TIDMBMY
RNS Number : 8911O
Bloomsbury Publishing PLC
15 June 2022
BLOOMSBURY PUBLISHING PLC
("Bloomsbury" or "the Company")
Audited Preliminary Results for the year ended 28 February
2022
Highest ever sales and profit
Bloomsbury, the leading independent publisher, today announces
audited results for the year ended 28 February 2022.
Commenting on the results, Nigel Newton, Chief Executive, said
:
"Bloomsbury achieved its highest ever results with sales up 24%
to GBP230.1 million and profits up 40% to GBP26.7 million. Sales
were up 41% and profits up 70% from two years ago. Both the
Consumer and Non-Consumer divisions gave outstanding and resilient
performances, highlighting Bloomsbury's unique strength in
combining general and academic publishing.
The question on all of our minds was: would the pandemic surge
in reading continue? We now know the answer: reading has become a
reacquired habit and continues to thrive. The pandemic made us all
re-evaluate how we spend our time and this has resulted in an
increase in sales of books that enable us to explore our hobbies
and personal interests such as cooking, fitness, history and
reading novels for enlightenment and escape. Our Academic sales
have benefitted from the structural shift to online learning. Our
success continues to this date with good sales for Bloomsbury's
first quarter. The surge in reading, which seemed to be one of the
only rays of light in the darkest days of the pandemic is perhaps
now being revealed as permanent, with the simple act of reading
shedding light and giving joy to millions of people.
The Consumer division revenue grew by 25%, continuing the
momentum of last year, and achieved a 25% increase in profit before
tax and highlighted items(1) to GBP17.8 million. The Non-Consumer
division saw 23% revenue growth and a 68% increase in profit before
tax and highlighted items(1) to GBP9.1 million. Consumer revenue
was 53% higher and Non-Consumer revenue 24% higher than two years
ago. Bloomsbury Digital Resources ("BDR") outperformed the target
set six years ago of GBP15 million of sales and GBP5 million of
profit, with sales of GBP18.6 million, up 50% on last year, and
profit of GBP6.8 million, up GBP3.9 million on last year. Following
this success, we have set ambitious new growth targets for BDR.
Supporting our strong organic growth, we made three acquisitions
during the year of ABC-CLIO LLC, the Red Globe Press list and Head
of Zeus Limited.
In recognition of our strong performance and in line with our
progressive dividend policy, the Board proposes a 24% increase in
our final dividend to 9.40 pence per share.
Trading for 2022/23 has started in line with the Board's
expectations. Bloomsbury plans to invest robustly in continued
organic growth and further acquisitions based on our strong
financial position and proven strategy."
Financial Highlights
2021/22 2020/21 2019/20 Growth Growth
2021/22 2021/22
vs 2020/21 vs 2019/20
GBP230.1 GBP185.1 GBP162.8
Revenue million million million 24% 41%
---------------- ---------------- ------------------ ----------- -----------
GBP212.7 GBP185.1 GBP162.8
Organic revenue(2) million million million 15% 31%
---------------- ---------------- ------------------ ----------- -----------
Profit before taxation GBP15.7
and highlighted items(1) GBP26.7 million GBP19.2 million million 40% 70%
---------------- ---------------- ------------------ ----------- -----------
GBP13.2
Profit before taxation GBP22.2 million GBP17.3 million million 28% 68%
---------------- ---------------- ------------------ ----------- -----------
Adjusted diluted earnings
per share 25.94 pence 18.68 pence 16.23 pence 39% 60%
---------------- ---------------- ------------------ ----------- -----------
Diluted earnings per
share 20.33 pence 16.71 pence 13.40 pence 22% 52%
---------------- ---------------- ------------------ ----------- -----------
GBP31.3
Net cash GBP41.2 million GBP54.5 million million (24)% 32%
---------------- ---------------- ------------------ ----------- -----------
Bonus issue,
value equivalent
to 6.89
9.40 pence 7.58 pence pence per
Final dividend per share per share share 24% 36%
---------------- ---------------- ------------------ ----------- -----------
Operational Highlights
Consumer Division
-- Consumer revenue growth of 25% to GBP148.2 million (2020/21:
GBP118.3 million)
-- Consumer profit before taxation and highlighted items(1)
increased by 25% to GBP17.8 million (2020/21: GBP14.2 million)
-- Organic revenue growth was 18% and organic profit growth
was 24%
-- Adult Trade revenue up 26% to GBP55.2 million (2020/21: GBP43.7
million) and profit before taxation and highlighted items(1)
of GBP2.0 million (2020/21: GBP3.9 million)
-- Children's Trade revenue growth of 25% to GBP93.0 million
(2020/21: GBP74.6 million) and profit before taxation and
highlighted items(1) up 52% to GBP15.8 million (2020/21:
GBP10.4 million)
-- Sales growth of Sarah J. Maas' titles of 86%; Harry Potter
sales still growing by 5% as the 25(th) anniversary approaches
-- Acquisition of Head of Zeus Ltd ("HoZ") in June 2021, providing
a strong addition to the Consumer division. HoZ contributed
GBP9.0 million revenue and GBP0.1 million profit before taxation
and highlighted items(1) to Adult Trade in the nine months
since acquisition
Non-Consumer Division
-- Non-Consumer revenue growth of 23% to GBP81.9 million (2020/21:
GBP66.8 million)
-- Non-Consumer profit before taxation and highlighted items(1)
increased by 68% to GBP9.1 million (2020/21: GBP5.4 million)
-- Organic revenue growth was 10% and organic profit growth
was 40%
-- Academic & Professional revenue growth of 34% to GBP59.3
million (2020/21: GBP44.3 million) and profit before taxation
and highlighted items(1) up 111% to GBP9.1 million (2020/21:
GBP4.3 million)
-- Bloomsbury Digital Resources ("BDR") revenue growth of 50%
to GBP18.6 million (2020/21: GBP12.4 million) and profit
of GBP6.8 million (2020/21: GBP2.9 million)
-- BDR performance beat the target, set six years ago, of GBP15
million of revenue and GBP5 million of profit by the end
of 2021/22
-- Acquisition of ABC-CLIO, LLC ("ABC-CLIO") in December 2021
for GBP16.7 million, further strengthening BDR and significantly
accelerating Bloomsbury's academic publishing in North America,
growing international revenues
-- Acquisition of the assets of Red Globe Press ("RGP") completed
in June 2021 for GBP3.2 million, accelerating our digital
growth and our significant presence in humanities and social
sciences academic publishing
-- RGP contributed GBP6.2 million revenue and GBP1.0 million
profit before taxation and highlighted items(1) and ABC-CLIO,
contributed GBP2.2 million revenue and GBP0.6 million profit
before taxation and highlighted items(1) to Academic & Professional
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.
(2020/21 also included a grant under the US Government Paycheck
Protection Program.)
(2) Organic revenue for 2021/22 is defined as total revenue of
GBP230.1m less revenue attributable to the acquisitions of HoZ, RGP
and ABC-CLIO in the year. Organic profit for 2021/22 is defined as
total profit before taxation and highlighted items of GBP26.7
million less profit attributable to the acquisitions of HoZ, RGP
and ABC-CLIO in the year.
For further information, please contact:
Bloomsbury Publishing Plc
Nigel Newton, Chief Executive nigel.newton@bloomsbury.com
Penny Scott-Bayfield, Group Finance penny.scott-bayfield@bloomsbury.com
Director
Hudson Sandler +44 (0) 20 7796 4133
Dan de Belder / Hattie Dreyfus bloomsbury@hudsonsandler.com
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 achieved its highest ever performance in the year
ended 28 February 2022, with revenue growth of 24% GBP230.1 million
(2020/21: GBP185.1 million) and a 40% increase in profit before
taxation and highlighted items to GBP26.7 million (2020/21: GBP19.2
million). Profit before taxation increased by 28% to GBP22.2
million (2020/21: GBP17.3 million).
Growth in organic revenue was 15%, with the three strategic
acquisitions, ABC-CLIO, RGP and HoZ, contributing revenue of
GBP17.4 million. Growth in organic profit before taxation and
highlighted items was 28%, with ABC-CLIO, RGP and HoZ contributing
GBP1.7 million.
The strength 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. During the year,
Bloomsbury authors have won three of the most important prizes in
the literary world - The Nobel Prize in Literature, the Pulitzer
Prize in Biography and The Women's Prize - which were won by
Abdulrazak Gurnah, Winfred Rembert and Erin I. Kelly and Susanna
Clarke respectively. We are immensely proud to publish them.
We achieved the major milestone for Bloomsbury Digital Resources
("BDR") of significantly exceeding the target announced six years
ago of GBP15 million of sales and GBP5 million of profit by the
year ending 28 February 2022. We beat this target with sales of
GBP18.6 million and profit of GBP6.8 million (2020/21: GBP2.9
million). Achieving this goal of building high margin, quality
revenues, demonstrates the strength and successful execution of our
digital strategy. We saw growth due to the shift to digital
learning, excellent digital products, platforms and infrastructure,
with an 18% increase in the number of customers year-on-year. We
have strengthened BDR with the acquisitions of RGP and
ABC-CLIO.
The highlighted items of GBP4.6 million (2020/21: GBP1.8
million) consist of the amortisation of acquired intangible assets
of GBP2.8 million (2020/21: GBP1.8 million), one-off legal and
other professional fees relating to the three acquisitions and
restructuring costs of GBP1.8 million (2020/21: GBP1.3 million)
and, in 2020/21 only, a one-off US Government grant under the
Paycheck Protection Program of GBP1.3 million. The effective rate
of tax for the year was 24% (2020/21: 21%). The adjusted effective
rate of tax, excluding highlighted items, was 19% (2020/21: 20%).
Diluted earnings per share, excluding highlighted items, grew 39%
to 25.94 pence (2020/21: 18.68 pence). Including highlighted items,
profit before tax was GBP22.2 million (2020/21: GBP17.3 million)
and diluted earnings per share grew 22% to 20.33 pence (2020/21:
16.71 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 the
following long-term strategic objectives:
-- Non-Consumer Publishing and BDR
o Grow Bloomsbury's portfolio in Non-Consumer publishing.
Non-Consumer publishing is characterised by higher, more
predictable margins, is less reliant on retailers and presents
greater digital and global opportunities.
2021/22: delivered 23% growth in Non-Consumer revenue.
o Achieve BDR target of GBP15 million of sales revenue and GBP5
million of profit by 2021/22.
2021/22: delivered GBP18.6 million revenue, up 50%, and profit
of GBP6.8 million, up GBP3.9 million.
o New BDR target is to achieve further 50% organic growth and
30% margin over the five years from 2022/23.
-- Consumer
o Discover, nurture, champion and retain high-quality authors
and illustrators, while looking at new ways to leverage existing
title rights.
2021/22: Bestsellers included Piranesi by Susanna Clarke, The
Priory of the Orange Tree by Samantha Shannon, Tom Kerridge's
Outdoor Cooking, and The Song of Achilles and Circe, both by
Madeline Miller .
o Grow our key authors through effective publishing across all
formats alongside strategic sales and marketing.
2021/22: 86% growth in sales of Sarah J. Maas title sales, with
her new title: Crescent City: House of Sky and Breath reaching
Number 1 on the New York Times bestseller list. Winner of the 2022
IPG Bookseller Marketing Award.
o As the originating publisher of J.K. Rowling's Harry Potter,
to ensure that new children discover and read it for pleasure every
year.
2021/22: 5% growth in Harry Potter title sales, 24 years after
first publication. Harry Potter and the Philosopher's Stone was the
6(th) bestselling children's book of the year on UK Nielsen
Bookscan.
-- International Expansion
o Expand international revenues and reduce reliance on the UK
market. Continuing our international growth in order to take
advantage of the biggest academic market in the USA and reduce
reliance on the UK market.
2021/22: increased overseas revenues to 66% of Group revenue;
78% of Academic BDR sales are international. US revenues increased
to 30% of Group revenue. Acquisition of ABC-CLIO significantly
accelerates Bloomsbury's academic publishing in North America,
further growing international revenues.
-- Employee Experience and Engagement; Diversity, Equity and Inclusion
o 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 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 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 Implement Bloomsbury's Diversity, Equity and Inclusion Action
Plan (DEIAP).
2021/22:
o Developed our employee bonus scheme, ensuring the rewards of
our financial success are fairly shared across all of our
employees.
o Increased focused resource with the appointment of our
Diversity and Inclusion and Training Administration Manager, with
training pilots across the Company and a Leadership and Management
Diploma for UK staff.
o Launched and begun implementation of our DEIAP, focusing on
recruitment, retention, training and development, education,
engagement and inclusion, publishing and communication.
o Became an official partner of the 'Lit in Colour' initiative
with The Runnymede Trust and Penguin Random House.
o Winner of two major industry diversity awards, the Inclusivity
in Publishing Award at the 2022 London Book Fair International
Excellence Awards and Winner of the Diversity Award at the 2022 IPG
Awards.
-- Sustainability
o Maximise our use of sustainable resources while seeking to
reduce carbon emissions in line with our science-based targets. We
recognise our responsibility to conserve the Earth's resources and
we are committed to monitoring and improving the environmental
impact of our operations.
2021/22:
o Set science-based targets, validated by the Science Based
Targets Initiative (SBTi), to reduce carbon emissions in line with
the goals of the Paris Agreement.
o Committed to a 46% reduction in our Scope 1 and 2 emissions by
2030; this reduction is aligned with pursuing efforts to limit
global warming to 1.5(o) C. We have achieved a 40% reduction since
2019/20.
o Our Scope 3 target is a 20% reduction in emissions by 2035.
This reduction is in line keeping global temperature increase below
2(o) C.
o Completed qualitative analysis of climate-related risks and
opportunities for our business and operations and progressed
adoption of the Task Force on Climate-Related Financial Disclosures
(TCFD).
Consumer Division
The Consumer division consists of Adult and Children's trade
publishing. The Consumer division generated revenue growth of 25%
to GBP148.2 million (2020/21: GBP118.3 million). Organic revenue
growth was 18%. Profit before taxation and highlighted items
increased by 25% to GBP17.8 million (2020/21: GBP14.2 million).
Profit before taxation increased to GBP17.5 million (2020/21:
GBP14.2 million). The excellent performance was from both the Adult
and Children's divisions, across front and backlist titles, and
includes GBP9.0 million revenue and GBP0.1 million profit before
taxation and highlighted items from HoZ, for the nine months since
June 2021.
Adult Trade
The Adult division achieved a 26% increase in revenue to GBP55.2
million (2020/21: GBP43.7 million) and profit before taxation and
highlighted items of GBP2.0 million (2020/21: GBP3.9 million).
Profit before taxation was GBP1.7 million (2020/21: GBP3.8
million). This was driven by bestsellers from our front and
backlist, and includes the revenue and profit generated by the
acquisition of HoZ.
UK bestsellers in the year included Piranesi by Susanna Clarke,
Tom Kerridge's Outdoor Cooking, Animal by Lisa Taddeo, The Song of
Achilles and Circe, by Madeline Miller, Gino's Italian Family
Adventure by Gino D'Acampo, Humankind by Rutger Bregman and The
Wolf Den by Elodie Harper. US bestsellers in the year included The
Priory of the Orange Tree by Samantha Shannon. This Is How They
Tell Me The World Ends by Nicole Perlroth won the FT & McKinsey
Business Book of the Year.
We are proud that Bloomsbury authors have won three of the most
important prizes in the literary world - The Nobel Prize for
Literature, the Pulitzer Prize in Biography and The Women's Prize -
which were won by Abdulrazak Gurnah, Winfred Rembert and Erin I.
Kelly and Susanna Clarke respectively. We congratulate them
all.
Children's Trade
Children's sales saw growth of 25% to GBP93.0 million (2020/21:
GBP74.6 million). Profit before taxation and highlighted items
increased by 52% to GBP15.8 million (2020/21: GBP10.4 million).
Profit before taxation was GBP15.8 million (2020/21: GBP10.4
million). High demand continued the momentum from last year, with
excellent sales of Sarah J. Maas' new and backlist titles.
Sales of the Harry Potter titles increased by 5%. Harry Potter
and the Philosopher's Stone was the 6(th) bestselling children's
book of the year on UK Nielsen Bookscan, twenty-four years after it
first began, showing the enduring appeal of this classic
series.
Sarah J. Maas' sales grew by 86% compared to last year, with
Crescent City: House of Sky and Breath, published in February 2022,
reaching number one on the New York Times and Sunday Times
bestseller lists, and strong backlist sales.
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. Hulu is developing a television
adaptation of the Court of Thorns and Roses series for its
streaming service.
Non-Consumer Division
The Non-Consumer division consists of Academic &
Professional, including Bloomsbury Digital Resources, and Special
Interest. Revenues in the division increased by 23% to GBP81.9
million (2020/21: GBP66.8 million). Profit before taxation and
highlighted items for the Non-Consumer division increased by 68% to
GBP9.1 million (2020/21: GBP5.4 million). Profit before taxation
increased by 81% to GBP6.6 million (2020/21: GBP3.6 million).
Organic revenue growth was 10% and organic profit growth was 55%,
with RGP and ABC-CLIO contributing GBP8.4 million revenue and
GBP1.6 million profit before taxation and highlighted items.
Academic & Professional revenues increased by 34% to GBP59.3
million (2020/21: GBP44.3 million) and profit before taxation and
highlighted items increased by 111% to GBP9.1 million (2020/21:
GBP4.3 million). Profit before taxation was GBP6.7 million
(2020/21: GBP2.7 million). Strong demand for our digital products
delivered 50% growth in BDR revenue and print sales recovered well
from last year, up 29%.
We are focused on achieving BDR growth by accelerating our most
successful products, including Drama Online, leveraging platforms
and content from acquisitions, building partnerships and launching
new products. We achieved an 18% increase in the number of
customers in the year, and maintained our existing customer
retention rate at over 90%. We have further strengthened our
portfolio of products with the acquisition of ABC-CLIO's 32 digital
databases and RGP's three digital platforms.
In recognition of these achievements, we were voted Academic
Publisher of the Year at the 2021 British Book Awards and Education
Publisher of the Year at the 2022 IPG Awards .
Special Interest revenue grew by 1% to GBP22.6 million (2020/21:
GBP22.5 million), and broke even before taxation and highlighted
items (2020/21: GBP1.1 million profit), with resilient demand for
wildlife titles, Wisden and Osprey Games during the year.
Acquisitions
In June 2021, we achieved another key step in the delivery of
our growth strategy for our Non-Consumer business, with the
completion of the acquisition of certain assets of RGP, the
academic imprint, from Springer Nature Group as previously
announced. These RGP titles are a good strategic fit, strengthen
Bloomsbury's existing academic publishing, and establish new areas
of academic publishing in Business and Management, Study Skills and
Psychology. RGP's digital product Cite them Right has been migrated
to BDR's own platform with further digital product migrations to
follow. RGP's relevant content will also be added to Bloomsbury
Collections. The consideration was GBP3.2 million, of which GBP1.8
million was satisfied in cash on completion in June 2021 and GBP1.3
million was satisfied in cash post completion during the year, with
an expected further GBP0.1 million to be satisfied post completion
and post year end subject to assignment of certain contracts. The
integration of RGP is going well and contributing as projected.
In June 2021, we completed the acquisition of the issued share
capital of HoZ, the independent trade publisher, as previously
announced. This acquisition provides a strong addition to
Bloomsbury's Consumer division and support our long-term Consumer
growth strategy, with new high-quality authors and effective
publishing across all formats, including ebook and audio. The
consideration, net of pre-existing loans, was GBP7.0 million, of
which GBP5.5 million was satisfied in cash at completion, with
GBP1.1 million paid in cash post completion, and GBP0.4 million of
deferred consideration payable in cash subject to achievement of
Netflix release targets. HoZ won Publisher of the Year at the CWA
Daggers Awards and The Wolf Den by Elodie Harper was a number one
Times bestseller. Popular writers from HoZ include Dan Jones, Cixin
Liu, Nadine Dorries, Victoria Hislop and Lesley Thomson. Cixin
Liu's bestselling science trilogy, The Three-Body Problem, is
currently being filmed for Netflix by David Benioff and D.B. Weiss,
creators of HBO's Game of Thrones. HoZ is contributing as
planned.
In December 2021, we completed the purchase of the members'
interests of ABC-CLIO, as previously announced. ABC-CLIO is an
established academic publisher of reference, non-fiction, online
curriculum and professional development materials in both print and
digital formats for schools, academic libraries and public
libraries, primarily in the USA. Founded in 1955, ABC-CLIO is based
in Santa Barbara, California. ABC-CLIO has four imprints and 32
databases that provide curriculum-aligned content and lesson plans,
professional development support and student activities to US
schools and academic institutions. It has more than 23,000 titles
in its portfolio. The consideration was GBP16.7 million, of which
GBP16.6 million was satisfied in cash on completion and up to
GBP0.1 million will be satisfied in cash post completion.
Bloomsbury has a 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 the year
end of GBP41.2 million (2021: GBP54.5 million) and cash conversion
of 194% (2020/21: 142%). During the year we invested GBP26.6
million in cash consideration net of cash acquired for the
acquisitions of ABC-CLIO (GBP16.3 million), HoZ (GBP6.6 million)
and RGP (GBP3.1 million) and GBP1.0 million of capital expenditure
in BDR. We also paid GBP7.9 million for the 2020/21 special
dividend.
The Group has an unsecured revolving credit facility with Lloyds
Bank Plc. The facility comprises a committed revolving loan
facility of GBP10.0 million and an uncommitted incremental term
loan facility of up to GBP6.0 million. At 28 February 2022, the
Group had no draw down (2021: GBPnil) 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 is recommending a final dividend of 9.40
pence per share, totalling GBP7.7 million. Together with the
interim dividend, this makes a total dividend for the year ended 28
February 2022 of 10.74 pence per share, a 21% increase on the 8.86
pence value of the dividend for the year ended 28 February
2021.
Subject to Shareholder approval at our AGM on 20 July 2022, the
final dividend will be paid on 26 August 2022 to Shareholders on
the register on the record date of 29 July 2022.
Including the proposed 2021/22 final dividend, over the past ten
years, the dividend has increased at a compound annual growth rate
of 8%.
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. We welcome
John to the Board.
Steven Hall will step down from the Board at the conclusion of
Bloomsbury's 2022 AGM taking place on 20 July 2022. Steven joined
the Board in 2017 and is the Chair of the Remuneration Committee.
It is intended that Steven will be succeeded by John Bason as Chair
of the Remuneration Committee.
Sir Richard Lambert, Chairman of Bloomsbury, said: " Steve Hall
joined the Bloomsbury Board five years ago, and his deep knowledge
of the world of academic and professional publishing has been an
invaluable support to the Company as it has built its presence in
this sector. He has been a rigorous Chair of the Remuneration
Committee, and a lively contributor to Board discussion. We owe him
a big vote of thanks."
Future Publishing
Our strong Consumer publishing list for 2022/23 includes the
Illustrated edition of the fifth Harry Potter title, Harry Potter
and the Order of the Phoenix, Paul Hollywood's Bake, A Visible Man
by Edward Enninful, This Wicked Fate by Kalynn Bayron, The House of
Fortune by Jessie Burton, A Life in Light by Mary Pipher and Essex
Dogs by Dan Jones. The next new Sarah J. Maas novel, the third in
the Crescent City series, will be published in 2023/24.
2022 is the 25(th) anniversary of the original publication of
the first Harry Potter, with a special anniversary edition
publishing in June 2022 and a series of exciting marketing
activities to celebrate this milestone.
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. In addition, we will
expand Bloomsbury Collections to include the RGP titles and migrate
RGP's digital products to BDR's own platform.
Outlook
Trading for 2022/23 has started in line with the Board's
expectations.
Bloomsbury aims to deliver continued success, given the strength
and resilience of our proven strategy, combined with our strong
financial position, which enables us to invest in continued organic
growth and further acquisition opportunities. Digital sales
continue to materially increase and are a growing proportion of
both revenue and profits.
Audited Consolidated Income Statement
FOR THE YEARED 28 FEBRUARY 2022
Year ended Year ended
28 February 28 February
2022 2021
Notes GBP'000 GBP'000
---------------------------------------- ------ ------------ ------------
Revenue 2 230,110 185,136
Cost of sales (107,948) (85,533)
---------------------------------------- ------ ------------ ------------
Gross profit 122,162 99,603
Marketing and distribution costs (29,808) (23,393)
Administrative expenses (69,675) (58,267)
Share of result of joint venture (117) (110)
---------------------------------------- ------ ------------ ------------
Operating profit before highlighted
items 27,112 19,637
Highlighted items 3 (4,550) (1,804)
---------------------------------------- ------ ------------ ------------
Operating profit 22,562 17,833
Finance income 105 120
Finance costs (486) (604)
---------------------------------------- ------ ------------ ------------
Profit before taxation and highlighted
items 26,731 19,153
Highlighted items 3 (4,550) (1,804)
---------------------------------------- ------ ------------ ------------
Profit before taxation 22,181 17,349
Taxation 4 (5,291) (3,652)
---------------------------------------- ------ ------------ ------------
Profit for the year attributable
to owners of the Company 16,890 13,697
---------------------------------------- ------ ------------ ------------
Earnings per share attributable
to owners of the Company
Basic earnings per share 6 20.72p 16.94p
Diluted earnings per share 6 20.33p 16.71p
---------------------------------------- ------ ------------ ------------
Audited Consolidated Statement of Comprehensive Income
FOR THE YEARED 28 FEBRUARY 2022
Year ended Year ended
28 February 28 February
2022 2021
GBP'000 GBP'000
----------------------------------------------- ------------ ------------
Profit for the year 16,890 13,697
Other comprehensive income
Items that may be reclassified to the income
statement:
Exchange differences on translating foreign
operations 1,497 (2,877)
Items that may not be reclassified to the
income statement:
Remeasurements on the defined benefit pension
scheme (10) 89
----------------------------------------------- ------------ ------------
Other comprehensive income for the year net
of tax 1,487 (2,788)
Total comprehensive income for the year
attributable to the owners of the Company 18,377 10,909
----------------------------------------------- ------------ ------------
Items in the statement above are disclosed net of tax.
Audited Consolidated Statement of Financial Position
AS AT 28 FEBRUARY 2022
28 February 28 February
2022 2021
Notes GBP'000 GBP'000
------------------------------------- ------ ------------ ------------
Assets
Goodwill 47,910 44,688
Other intangible assets 40,323 21,337
Investments 45 162
Property, plant and equipment 2,319 1,846
Right-of-use assets 10,628 11,433
Deferred tax assets 7,168 3,904
Trade and other receivables 9 923 1,005
------------------------------------- ------ ------------ ------------
Total non-current assets 109,316 84,375
------------------------------------- ------ ------------ ------------
Inventories 33,816 26,774
Trade and other receivables 9 104,879 93,542
Cash and cash equivalents 41,226 54,466
------------------------------------- ------ ------------ ------------
Total current assets 179,921 174,782
------------------------------------- ------ ------------ ------------
Total assets 289,237 259,157
------------------------------------- ------ ------------ ------------
Liabilities
Retirement benefit obligations - 14
Deferred tax liabilities 3,696 2,386
Lease liabilities 9,961 11,135
Provisions 297 232
------------------------------------- ------ ------------ ------------
Total non-current liabilities 13,954 13,767
------------------------------------- ------ ------------ ------------
Trade and other liabilities 103,028 74,341
Lease liabilities 2,265 1,808
Current tax liabilities 433 456
Provisions 588 536
Total current liabilities 106,314 77,141
------------------------------------- ------ ------------ ------------
Total liabilities 120,268 90,908
------------------------------------- ------ ------------ ------------
Net assets 168,969 168,249
------------------------------------- ------ ------------ ------------
Equity
Share capital 1,020 1,020
Share premium 47,319 47,319
Translation reserve 8,127 6,630
Other reserves 8,765 9,623
Retained earnings 103,738 103,657
------------------------------------- ------ ------------ ------------
Total equity attributable to owners
of the Company 168,969 168,249
------------------------------------- ------ ------------ ------------
Audited Consolidated Statement of Changes in Equity
AS AT 28 FEBRUARY 2022
Capital Share-based Own shares
Share Share Translation Merger redemption payment held by Retained Total
capital premium reserve reserve reserve reserve EBT earnings equity
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
--------------- -------- -------- ----------- --------- ----------- ----------- ---------- --------- --------
At 29 February
2020 942 39,388 9,507 1,803 22 6,724 (771) 92,058 149,673
--------------- -------- -------- ----------- --------- ----------- ----------- ---------- --------- --------
Profit for the
year - - - - - - - 13,697 13,697
Other
comprehensive
income
Exchange
differences
on translating
foreign
operations - - (2,877) - - - - - (2,877)
Remeasurements
on
the defined
benefit
pension scheme - - - - - - - 89 89
--------------- -------- -------- ----------- --------- ----------- ----------- ---------- --------- --------
Total
comprehensive
income for the
year - - (2,877) - - - - 13,786 10,909
Transactions
with
owners
Issue of share
capital 47 7,931 - - - - - - 7,978
Bonus issue of
share
capital 31 - - - - - - (31) -
Dividends to
equity
holders of the
Company
Purchase of
shares
by the - - - - - - - (1,045) (1,045)
Employee
Benefit Trust - - - - - - (674) - (674)
Share options
exercised - - - - - - 1,298 (1,114) 184
Deferred tax on
share-based
payment
transactions - - - - - - - 3 3
Share-based
payment
transactions - - - - - 1,221 - - 1,221
Total
transactions
with owners of
the
Company 78 7,931 - - - 1,221 624 (2,187) 7,667
--------------- -------- -------- ----------- --------- ----------- ----------- ---------- --------- --------
At 28 February
2021 1,020 47,319 6,630 1,803 22 7,945 (147) 103,657 168,249
--------------- -------- -------- ----------- --------- ----------- ----------- ---------- --------- --------
Profit for the
year - - - - - - - 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
year - - 1,497 - - - - 16,880 18,377
Transactions
with
owners
Dividends to
equity
holders of the
Company
Purchase of
shares
by the - - - - - - - (15,157) (15,157)
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
--------------- -------- -------- ----------- --------- ----------- ----------- ---------- --------- --------
Audited Consolidated Statement of Cash Flows
FOR THE YEARED 28 FEBRUARY 2022
Year ended Year ended
28 February 28 February
2022 2021
GBP'000 GBP'000
----------------------------------------------------- ------------ ------------
Cash flows from operating activities
Profit for the year 16,890 13,697
Adjustments for:
Depreciation of property, plant and equipment 512 473
Depreciation of right-of-use assets 1,889 1,806
Amortisation of intangible assets 7,505 5,485
Impairment of investments - 300
Loss on disposal on intangible assets 65 -
Finance income (105) (120)
Finance costs 486 604
Share of loss of joint venture 117 110
Share-based payment charges 2,054 1,416
Tax expense 5,291 3,652
----------------------------------------------------- ------------ ------------
34,704 27,423
Increase in inventories (2,745) (357)
Decrease/(increase) in trade and other receivables 1,205 (11,281)
Increase in trade and other liabilities 14,572 13,789
----------------------------------------------------- ------------ ------------
Cash generated from operating activities 47,736 29,574
Income taxes paid (7,927) (4,406)
----------------------------------------------------- ------------ ------------
Net cash generated from operating activities 39,809 25,168
----------------------------------------------------- ------------ ------------
Cash flows from investing activities
Purchase of property, plant and equipment (644) (422)
Purchase of intangible assets (3,693) (3,804)
Purchase of business, net of cash acquired (22,913) -
Purchase of rights to assets (3,650) (1,547)
Purchase of share in a joint venture
Interest received - (56)
-----------------------------------------------------
92 110
----------------------------------------------------- ------------ ------------
Net cash used in investing activities (30,808) (5,719)
----------------------------------------------------- ------------ ------------
Cash flows from financing activities
Equity dividends paid (15,157) (1,045)
Purchase of shares by the Employee Benefit Trust (4,489) (674)
Proceeds from exercise of share options 34 184
Proceeds from share issue - 7,978
Repayment of borrowing (1,097) -
Repayment of lease liabilities (1,862) (1,451)
Lease liabilities interest paid (419) (442)
Other interest paid (55) (149)
----------------------------------------------------- ------------ ------------
Net cash (used in)/generated from financing
activities (23,045) 4,401
----------------------------------------------------- ------------ ------------
Net (decrease)/increase in cash and cash equivalents (14,044) 23,850
Cash and cash equivalents at beginning of year 54,466 31,345
Exchange gain/(loss) on cash and cash equivalents 804 (729)
----------------------------------------------------- ------------ ------------
Cash and cash equivalents at end of year 41,226 54,466
----------------------------------------------------- ------------ ------------
NOTES
1. Accounting policies
a) Basis of Preparation
The financial information set out above does not constitute the
company's statutory accounts for the years ended 28 February 2022
or 28 February 2021 but is derived from those accounts. Statutory
accounts for 2021 have been delivered to the registrar of
companies, and those for 2022 will be delivered in due course. The
auditor has reported on those accounts; their reports were (i)
unqualified, (ii) did not include a reference to any matters to
which the auditor drew attention by way of emphasis without
qualifying their report and (iii) did not contain a statement under
section 498 (2) or (3) of the Companies Act 2006.
The Group financial statements were prepared in accordance with
UK-adopted international accounting standards ("UK-adopted IFRS")
and the requirements of the Companies Act 2006. Except as described
below, the accounting policies applied in the year ended 28
February 2022 are consistent with those applied in the financial
statements for year ended 28 February 2021 with the exception of a
number of new accounting standards and amendments which have not
had a material impact on the Group's results.
b) Going concern
The Directors have a reasonable expectation that the Group has
adequate resources to continue in operational existence at least 12
months from the date of this preliminary announcement, 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 financial
statements.
The Board has modelled a severe but plausible downside scenario.
This assumes:
-- Print revenues are reduced by 20% during 2022/2023, with recovery during 2023/2024;
-- Digital revenues are reduced by 20% during 2022/2023, with recovery during 2023/2024;
-- Print costs are increased by 15% from 2022/2023 and staff
costs are increased by 5% from 2023/2024;
-- Downside assumptions about extended debtor days during
2022/2023, with recovery during 2023/2024;
-- Cash preservation measures implemented and variable costs reduced.
At 28 February 2022, the Group had available liquidity of
GBP51.2m, comprising central cash balances and its undrawn GBP10.0m
Revolving Credit Facility (RCF). The RCF agreement is to October
2024. Under the severe but plausible downside scenario, the Group
would maintain sufficient liquidity headroom even before modelling
the mitigating effect of actions that management would take in the
event that these downside risks were to crystallise.
The Group has an unsecured revolving credit facility with Lloyds
Bank Plc. At 28 February 2022, the Group had GBPnil draw down
(2021: GBPnil) of this facility with GBP10.0 million of undrawn
borrowing facilities (2021: GBP8.0 million) available.
The facility comprises a committed revolving credit facility of
GBP10 million, and an uncommitted incremental term loan facility of
up to GBP6 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.
2. Revenue and 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 split into two
operating segments: Children's Trade and Adult Trade, and
Non-Consumer is split into 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 Adult Consumer Academic Special Non-Consumer Unallocated Total
Trade Trade & Interest
Professional
Year ended 28 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
February 2022 GBP'000 GBP'000 GBP'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 result
of joint
venture - - - - - - (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
---------------- ----------- --------- --------- ------------- --------- ------------- ------------ ----------
Operating
profit/(loss)
before
highlighted
items/segment
results 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
---------------- ----------- --------- --------- ------------- --------- ------------ ----------
Children's Adult Consumer Academic Special Non-Consumer Unallocated Total
Trade Trade & Interest
Professional
Year ended 28 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
February 2021 GBP'000 GBP'000 GBP'000
---------------- ----------- --------- --------- ------------- ---------- ------------- ------------ ---------
External
revenue 74,599 43,761 118,360 44,307 22,469 66,776 - 185,136
Cost of sales (37,128) (20,812) (57,940) (16,767) (10,826) (27,593) - (85,533)
---------------- ----------- --------- --------- ------------- ---------- ------------ ---------
Gross profit 37,471 22,949 60,420 27,540 11,643 39,183 - 99,603
Marketing and
distribution
costs (9,386) (6,278) (15,664) (4,678) (3,051) (7,729) - (23,393)
---------------- ----------- --------- --------- ------------- ---------- ------------ ---------
Contribution
before
administrative
expenses 28,085 16,671 44,756 22,862 8,592 31,454 - 76,210
Administrative
expenses
excluding
highlighted
items (17,543) (12,706) (30,249) (18,494) (7,420) (25,914) (300) (56,463)
Share of result
of joint
venture - - - - - - (110) (110)
---------------- ----------- --------- --------- ------------- ---------- ------------ ---------
Operating
profit/(loss)
before
highlighted
items/ segment
results 10,542 3,965 14,507 4,368 1,172 5,540 (410) 19,637
Amortisation of
acquired
intangible
assets - (17) (17) (1,578) (214) (1,792) - (1,809)
Other
highlighted
items - - - - - - 5 5
---------------- ----------- --------- --------- ------------- ---------- ------------ ---------
Operating
profit/(loss) 10,542 3,948 14,490 2,790 958 3,748 (405) 17,833
Finance income - - - 51 - 51 69 120
Finance costs (161) (105) (266) (117) (59) (176) (162) (604)
---------------- ----------- --------- --------- ------------- ---------- ------------ ---------
Profit/(loss)
before
taxation
and
highlighted
items 10,381 3,860 14,241 4,302 1,113 5,415 (503) 19,153
Amortisation of
acquired
intangible
assets - (17) (17) (1,578) (214) (1,792) - (1,809)
Other
highlighted
items - - - - - - 5 5
---------------- ----------- --------- --------- ------------- ---------- ------------ ---------
Profit/(loss)
before
taxation 10,381 3,843 14,224 2,724 899 3,623 (498) 17,349
Taxation - - - - - - (3,652) (3,652)
---------------- ----------- --------- --------- ------------- ---------- ------------ ---------
Profit/(loss)
for the year 10,381 3,843 14,224 2,724 899 3,623 (4,150) 13,697
---------------- ----------- --------- --------- ------------- ---------- ------------- ------------ ---------
Operating
profit/(loss)
before
highlighted
items/ segment
results 10,542 3,965 14,507 4,368 1,172 5,540 (410) 19,637
Depreciation 912 528 1,440 556 283 839 - 2,279
Amortisation of
internally
generated
intangibles 446 383 829 2,586 261 2,847 - 3,676
---------------- ----------- --------- --------- ------------- ---------- ------------ ---------
EBITDA before
highlighted
items 11,900 4,876 16,776 7,510 1,716 9,226 (410) 25,592
---------------- ----------- --------- --------- ------------- ---------- ------------ ---------
External revenue by source
United
Kingdom North America Australia India Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
----------------------- -------- ------------- --------- -------- --------
Year ended 28 February
2022 143,192 69,651 13,133 4,134 230,110
----------------------- -------- ------------- --------- -------- --------
Year ended 28 February
2021 117,429 53,872 11,084 2,751 185,136
----------------------- -------- ------------- --------- -------- --------
During the year sales to one customer exceeded 10% of Group
revenue (2021: one customer). The value of these sales was
GBP67,811,000 (2021: GBP68,597,000).
External revenue by product type
Children's Adult Academic Special
Year ended 28 February Trade Trade Consumer & Professional Interest Non-Consumer Total
2022 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
----------------------- ---------- -------- -------- --------------- --------- ------------ --------
Print 79,053 42,702 121,755 29,996 18,632 48,628 170,383
Digital 10,511 10,511 21,022 27,150 2,354 29,504 50,526
Rights and Services(1) 3,475 1,944 5,419 2,182 1,600 3,782 9,201
Total 93,039 55,157 148,196 59,328 22,586 81,914 230,110
----------------------- ---------- -------- -------- --------------- --------- ------------ --------
Children's Adult Academic Special
Year ended 28 February Trade Trade Consumer & Professional Interest Non-Consumer Total
2021 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
----------------------- ---------- -------- -------- --------------- --------- ------------ --------
Print 63,708 34,644 98,352 23,267 18,200 41,467 139,819
Digital 7,636 8,298 15,934 19,015 2,730 21,745 37,679
Rights and Services(1) 3,255 819 4,074 2,025 1,539 3,564 7,638
Total 74,599 43,761 118,360 44,307 22,469 66,776 185,136
----------------------- ---------- -------- -------- --------------- --------- ------------ --------
(1) Rights and Services revenue includes revenue from copyright
and trademark licences, management contracts, advertising and
publishing services.
Total assets
28 February 28 February
2022 2021
GBP'000 GBP'000
------------------------- ------------ ------------
Children's Trade 13,633 10,361
Adult Trade 13,513 7,495
Academic & Professional 78,096 58,527
Special Interest 13,170 12,773
Unallocated 170,825 170,001
Total assets 289,237 259,157
------------------------- ------------ ------------
Unallocated primarily represents centrally held assets including
system development, property plant and equipment, right-of-use
assets, receivables and cash.
Analysis of non-current assets (excluding deferred tax assets)
by geographic location
28 February 28 February
2022 2021
GBP'000 GBP'000
------------------------------------- ----------- -----------
United Kingdom (country of domicile) 79,708 73,711
North America 22,196 6,633
Other 244 127
Total 102,148 80,471
------------------------------------- ----------- -----------
3. Highlighted items
Year ended Year ended
28 February 28 February
2022 2021
GBP'000 GBP'000
------------------------------------- ------------ ------------
Legal and other professional
fees 1,317 203
Integration and restructuring
costs 398 1,076
Paycheck Protection Program
grant - (1,284)
Other highlighted items 1,715 (5)
Amortisation of acquired intangible
assets 2,835 1,809
-------------------------------------- ------------ ------------
Total highlighted items 4,550 1,804
-------------------------------------- ------------ ------------
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.
All highlighted items are included in administrative expenses in
the income statement.
For the year ended 28 February 2022, legal and other
professional fees of GBP1,317,000 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.
For the year ended 28 February 2021, legal and other
professional fees of GBP203,000 were incurred as a result of the
Group's ongoing and completed acquisitions, including certain
assets of Red Globe Press and Zed Books Limited. Restructuring
costs primarily relate to restructuring in both divisions. The
Paycheck Protection Program grant was received from the US
Government's Small Business Administration.
4. Taxation
Factors affecting tax charge for the year
The tax on the Group's profit before tax differs from the
standard rate of corporation tax in the United Kingdom of 19.00%
(2021: 19.00%). The reasons for this are explained below:
Year ended Year ended
28 February 28 February
2022 2021
GBP'000 % GBP'000 %
--------------------------------------------- -------- ------ ------------ ------
Profit before taxation 22,181 100.0 17,349 100.0
--------------------------------------------- -------- ------ ------------ ------
Profit on ordinary activities multiplied
by the standard rate of corporation
tax in the UK of 19.00% (2021: 19.00%) 4,214 19.0 3,296 19.0
Effects of:
Non-deductible revenue expenditure 16 0.1 80 0.5
Non-taxable income (383) (1.7) (131) (0.8)
Movement in unrecognised temporary
differences - - (52) (0.3)
Different rates of tax in foreign
jurisdictions 946 4.3 444 2.6
Tax losses (212) (1.0) 217 1.2
Movement in deferred tax rate 144 0.7 132 0.8
Adjustment to tax charge in respect
of prior years
Current tax (173) (0.8) 289 1.7
Deferred tax 512 2.3 (391) (2.3)
--------------------------------------------- -------- ------ ------------ ------
Tax charge for the year before disallowable
costs on highlighted items 5,064 22.9 3,884 22.4
Highlighted items:
Disallowable costs 227 1.0 38 0.2
Disallowable credits - - (270) (1.6)
--------------------------------------------- -------- ------ ------------ ------
Tax charge for the year 5,291 23.9 3,652 21.0
--------------------------------------------- -------- ------ ------------ ------
Different rates of tax in foreign jurisdictions is where we are
paying tax at higher rates in the US and Australia as well as
paying state taxes in the US.
Tax losses relate to the recognition of previously unrecognised
tax losses or losses in the year that have not been recognised as
deferred tax assets.
Adjustments to prior periods primarily arise where an outcome is
obtained on certain tax matters which differs from expectations
held when the related provision was made. Where the outcome is more
favourable than the provision made, the difference is released,
lowering the current year tax charge. Where the outcome is less
favourable than our provision, an additional charge to current year
tax will occur.
For the year ended 28 February 2021 the disallowable credits
relate to the US Government Paycheck Protection Program grant.
We are not aware of any significant unprovided exposures that
are considered likely to materialise.
5. Dividends
Year ended Year ended
28 February 28 February
2022 2021
GBP'000 GBP'000
----------------------------------------- ------------ ------------
Amounts paid in the year
Prior period 7.58p final dividend per 6,141 -
share (2021: - p)
Prior period 9.78p special dividend per
share for the year (2021: -p) 7,923 -
Interim 1.34p dividend per share (2021:
1.28p) 1,093 1,045
----------------------------------------- ------------ ------------
Total dividend payments in the year 15,157 1,045
----------------------------------------- ------------ ------------
Amounts arising in respect of the year
Interim 1.34p dividend per share for
the year (2021: 1.28p) 1,093 1,045
Proposed 9.40p final dividend per share
for the year (2021: 7.58p) 7,671 6,182
Proposed -p special dividend per share
for the year (2021: 9.78p) - 7,976
----------------------------------------- ------------ ------------
Total dividend 10 .74p per share for
the year (2021: 18.64p) 8,764 15,203
----------------------------------------- ------------ ------------
The Directors are recommending a final dividend of 9.40 pence
per share, which, subject to Shareholder approval at the Annual
General Meeting, will be paid on 26 August 2022 to Shareholders on
the register at close of business on 29 July 2022.
For the year ended 29 February 2020, Bloomsbury made a bonus
issue to Shareholders in lieu of, and with a value equivalent to,
it's proposed final cash dividend of 6.89 pence per ordinary
share.
6. Earnings per share
The basic earnings per share for the year ended 28 February 2022
is calculated using a weighted average number of Ordinary shares in
issue of 81,532,620 (2021: 80,867,938) 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.
Year ended Year ended
28 February 28 February
2022 2021
Number Number
Weighted average shares in issue 81,532,620 80,867,938
Dilution 1,530,573 1,082,577
----------------------------------- ------------ ------------
Diluted weighted average shares
in issue 83,063,193 81,950,515
----------------------------------- ------------ ------------
GBP'000 GBP'000
----------------------------------- ------------ ------------
Profit after tax attributable
to owners of the Company 16,890 13,697
Basic earnings per share 20.72p 16.94p
----------------------------------- ------------ ------------
Diluted earnings per share 20.33p 16.71p
----------------------------------- ------------ ------------
GBP'000 GBP'000
----------------------------------- ------------ ------------
Adjusted profit attributable to
owners of the Company 21,548 15,310
Adjusted basic earnings per share 26.43p 18.93p
----------------------------------- ------------ ------------
Adjusted diluted earnings per
share 25.94p 18.68p
----------------------------------- ------------ ------------
Adjusted profit is derived as follows:
Year ended Year ended
28 February 28 February
2022 2021
GBP'000 GBP'000
Profit before taxation 22,181 17,349
Amortisation of acquired intangible
assets 2,835 1,809
Other highlighted items 1,715 (5)
------------------------------------- ------------ ------------
Adjusted profit before tax 26,731 19,153
------------------------------------- ------------ ------------
Tax expense 5,291 3,652
Deferred tax movements on goodwill
and acquired intangible assets (207) (41)
Tax expense on other highlighted
items 99 232
Adjusted tax 5,183 3,843
------------------------------------ ------ ------
Adjusted earnings 21,548 15,310
------------------- ------- -------
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
Head of Zeus Limited
On 2 June 2021 the Group acquired the issued share capital of
Head of Zeus Limited ("HoZ"). The consideration, net of
pre-existing third party loans is GBP7.0 million, of which GBP5.5
million was satisfied in cash at completion, with GBP1.1 million
paid in cash post completion, and GBP0.4 million of deferred
consideration payable in cash subject to achievement of Netflix
release targets. The latter element is discounted.
HoZ is an independent publisher of genre fiction and narrative
non-fiction and children's books, based in London. It has published
many bestsellers, won literary prizes and industry awards. The
business will operate within Bloomsbury's Consumer division.
The table below summarises the provisional fair values to the
Group included in the consolidated financial statements of the
major categories of assets and liabilities of HoZ at the date of
acquisition.
Fair value to
the Group
Net assets acquired GBP'000
-------------------------------- ---- --------------
Assets
Other intangible assets 2,800
Property, plant and
equipment 52
Right-of-use assets 275
Deferred tax assets 130
-------------------------------------- --------------
Total non-current
assets 3,257
-------------------------------------- --------------
Inventories 2,202
Trade and other receivables 6,654
Cash and cash equivalents 37
-------------------------------------- --------------
Total current assets 8,893
-------------------------------------- --------------
Total assets 12,150
-------------------------------------- --------------
Liabilities
Deferred tax liabilities 700
Lease liabilities 137
Total non-current
liabilities 837
-------------------------------------- --------------
Trade and other liabilities 3,578
Borrowings 1,097
Lease liabilities 165
Current tax liabilities 51
Total current liabilities 4,891
-------------------------------------- --------------
Total liabilities 5,728
-------------------------------------- --------------
Identifiable net assets 6,422
-------------------------------------- --------------
Goodwill 579
--------------------------------- -------------------
Total 7,001
--------------------------------- -------------------
Identifiable intangible assets of GBP2,800,000 consist of
publishing rights and imprints. The publishing rights have a useful
life of 8 years and imprints have a useful life of 8 years. The
goodwill arising of GBP579,000 is attributable to the expected
profitability of the acquired business and the synergies expected
to arise after the acquisition.
The gross contractual trade and other receivables at acquisition
is GBP6,691,000 of which, as at the acquisition date, GBP37,000 is
the best estimate of the contractual cash flows that are not
expected to be collected.
Transaction costs of GBP242,000 have been expensed in the year
within administrative expenses.
From 2 June 2021, revenue of GBP9.0 million and profit
attributable to owners of the Company of GBP0.1 million have been
included in the consolidated income statement for the period ended
28 February 2022 in relation to HoZ.
If the acquisition had occurred on 1 March 2021 the revenue and
profit attributable to shareholders of the combined entity for the
current period would have been GBP11.5 million and GBP0.2 million
respectively. These pro forma amounts do not include any possible
synergies from the acquisition. The pro forma information is
provided for comparative purposes only and does not necessarily
reflect the actual results that would have occurred, nor is it
necessarily indicative of future results of operations of the
combined companies.
ABC - CLIO, LLC
On 15 December 2021 the Group acquired the members' interest of
ABC - CLIO, LLC ("ABC-CLIO"). The consideration, is GBP16.7
million, of which GBP16.6 million was satisfied in cash at
completion, with GBP0.1 million payable in cash post completion,
subject to working capital and other considerations.
ABC-CLIO is an established academic publisher of reference,
nonfiction, online curriculum and professional development
materials in both print and digital formats for schools, academic
libraries and public libraries, primarily in the USA. This
acquisition further strengthens Bloomsbury Digital Resources and
significantly accelerates Bloomsbury's academic publishing in North
America, growing international revenues. ABC-CLIO will operate
within Bloomsbury's Academic & Professional division.
The table below summarises the provisional fair values to the
Group included in the consolidated financial statements of the
major categories of assets and liabilities of ABC-CLIO at the date
of acquisition.
Provisional fair
value to the Group
Net assets acquired GBP'000
-------------------------------- ---- --------------------
Assets
Other intangible assets 16,572
Property, plant and
equipment 284
Right-of-use assets 357
Deferred tax assets 962
-------------------------------------- --------------------
Total non-current
assets 18,175
-------------------------------------- --------------------
Inventories 552
Trade and other receivables 3,354
Cash and cash equivalents 342
-------------------------------------- --------------------
Total current assets 4,248
-------------------------------------- --------------------
Total assets 22,423
-------------------------------------- --------------------
Liabilities
Lease liabilities 184
Total non-current
liabilities 184
-------------------------------------- --------------------
Trade and other liabilities 7,564
Lease liabilities 173
Current tax liabilities 254
Total current liabilities 7,991
-------------------------------------- --------------------
Total liabilities 8,175
-------------------------------------- --------------------
Identifiable net assets 14,248
-------------------------------------- --------------------
Goodwill 2,497
--------------------------------- -------------------------
Total 16,745
--------------------------------- -------------------------
Identifiable intangible assets of GBP16,572,000 consist of
publishing rights, imprints and product development. The publishing
rights have a useful life of 6-7 years, imprints have a useful life
of 7 years and product development have a useful life of 10 years.
The goodwill arising of GBP2,497,000 is attributable to the
expected profitability of the acquired business and the synergies
expected to arise after the acquisition.
The gross contractual trade and other receivables at acquisition
is GBP3,445,000 of which, as at the acquisition date, GBP91,000 is
the best estimate of the contractual cash flows that are not
expected to be collected.
Transaction costs of GBP630,000 have been expensed in the year
within administrative expenses.
From 16 December 2021, revenue of GBP2.2 million and profit
attributable to owners of the Company of GBP0.4 million have been
included in the consolidated income statement for the period ended
28 February 2022 in relation to ABC-CLIO.
If the acquisition had occurred on 1 March 2021 the revenue and
profit attributable to shareholders of the combined entity for the
current period would have been GBP10.9 million and GBP1.3 million
respectively. These pro forma amounts do not include any possible
synergies from the acquisition. The pro forma information is
provided for comparative purposes only and does not necessarily
reflect the actual results that would have occurred, nor is it
necessarily indicative of future results of operations of the
combined companies.
8. Rights to Assets
Red Globe Press
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 GBP3.2
million, of which GBP1.8 million was satisfied in cash at
completion and GBP1.3 million was satisfied in cash post completion
during the year, with an expected further GBP0.1 million to be
satisfied post-year end subject to assignment of certain
contracts.
RGP specialises in high-quality publishing for Higher Education
students globally in Humanities and Social Sciences, Business and
Management, and Study Skills. RGP has a backlist of more than 7,000
titles and publishes more than 100 new titles per year, with
content including digital platforms, textbooks, research-driven
materials and general academic publishing. The acquired RGP titles
are a good strategic fit, strengthen Bloomsbury's existing academic
publishing, and establish new areas of academic publishing in
Business and Management, Study Skills and Psychology. RGP's three
digital products will be migrated to Bloomsbury Digital Resources'
own platform and its content added to Bloomsbury Collections. The
assets will operate within Bloomsbury's Academic & Professional
division. There are opportunities for profit enhancements following
the integration of the assets into Bloomsbury.
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
28 February 28 February
2022 2021
GBP'000 GBP'000
Non-current
Accrued income 923 1,005
------------------------------------------- ------------ ------------
Current
Gross trade receivables 68,764 61,897
Less: loss allowance (3,551) (3,230)
------------------------------------------- ------------ ------------
Net trade receivables 65,213 58,667
Income tax recoverable 1,392 171
Other receivables 2,431 3,623
Prepayments 2,672 1,072
Accrued income 4,494 5,219
Royalty advances 28,677 24,790
Total current trade and other receivables 104,879 93,542
------------------------------------------- ------------ ------------
Total trade and other receivables 105,802 94,547
------------------------------------------- ------------ ------------
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 title advances which may not be fully earned down by
anticipated future sales. As at 28 February 2022, GBP7,145,000
(2021: GBP7,260,000) of royalty advances are expected to be
recovered after more than 12 months.
10. Annual General Meeting
The Annual General Meeting will be held on 20 July 2022.
11. Report and Accounts
Copies of the Annual Report and Financial Statements will be
circulated to shareholders in July and can be viewed after the
posting date on the Bloomsbury website.
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