,682 17,482 6,739 (184) 6,555 (7,147) 16,890
Children's Trade Adult Trade Consumer Academic & Professional Special Interest Non-Consumer Unallocated Total
Six months ended 31 August 2022 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Operating profit/(loss) before highlighted items 8,724 264 8,988 7,284 (114) 7,170 (67) 16,091
Depreciation 429 229 658 440 118 558 - 1,216
Amortisation of internally generated intangibles 223 292 515 1,428 168 1,596 - 2,111
EBITDA before highlighted items 9,376 785 10,161 9,152 172 9,324 (67) 19,418
Children's Trade Adult Trade Consumer Academic & Professional Special Interest Non-Consumer Unallocated Total
Six months ended 31 August 2021 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Operating profit/(loss) before highlighted items 7,129 1,339 8,468 3,947 711 4,658 (54) 13,072
Depreciation 405 229 634 274 125 399 - 1,033
Amortisation of internally generated intangibles 217 228 445 1,556 128 1,684 - 2,129
EBITDA before highlighted items 7,751 1,796 9,547 5,777 964 6,741 (54) 16,234
Children's Trade Adult Trade Consumer Academic & Professional Special Interest Non-Consumer Unallocated Total
Year ended 28 February 2022 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Operating profit/(loss) before highlighted items 15,962 2,048 18,010 9,141 78 9,219 (117) 27,112
Depreciation 914 632 1,546 604 251 855 - 2,401
Amortisation of internally generated intangibles 455 508 963 3,405 302 3,707 - 4,670
EBITDA before highlighted items 17,331 3,188 20,519 13,150 631 13,781 (117) 34,183
External revenue by product type
Six months Six months Year
ended ended ended
31 August 31 August 28 February
2022 2021 2022
£'000 £'000 £'000
Print 85,709 74,635 170,383
Digital 32,529 22,239 50,526
Rights and services 4,672 3,782 9,201
Total 122,910 100,656 230,110
Rights and services revenue includes revenue from copyright and trademark
licences, management contracts, advertising and publishing services.
Total assets 31 August 31 August 28 February 2022
2022 2021 £'000
£'000 £'000
Children's Trade 21,337 16,247 13,633
Adult Trade 15,061 14,469 13,513
Academic & Professional 80,141 60,463 78,096
Special Interest 13,267 13,383 13,170
Unallocated 182,793 165,878 170,825
Total assets 312,599 270,440 289,237
( )
Unallocated primarily represents centrally held assets including system
development, property, plant and equipment, right-of-use assets, receivables
and cash.
4. Highlighted items
Six months ended Six months ended Year
31 August 31 August ended
2022 2021 28 February
£'000 £'000 2022
£'000
Legal and other professional fees 111 566 1,317
Integration and restructuring costs 205 278 398
Other highlighted items 316 844 1,715
Amortisation of acquired intangible assets 2,663 985 2,835
Total highlighted items 2,979 1,829 4,550
Highlighted items charged to operating profit comprise significant non-cash
charges and major one-off initiatives, which are highlighted in the income
statement because, in the opinion of the Directors, separate disclosure is
helpful in understanding the underlying performance and future profitability
of the business.
For the six months ended 31 August 2022 legal and other professional fees of
£111,000 were incurred as a result of the acquisition of certain assets of
Red Globe Press and the ABC-CLIO, LLC acquisition. For the six months ended
31 August 2021 integration and restructuring costs of £205,000 were incurred
as a result of the integration of the above acquisitions and the Head of Zeus
Limited acquisition.
For the six months ended 31 August 2021 legal and other professional fees of
£566,000 were incurred as a result of the Red Globe Press and Head of Zeus
Limited acquisitions. For the six months ended 31 August 2021 restructuring
costs of £278,000 were incurred as a result of acquisitions and restructuring
in both divisions.
For the year ended 28 February 2022, legal and other professional fees of
£1,317,000 were incurred as a result of the Group's acquisitions, including
ABC-CLIO, LLC, Head of Zeus Limited and certain assets of Red Globe Press.
Integration and restructuring costs primarily relate to the integration of the
above acquisitions including restructuring and other restructuring in both
divisions.
5. Dividends
Six months ended Six months ended Year
ended
31 August 31 August 28 February
2022 2021 2022
£'000 £'000 £'000
Amounts paid in the period
Prior period final dividend 7,604 6,141 6,141
Prior period special dividend - 7,923 7,923
Interim dividend - - 1,093
Total dividend payments in the period 7,604 14,064 15,157
Amounts arising in respect of the period
Interim dividend for the period 1,147 1,093 1,093
Final dividend for the year - - 7,671
Total dividend for the period 1,147 1,093 8,764
The proposed interim dividend of 1.41 pence per ordinary share will be paid to
the equity Shareholders on 2 December 2022 to Shareholders registered at close
of business on 4 November 2022.
6. Earnings per share
The basic earnings per share for the six months ended 31 August 2022 is
calculated using a weighted average number of Ordinary Shares in issue of
80,921,019 (31 August 2021: 81,492,631 and 28 February 2022: 81,532,620) after
deducting shares held by the Employee Benefit Trust.
The diluted earnings per share is calculated by adjusting the weighted average
number of Ordinary Shares to take account of all dilutive potential Ordinary
Shares, which are in respect of unexercised share options and the Performance
share Plan.
6 months ended 6 months ended Year ended
31 August 31 August 28 February
2022 2021 2022
Number Number Number
Weighted average shares in issue 80,921,019 81,492,631 81,532,620
Dilution 1,314,336 976,492 1,530,573
Diluted weighted average shares in issue 82,235,355 82,469,123 83,063,193
£'000 £'000 £'000
Profit after tax attributable to owners of the Company 10,111 8,588 16,890
Basic earnings per share 12.49p 10.54p 20.72p
Diluted earnings per share 12.30p 10.41p 20.33p
Adjusted profit attributable to owners of the Company 12,579 10,572 21,548
Adjusted basic earnings per share 15.54p 12.97p 26.43p
Adjusted diluted earnings per share 15.30p 12.82p 25.94p
( )
Adjusted profit is derived as follows:
Profit before tax 12,945 11,083 22,181
Amortisation of acquired intangible assets 2,663 985 2,835
Other highlighted items 316 844 1,715
Adjusted profit before tax 15,924 12,912 26,731
Tax expense 2,834 2,495 5,291
Deferred tax movements on goodwill and acquired intangible assets 484 (208) (207)
Tax expense on other highlighted items 27 53 99
Adjusted tax 3,345 2,340 5,183
Adjusted profit 12,579 10,572 21,548
The Group includes the benefit of tax amortisation of intangible assets in the
calculation of adjusted tax as this more accurately aligns the adjusted tax
charge with the expected cash tax payments.
7. Business combinations
There have been no acquisitions in the 6 months to 31 August 2022.
On 2 June 2021 the Group acquired the issued share capital of Head of Zeus
Limited. The consideration, net of pre-existing loans is £7.0 million, of
which £5.5 million was satisfied in cash at completion, with £1.1 million
paid in cash post completion, and £0.4 million of deferred consideration
payable in cash subject to achievement of Netflix release targets. The latter
element is discounted.
On 15 December 2021 the Group acquired the members' interest of ABC - CLIO,
LLC ("ABC-CLIO"). The consideration, is £16.7 million, of which £16.6
million was satisfied in cash at completion, with £0.1 million payable in
cash post completion, subject to working capital and other considerations.
The table below summarises the fair values to the Group included in the
consolidated financial statements of the major categories of assets and
liabilities of these acquisitions at the date of acquisition. Amounts are
provisional for ABC-CLIO as management finalise reviews of the asset
valuation.
Fair value to the Group
6 months ended 31 August 2022 6 months ended 31 August 2021 12 months ended 28 February 2022
£'000 £'000 £'000
Net assets acquired
Assets
Other intangible assets - 2,800 19,372
Property, plant and equipment - 52 336
Right-of-use assets - 275 632
Deferred tax assets - 130 1,092
Total non-current assets - 3,257 21,432
Inventories - 2,202 2,754
Trade and other receivables - 6,654 10,008
Cash and cash equivalents - 37 379
Total current assets - 8.893 13,141
Total assets - 12.150 34,573
Liabilities
Deferred tax liabilities - (700) (700)
Lease liabilities - (137) (321)
Total non-current liabilities - (837) (1,021)
Trade and other liabilities - (3,578) (11,,142)
Borrowings - (1,097) (1,097)
Lease liabilities - (165) (338)
Current tax liabilities - (51) (305)
Total current liabilities - (4,891) (12,882)
Total liabilities - (5,728) (13,903)
Identifiable net assets - 6,422 20,670
Goodwill - 579 3,076
Total - 7,001 23,746
Satisfied by:
Cash consideration - 5,775 22,448
Deferred consideration - 1,226 1,298
Total consideration - 7,001 23,746
8. Rights to Assets
On 23 April 2021, the Group announced the acquisition of certain assets of Red
Globe Press ("RGP"), the academic imprint, from Macmillan Education Limited, a
part of Springer Nature Group. The transaction completed on 1 June 2021.
The consideration was £3.2 million, of which £1.8 million was satisfied in
cash at completion and £1.3 million was satisfied in cash post completion,
with an expected further £0.1 million to be satisfied post-completion subject
to assignment of certain contracts. The Group has taken on Inventories,
Advances and intangible assets associated with taking on the titles and
digital products. No cash or trade receivables transferred as part of the
acquisition.
9. Trade and other receivables
31 August 31 August 28 February
2022 2021 2022
Non-current £'000 £'000 £'000
Accrued income 1,008 934 923
Current
Gross trade receivables 75,666 65,145 68,764
Less: loss allowance (3,463) (3,414) (3,551)
Net trade receivables 72,203 61,731 65,213
Income tax recoverable 1,967 1,039 1,392
Other receivables 2,645 2,228 2,431
Prepayments 2,469 1,896 2,672
Accrued income 3,992 3,859 4,494
Royalty advances 31,645 29,399 28,677
Total current trade and other receivables 114,921 100,152 104,879
Total trade and other receivables 115,929 101,086 105,802
Non-current receivables relate to accrued income on long-term rights deals.
Trade receivables principally comprise amounts receivable from the sale of
books due from distributors. The majority of trade debtors are secured by
credit insurance and in certain territories by third party distributors.
A provision is held against gross advances payable in respect of published
titles advances which may not be fully earned down by anticipated future
sales. As at 31 August 2022 £8,909,000 (31 August 2021 £7,700,000 and 28
February 2022 £7,145,000) of royalty advances are expected to be recovered
after more than 12 months.
10. Related parties
The Group has no related party transactions in the current or prior periods
other than key management remuneration.
Responsibility Statement of the Directors in Respect of the Interim Financial
Statements
Directors
Sir Richard Lambert Independent Non-Executive Chairman
Chair of the Nomination Committee
Nigel Newton Chief Executive
Leslie-Ann Reed Senior Independent Director
Chair of the Audit Committee
John Bason Independent Non-Executive Director
Chair of the Remuneration Committee
Baroness Lola Young of Hornsey Independent Non-Executive Director
Penny Scott-Bayfield Group Finance Director
We confirm that to the best of our knowledge:
· The condensed set of financial statements has been prepared in accordance
with UK-adopted International Accounting Standard 34 'Interim Financial
Reporting'.
· The interim management report includes a fair review of the
information required by:
(a) DTR 4.2.7R of the Disclosure Guidance and Transparency Rules, being
an indication of important events that have occurred during the first six
months of the financial year and their impact on the condensed set of
financial statements; and a description of the principal risks and
uncertainties for the remaining six months of the year; and
(b) DTR 4.2.8R of the Disclosure Guidance and Transparency Rules, being
related party transactions that have taken place in the first six months of
the current financial year and that have materially affected the financial
position or performance of the entity during that period; and any changes in
the related party transactions described in the last annual report that could
do so.
By order of the Board
Nigel
Newton
Penny Scott-Bayfield
26 October 2022
Principal risks and uncertainties
Bloomsbury has a systematic and embedded risk management process for
identifying, evaluating and managing risk, with the goal of supporting the
Group in meeting its strategic and operational objectives.
The principal risks fpr the Group's business are summarised as follows:
· Market: including market volatility, post pandemic consumer
behaviour, impact of economic instability, increased dependence on internet
retailing, open access, sales of used books and rental of textbooks;
· Importance of digital publishing: BDR revenues and profit;
· Acquisitions: return on investment;
· Title acquisition (Consumer publishing): Commercial viability;
· Information and technology systems: Cybersecurity and malware
attack, and internal access controls or security measures;
· Financial valuations: Judgemental valuation of assets and
provisions;
· Intellectual property: Erosion of copyright and infringement of
Group IP by third parties;
· Reliance on key counterparties: Failure of key counterparties or
breakdown in key counterparty relationships;
· Talent management: Failure to attract and retain key talent and create
an inclusive and supportive environment in which the Group's employees can
thrive;
· Legal and compliance: Breach of key contracts by the Group and failure
to comply with applicable regulations;
· Reputation: Investor confidence; and
· Inflation: Print supply costs.
Further information about the principal risks and risk management is included
in the 2022 Annual Report and Accounts.
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