TIDMDCD
RNS Number : 6768W
DCD Media PLC
24 December 2021
DCD Media Plc
("DCD Media", the "Company" or the "Group")
Unaudited Interim Results for the Six Months Ended 30 September
2021
DCD Media, the independent TV distribution and production group,
is pleased to report unaudited interim results for the six months
ended 30 September 2021.
Financial highlights
GBP5,613k (2020: GBP5,790k)
* Revenue
GBP1,171k (2020: GBP1,051k)
* Gross profit
GBP263k (2020: GBP244k)
* Operating profit
GBP262k (2020: GBP240k)
* Unadjusted profit before tax
GBP415k (2020: GBP324k)
* Adjusted EBITDA
GBP402k (2020: GBP240k)
* Adjusted profit before tax
GBP3,287k (31 March 2021: GBP4,146k)
* Cash & cash equivalents
* Adjusted basic earnings per share 16p (2020: 8p)
Operational highlights
-- DCD Rights acquired the international rights to a second
season of hit drama, The Secrets She Keeps , and confirmed two
major pre-sales to the BBC UK and Sundance Now in the US, making up
a large part of the finance for the new series.
-- DCD Rights agreed a partnership with US company, Runtime
Media, to launch a UK advertiser-based channel dedicated to the
long-running September Films franchise, Bridezillas . With over 200
episodes, the channel launched in August and is growing audiences
steadily.
-- The seventh series part 2, consisting of a further 13
episodes of Penn & Teller: Fool Us in Vegas was delivered in
the period for transmission from November. The highly successful
series is a co-production between 1/17 Productions and September
Films for The CW Network in the USA.
-- DCD Rights announced a slate of new series for global sales
for its growing line up of factual programming including new
franchise, Outback Car Hunters , which was quickly sold to Channel
9 Australia.
-- DCD Rights' scripted franchises continued to sell well in the
period with The Frankie Drake Mysteries , My Life is Murder and The
Secrets She Keeps all selling to multiple territories in
period.
-- Aussie Gold Hunters season 6 was acquired by Viasat World,
Discovery Benelux and RMC Decouvert France amongst multiple other
territories to reinforce the durability of this long running
franchise.
Post period highlights
-- The Company sold its subsidiaries to international
distributor and funder, 108 Media Limited for a consideration of
GBP4.7m in cash as announced on 16 November 2021 and completed 10
December 2021.
David Craven, Executive Chairman , commented:
"We can report that t he underlying performance of the Group was
consistent with the first half in the previous financial period and
in line with our expectations. Despite market headwinds as a
consequence of Covid and economic disruption, the DCD Rights sales
team continued with very positive engagement in the sales market
and looks forward to a successful outturn for the financial year,
in spite of the stated challenges presented by the COVID-19
pandemic.
"While the Board was confident of the continued momentum in the
business and following a period of sustained sales growth, the
shareholders have taken the opportunity presented by global
distributor and funder 108 Media to divest themselves of DCD Rights
and its related entities after the period end in a sale to 108
Media Limited, announced on 16 November 2021 and approved by
shareholders on 2 December 2021.
"It is worth noting that while Back Catalogue Distribution
independent programming fund indicated informally that its
investors may seek to exit from the fund at some stage in the
future, it continues to support and fund programming advances at
the same historic levels we have experienced in the last 5
years.
"The Board therefore believes the immediate horizon continues to
look promising for DCD Rights and its associated businesses and in
the mid to long-term, the sale to 108 Media will be a catalyst for
delivering deeper funding arrangements to support the continued
growth being driven by the DCD Rights' senior management team.
"During the period, the Group's trading performance was in line
with management forecasts with revenue for the first six months of
the trading period at GBP5,613k (2020: GBP5,790k), adjusted EBITDA
was some 28% ahead at GBP415k (2020: GBP324k) and the Group reports
an adjusted profit before tax in the period of GBP402k (2020:
GBP240k) which was a 67% increase.
"As in previous periods, the acquisition team continued to
acquire high quality TV content across a range of genres in the
first half of the year. As the business acquired higher profile
drama titles in particular, attractiveness in the catalogue
improved leading to more active buyer engagement, particularly so
given the strong performance and re-commissioning of previous
acquisitions in the drama genre.
"The Board is thus confident that the catalogue remains
attractive to its network of buyers, particularly with the strength
of new, exciting titles which have been added during the
period."
The information communicated in this announcement is inside
information for the purposes of Article 7 of Regulation
596/2014.
For further information please contact:
Lisa Hale
David Craven, Executive Chairman
Investor Relations/ Media Relations
DCD Media plc
Tel: +44 (0)20 3869 0190
ir@dcdmedia.co.uk
Carl Holmes and George Dollemore
finnCap - Nominated Adviser & Broker
Tel: +44 (0)20 7220 050
Executive Chairman's Statement
This announcement presents the unaudited interim results for the
Group for the six months ended 30 September 2021.
DCD Rights has continued to acquire quality content to augment
the existing deep library. The Board remains confident that the
underlying business, in the immediate term, remains strong and the
catalogue remains commercially attractive to buyers in the global
TV rights markets.
The Back Catalogue Distribution (BCD) independent programming
fund remains active and advances continue to be made in the post
period.
We are pleased to report a number of notable content
achievements in the period:
-- The DCD Rights acquisition team were pleased to agree terms
to distribute the second season of the successful drama, The
Secrets She Keeps, and confirmed two significant pre-sales to the
BBC UK and Sundance Now in the US.
-- A series order for the highly successful Penn & Teller:
Fool Us in Vegas was extended for a further 13 episodes for
delivery at the end of the year with transmission from November.
The highly successful series is a co-production between 1/17
Productions and September Films for The CW Network in the USA.
-- DCD Rights initiated a major digital development programme
when it agreed a partnership with US Company Runtime Media, to
launch a UK advertiser-based channel dedicated to the long running
September Films franchise, Bridezillas . With over 200 episodes the
channel launched in August and is growing audiences steadily.
-- We were pleased to report that Aussie Gold Hunters season 6
was acquired by Viasat World, Discovery Benelux and RMC Decouvert
France amongst multiple other territories to reinforcing the
durability of this long running franchise.
-- DCD Rights also announced a slate of new series for global
sales for its growing line up of factual programming including new
franchise, Outback Car Hunters , which was licenced to Channel 9
Australia.
We are obviously delighted that our current landmark drama
productions continue to be well-received in the marketplace. We
anticipate strong uptake of sales continuing the good work from the
sales team across this genre.
As in previous periods, we are delighted to report a new series
of Penn & Teller: Fool Us in Vegas continued to perform well
and the series order was extended for a further 13 episodes for
delivery at the end of the year and subsequent transmission. As a
reminder, DCD Rights is also the distribution partner for the back
catalogue of Penn & Teller: Fool Us in Vegas . The series is a
result of a successful partnership with US based 1/17 Productions
and we are actively working with the team there to explore other
format opportunities.
Strong trading was also driven by some specific high-level sales
such as a major licensing deal for The Secrets She Keeps with the
confirmed pre-sales to the BBC UK and Sundance Now in the US. This
drama was scheduled in primetime on BBC One in its first season and
was a high-profile production in the DCD Rights catalogue.
We are pleased that the DCD Rights team has performed
particularly well throughout the COVID-19 pandemic by successfully
operating remotely and managing their stakeholder relationships
with continuous conference calls and video meetings. This together
with some successful acquisition work undertaken in the previous
year, has set DCD Rights on a strong course for the remainder of
FY22.
We believe DCD Rights is now in a growth phase and continuing to
take market-share from other small independent distributors who
have not benefitted from long-term development arrangements with
emerging production companies.
The Board believes the business is well positioned to deliver
strong performance in the future supported by its new owners, 108
Media.
1. Profit and Loss Review
Revenues for the six-months to 30 September 2021 were GBP5,613k
(2020: GBP5,790k). Revenues have decreased slightly in the six
months to 30 September 2021 in comparison to the six months to 30
September 2020.
Adjusted profit before tax was GBP402k (2020: GBP240k),
resulting in an adjusted gain per share for the period of 16p
(2020: 8p). The Group's statutory profit after tax was GBP262k
(2020: GBP215k).
Adjusted profit or loss before tax (PBT) is the measure used by
the Group to indicate operating performance and aims to reflect
normalised trading before exceptional, restructuring items and
non-cash impairment charges, but after net finance costs.
A reconciliation of the Group's operating profit to Adjusted
Profit before Tax and Earnings before Interest Tax Depreciation and
Amortisation (EBITDA) is shown below:
Unaudited Unaudited
6 months ended 6 months ended
30 September 30 September
2021 2020
GBP'000 GBP'000
Operating profit per accounts 263 244
Add: Depreciation 12 80
EBITDA 275 324
Restructuring costs * 140 -
Adjusted EBITDA 415 324
Less: Net financial expense (1) (4)
Less: Depreciation (12) (80)
Adjusted PBT 402 240
------------------------------- ---------------- ----------------
*Restructuring costs relate to expenses the Group has incurred
in the period relating to an internal restructure and then to the
disposal of the subsidiaries that was completed post period
end.
2. Balance Sheet Review
Intangible assets at 30 September 2021 remained unchanged at
GBP1,017k (2020: GBP1,017k). There has been no movement in the
balance since 2017 with carrying values fully justified through the
proceeds of the sale of the subsidiaries to 108 Media.
Trade and other receivables and trade and other payables at
GBP7,461k (2020: GBP9,461k) and GBP8,586k (2020: GBP10,446k)
respectively. Both are down mainly due to timing of receipts from
broadcasters and payments to producers.
Cash on hand at the period end stood at GBP3,287k (2020:
GBP2,762k). T he majority of the Group's cash balances represent
working capital commitment in relation to programme making and cash
held in DCD Rights' client accounts and therefore is not all
considered to be free cash .
During the period, the Group was recharged GBP7k (2021: GBP13k)
for director and managerial services from Ultimate Finance Group
Ltd, a company under common ownership.
The amounts recoverable from HMRC in relation to VAT and social
security stood at GBP39k (2020: GBP119k). The Group had taken
advantage of payment holidays as a result of the COVID-19 outbreak
with regards to PAYE and NIC as they assessed the impact it had
made on the Company's trading. However, at 30 September 2021,
amounts due to HMRC under COVID-19 arrangements were GBPnil (2020:
GBP146k).
Called up share capital has not changed, being GBP12.3m at 30
September 2021, 31 March 2021 and 30 September 2020.
No interim dividend is proposed for the period. Adjusted
earnings per share are disclosed in note 3 to the interim financial
statements.
3. Substantial shareholdings
As at 22 December 2021, the following notifications had been
made by holders of beneficial interests in 3% or more of the
Company's issued ordinary share capital as follows:
No. of GBP1 ordinary
shares %
----------------------------------- --------------------- ------
Timeweave Ltd 1,818,377 71.55
----------------------------------- --------------------- ------
Lombard Odier Investment Managers 664,328 26.14
----------------------------------- --------------------- ------
4. Review of operational activities
The Group consists of a rights and licencing division that
generates a significant majority of the revenue of the business and
also production division. However, the latter no longer actively
seeks new productions, instead focussing on key franchises that
continue to be a success for the Group.
Rights and Licensing
The nature of the DCD Rights sales model continued to evolve
during the period, as producers continued to look to distributors
to bridge ever widening gaps in finance, as the broadcasters drew
back from full commissioning and investment.
DCD Rights worked with the producers of hit series, The Secrets
She Keeps , starring Laura Carmichael, in order to develop a second
series for international sales. The division also acquired the
international rights and engineered a good part of the finance
along with Channel Ten Australia and Screen Australia, contracting
two major pre-sales to the BBC in the UK and Sundance Now, part of
the AMC Group of Channels, in the USA. The series went into
production in November later this year, and DCD Rights are now
negotiating further sales prior to delivery in June 2022.
There was increasing demand for long running factual series as
well as transmission ready new drama series, and DCD Rights
benefited in the period from a well-stocked library as well as new
drama deliveries from Australia, New Zealand and Canada where
producers have managed to navigate the Covid restrictions to
produce and delivery safely.
The Frankie Drake Mysteries season 4 was sold to Ovation in the
US for a second run license following PBS, as well as Seven Network
Australia, Walt Disney for the Balkans, YLE Finland and Sky New
Zealand. My Life is Murder 2 sold to UK TV's Alibi Channel, as well
as the Walt Disney Channel in Spain and Portugal, and Acorn TV in
Latin America and the Netherlands.
DCD's factual library was boosted by the delivery of new
franchise, Outback Car Hunters , which quickly sold to Nine Network
Australia, ViaSat for Scandinavia and Eastern Europe and RMC
Decouvert in France. Also from Australia, a new series of Aussie
Bull Catchers was launched and acquired by ViaSat for the same
territories.
The second series of double Emmy nominated factual series,
Disasters Engineered , was sold to AMC Hungary, Czech Republic and
Slovakia and to the National Geographic Channel for a raft of
territories across Europe.
5. Outlook
DCD Media completed an agreement to sell its subsidiaries to 108
Media, for a total consideration of GBP4.7 million in cash,
resulting in the divestment of substantially all of the Company's
existing business, assets and trade liabilities, announced on 16
November and approved by shareholders at a General Meeting held on
2 December 2021.
When Timeweave, the major shareholder in the Group with a 71.55%
controlling interest, took control of DCD Media almost ten years
ago, there were broad synergies with other media interests within
the Timeweave investment group. Those synergies no longer exist and
DCD Media does not form part of the strategic landscape for
Timeweave. In addition, Timeweave had indicated that it did not
wish to provide further TV programme funding to DCD Media.
The Board concluded that the sale presented an attractive
opportunity for the Company to realise value and secure an owner
for the Company's business in 108 Media that is expected to provide
support allowing the business to grow. More information about the
sale can be found on the Company's website www.dcdmedia.co.uk .
Following completion, the Board is considering the best way to
maximise Shareholder value which is likely to include returning a
proportion of the cash to Shareholders together with considering
alternative acquisitions as provided under AIM Rule 15. The timing
and method of any distribution or other return of capital remains
to be confirmed and will be notified to Shareholders. The quantum
of any distribution or return of capital will take into account the
investment and/or acquisition opportunities identified by the
Company during the Rule 15 Period.
David Craven
Executive Chairman
23 December 2021
Consolidated income statement (unaudited)
for the 6 months ended 30 September 2021
Unaudited Unaudited Audited
6 months 6 months
to to Year
30 September 30 September to 31 March
2021 2020 2021
Note GBP'000 GBP'000 GBP'000
----------------------------------- ------ -------------- ------------- ------------
Revenue 5,613 5,790 11,327
Cost of sales (4,442) (4,739) (9,163)
Gross profit 1,171 1,051 2,164
Administration expenses (908) (807) (1,660)
Operating profit 263 244 504
Finance costs (1) (4) (8)
Profit before taxation 262 240 496
Taxation - current 2 - (25) (27)
Profit for the period/year 262 215 469
----------------------------------- ------ -------------- ------------- ------------
Profit attributable to:
Owners of the parent 262 215 469
262 215 469
----------------------------------- ------ -------------- ------------- ------------
Earnings per share attributable to the equity holders of the Company
during the period (expressed as pence per share)
Total basic profit/(loss) per
share 10p 8p 18p
Total diluted profit/(loss) per
share 10p 8p 18p
Consolidated statement of comprehensive income (unaudited)
for the 6 months to 30 September 2021
Unaudited Unaudited Audited
6 months 6 months 12 Month
to to Period
30 September 30 September to 31 March
2021 2020 2021
GBP'000 GBP'000 GBP'000
----------------------------------------- ------------------ ------------- ------------
Profit 262 215 469
Total comprehensive income 262 215 469
----------------------------------------------- ------------- ------------- ------------
Total comprehensive income attributable
to:
Owners of the parent 262 215 469
262 215 469
---- ------------- ------------- ------------
Consolidated statement of financial position (unaudited) at 30
September 2021
Unaudited Unaudited Audited
30 September 30 September 31 March
2021 2020 2021
GBP'000 GBP'000 GBP'000
(as restated)
-------------------------------------- ------------- -------------- ---------
Assets
Non-current
Goodwill 1,017 1,017 1,017
Property, plant and equipment 23 14 14
Right of use assets 21 71 26
Trade and other receivables 404 152 238
1,465 1,254 1,295
-------------------------------------- ------------- -------------- ---------
Current assets
Trade and other receivables 7,057 9,309 6,617
Cash and cash equivalents 3,287 2,762 4,146
10,344 12,071 10,763
-------------------------------------- ------------- -------------- ---------
Liabilities
Current liabilities
Trade and other payables (8,586) (10,446) (9,060)
Lease liabilities (19) (73) (23)
Taxation and social security (26) (144) (59)
(8,631) (10,663) (9,142)
-------------------------------------- ------------- -------------- ---------
Net assets 3,178 2,662 2,916
--------------------------------------- ------------- -------------- ---------
Equity
Called up share capital 12,272 12,272 12,272
Share premium account 51,215 51,215 51,215
Own shares held (37) (37) (37)
Retained earnings (60,272) (60,788) (60,534)
Equity attributable to owners of the
parent 3,178 2,662 2,916
Total equity 3,178 2,662 2,916
--------------------------------------- ------------- -------------- ---------
Consolidated statement of cash flows (unaudited)
for the 6 months ended 30 September 2021
Unaudited Unaudited Audited
6 months 6 months 12 months
ended ended to
30 September 30 September 31 March
2021 2020 2021
Cash flow from operating activities including
discontinued operations GBP'000 GBP'000 GBP'000
---------------------------------------------------- -------------- -------------- -----------
Net profit before taxation 262 240 496
Adjustments for:
Depreciation of tangible assets 17 80 161
Tax charge for period - (25) 8
Net bank and other interest charges - 4 42
Corporation tax - - (27)
Net cash flows before changes in working
capital 279 299 680
(Increase)/decrease in trade and other receivables (606) (945) 1,434
(Decrease)/increase in trade and other payables (478) 752 (534)
Cash from continuing operations (805) 106 1,580
Interest paid - (4) (8)
Net cash flows from operating activities (805) 102 1,572
Investing activities
Purchase of property, plant and equipment (21) (2) (7)
Net cash flows used in investing activities (21) (2) (7)
Financing activities
Repayment of finance leases (33) (73) (154)
Net cash flows from financing activities (33) (73) (154)
Net (decrease)/increase in cash (859) 27 1,411
Cash and cash equivalents at beginning of
period 4,146 2,735 2,735
Cash and cash equivalents at end of period 3,287 2,762 4,146
---------------------------------------------------- -------------- -------------- -----------
Statement of changes in equity (unaudited)
Share capital Share premium Retained Total equity
Own Shares earnings
Held
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
--------------------------------------- ------------- ------------ --------- ------------
Balance at
30 June 2019 (as previously
reported) 12,272 51,215 (37) (60,430) 3,020
Prior period adjustment
(note 1) - - - (256) (256)
Balance at
30 June 2019 (as restated) 12,272 51,215 (37) (60,686) 2,764
Loss and total comprehensive
income for the period - - - (317) (317)
Balance at
31 March 2020 12,272 51,215 (37) (61,003) 2,447
Profit and total comprehensive
income for the period - - - 215 215
Balance at
30 September 2020 12,272 51,215 (37) (60,788) 2,662
-------------------------------- ------ ------------- ------------ --------- ------------
Profit and total comprehensive
income for the period - - - 254 254
Balance at
31 March 2021 12,272 51,215 (37) (60,534) 2,916
-------------------------------- ------ ------------- ------------ --------- ------------
Profit and total comprehensive
income for the period - - - 262 262
Balance at
30 September 2021 12,272 51,215 (37) (60,272) 3,178
-------------------------------- ------ ------------- ------------ --------- ------------
Notes to the interim financial statements (unaudited)
Nature of operations and general information
During the period, the principal activity of DCD Media Plc and
subsidiaries (the Group) was the worldwide distribution of
programmes for television and other media; the Group also
distributes programmes on behalf of other independent
producers.
DCD Media Plc is the Group's ultimate parent company, and it is
incorporated and registered in England and Wales. The address of
DCD Media Plc's registered office is 20 Primrose Street, London,
England, EC2A 2EW, and its principal place of business is London.
DCD Media Plc's shares are listed on the Alternative Investment
Market (AIM) of the London Stock Exchange.
DCD Media Plc's condensed consolidated interim financial
statements are presented in Pounds Sterling (GBP), which is also
the functional currency of the parent company.
These condensed consolidated interim financial statements have
been approved for issue by the Board of Directors on 23 December
2021.
The financial information in the half yearly report has been
prepared using the recognition and measurement principles of
International Accounting Standards, International Financial
Reporting Standards and Interpretations adopted for use in the
European Union (collectively Adopted IFRSs). The principal
accounting policies used in preparing the half yearly report are
those the Group expects to apply in its financial statements for
the year ending 31 March 2022 and are unchanged from those
disclosed in the Group's Directors' Report and consolidated
financial statements for the year ended 31 March 2021. This interim
report has neither been audited nor reviewed pursuant to guidance
issued by the Audit Practice Board.
The financial information for the six months ended 30 September
2021 and the six months ended 30 June 2020 is unaudited and does
not constitute the Group's statutory financial statements for those
periods. The comparative financial information for the year ended
31 March 2021 has, however, been derived from the audited statutory
financial statements for that period. A copy of those statutory
financial statements has been delivered to the Registrar of
Companies. The auditor's report on those accounts was
unqualified.
While the financial figures included in this half-yearly report
have been computed in accordance with IFRSs applicable to interim
periods, this half-yearly report does not contain sufficient
information to constitute an interim financial report as that term
is defined in IAS 34.
1. Basis of preparation
These interim condensed consolidated financial statements (the
Interim Financial Statements) are for the six months ended 30
September 2021. They do not include all of the information required
for full annual financial statements and should be read in
conjunction with the consolidated financial statements of the Group
for the year ended 31 March 2021.
The accounting policies have been applied consistently
throughout the Group for the purposes of preparation of these
interim financial statements and remain unchanged form those set
out in the previous audited consolidated financial statements.
Basis of preparation - Going Concern
As noted in the Executive Chairman's Statement, on 10 December
2021, DCD Media completed an agreement to sell its subsidiaries to
108 Media resulting in the divestment of substantially all of the
Company's existing business, assets and trade liabilities for a
total consideration of GBP4.7 million in cash payable over a period
of eighteen months in four agreed instalments with the initial
instalment due on Completion.
In the event that 108 Media fails to pay an instalment of the
consideration when due or is otherwise found to be in material
breach of its undertakings set out in the sale agreement whilst any
consideration remains outstanding, 108 Media has granted the
Company an irrevocable option to re-acquire the subsidiaries for
consideration of GBP1. In the event that this option is exercised
by the Company, any consideration already paid by 108 Media shall
remain property of the Company and not be repayable to 108
Media.
The Directors are considering the best way to maximise
shareholder value which is likely to include returning cash to
shareholders together with considering alternative
acquisitions.
The Directors, after making enquiries and considering the
Company's cash position and forecasts, have a reasonable
expectation that the Company will have adequate resources to
continue in existence for the foreseeable future. Accordingly, they
continue to adopt the going concern basis in preparing the annual
report and financial statements.
The financial statements do not include the adjustments that
would result if the Company were unable to continue as a going
concern.
Prior period adjustment
During the year to 31 March 2021, the Directors identified that
the balance for accruals included within trade and other payables
in previous periods had been misstated. Comparative figures have
been restated accordingly. The effect of the adjustment on the
consolidated financial statements is to increase accruals by
GBP255,773 and to decrease retained earnings brought forward by the
same amount.
2. Tax
There is a tax charge of GBPnil (2020: GBP25k) recognised in the
period. No deferred tax asset has been recognised in relation to
brought forward losses within group companies.
3. Profit per share
The calculation of the basic profit per share is based on the
profit attributable to ordinary shareholders divided by the average
number of shares in issue during the period.
6 months 6 months
to to
30 September 30 September
2021 2020
GBP'000 GBP'000
----------------------------------- -------------- --------------
Profit attributable to ordinary
shareholders:
Basic 262 215
Adjusted basic profit 402 215
----------------------------------- -------------- --------------
Weighted average number of shares
in issue: No. No.
Basic 2,541,419 2,541,419
----------------------------------- -------------- --------------
Profit per share (pence):
Basic 10 8
Adjusted basic 16 8
----------------------------------- -------------- --------------
4. Dividends
The Directors do not propose to recommend the payment of a
dividend.
5. Publication of non-statutory accounts
Copies of the Interim Financial Statements are available from
the registered office of DCD Media Plc or from the website -
www.dcdmedia.co.uk. The address of the registered office is: 20
Primrose Street, London, England, EC2A 2EW.
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