TIDMWFC

RNS Number : 6978D

Watford Leisure PLC

28 March 2011

28 March 2011

Watford Leisure PLC

("Watford Leisure" or the "Company")

Unaudited Interim Results for the six months ended 31 December 2010

Chairman's Statement

Introduction

On behalf of the Board of Directors, I have pleasure in presenting the Interim Report and Financial Statements of Watford Leisure PLC for the six months ended 31 December 2010.

The period of time from 1 July 2010 to 31 December 2010 has seen some genuine stability at Board and operational leadership levels at our principal operating subsidiary, The Watford Association Football Club Limited ("the Club), both on and off the field of play.

I feel it important, right at the start of my report, that I should once again place on record the Club's gratitude to the Club's major shareholder, Fordwat Limited - and Lord Ashcroft in particular, for continued support during a time when the Club is certainly attempting to live to the values set out in its five-year rolling business plan 'The Watford Way'.

Background

It should not be a surprise to anyone to read that our half-year figures state a deficit. This last six-month period does not include any instances of player sales, which is a key part of the model that underpins our stated aim to be a sustainable business. The Company last raised funding in July 2010 through the issue of secured bonds, the proceeds of which were used to consolidate and replace GBP9,207,000 million of existing indebtedness with the balance of GBP935,000 million being available for working capital purposes. However, the Company remained dependent on the continued financial support of certain shareholders and a director and/or alternative sources of funding including most importantly player sales. Given the nature of the two-part football transfer market, (the summer and January trading windows), our focus on ensuring we remain true to our business plan means that failure to trade in either window inevitably leads to the need for a working capital injection from alternative sources. This working capital requirement for the remainder of the current financial year is approximately GBP3.5 million.

As everyone concerned with the Club will be aware the board has been in discussions recently with Lawrence Bassini and Watford FC Limited ("WFCL"). An announcement was made on 10 March 2011 setting out the terms and conditions of an offer for Watford Leisure and a formal document was posted on 25 March 2011 to shareholders, which makes the offer to shareholders in accordance with the previously announced terms (the "Offer" or the "WFCL Offer"). WFCL has undertaken to provide GBP3.5 million of funds for working capital purposes subject to the Offer becoming or being declared unconditional, such that the above mentioned working capital requirement can be satisfied.

 
 Financial Overview 
 
 The key financial and performance indicators are as follows: 
                                                    Unaudited        Unaudited 
                                                                     half year 
                                              half year ended            ended 
                                                  31 December      31 December 
 
                                                         2010             2009 
                                                      GBP'000          GBP'000 
 
 Revenue                                                5,437            5,163 
 Cost of sales                                        (5,935)          (7,444) 
 Administrative expenses                              (1,563)          (1,860) 
 Other income                                             308              265 
 
 
 Operating loss before interest, player trading, 
 amortisation and exceptional 
  items                                               (1,753)          (3,876) 
 
 
 Lossbefore taxation                                  (2,505)            (172) 
 
 

Financial Review

Revenue for the first six months of the year was GBP5,437,000 (2009: GBP5,163,000) whilst the loss on ordinary activities after taxation was GBP2,505,000 (2009 : GBP172,000).

Matchday revenue to 31 December 2010 is GBP2,001,000 compared to GBP2,043,000 to the same date in 2009. Season Ticket income for the period is GBP49,000 down; with over 1,500 fewer season ticket holders than the previous season, a restructuring of the pricing model has minimised the financial loss. League match income is up GBP93k at GBP591,000; the average income per game has increased to GBP54k from GBP41k (12 league home fixtures to 31 December 2009, 11 home league fixtures to 31 December 2010) due to a combination of increased match by match ticket sales and increased ticket prices.

Carling Cup income is included within matchday revenue, and to 31 December 2009 GBP75,000 was generated from two away fixtures to Barnet and Leeds. This compares to a net position to 31 December 2010 of GBP17,000, generated by an away fixture at Aldershot and a home fixture against Notts County. Public catering income has reduced by GBP12k due to reduced actual attendances; the actual average attendance for the 12 home matches (including one cup fixture against Notts County at 6,183) played to 31 December 2010 is 10,503, compared to 10,970 for the 12 home league fixtures played to 31 December 2009. Match related commercial income has reduced by GBP15,000, due to there being one less league match in the period.

Media revenue has increased by GBP324,500 to GBP2,573,500 (2009: GBP2,249,000). The Premier League solidarity payment for the period has increased by GBP508,000, with the Football League Award distributions reduced by GBP7,000, including a final payment of GBP50,000 relating to the prior financial year. TV income in the year is reduced to GBP20,000, with two away games having been televised. In 2009 GBP200,000 had been received following two home televised fixtures.

Commercial revenues are slightly reduced against the same period last year with income of GBP862,000 against GBP871,000, with shortfalls in revenue generated from retail, conference & banqueting and Saracens matchday catering being mainly offset by increases in other commercial revenues.

Cost of sales has reduced by GBP1,509,000. The reduction is continued evidence of the restructuring of football costs, with player salaries reduced by GBP877,000 and other football related salaries reduced by GBP129,000. With no loan fees payable in the period to 31 December 2010, there is a reduction of GBP363,000 against the previous half year.

Administrative expenses have also reduced by GBP297,000. This reduction includes a saving of GBP141,000 relating to the cost of off-site offices at Wolsey Park and GBP70,000 reduction in salaries.

The profit on player disposals in the period is GBP135,000 (from clauses relating to players sold in previous transfer windows) compared to GBP4,484,000 for the same period in 2009. The profit generated comprises amounts arising from appearance and sell-on clauses relating to the sales of T Priskin, T Robinson, A McNamee and P Robinson and is significantly lower than in the previous period as no new player sales were made during the Summer 2010 transfer window.

Financing costs are increased by GBP313,000. The cost in the period of GBP496,000 includes GBP450,000 of costs relating to the 364 day Secured Bond issue completed on 13 July 2010. Interest for the period to 31 December 2010 is GBP234,000 and the total costs of completion of the Bond of GBP447,000 are being released on a straight line basis over the term of the Bond, so a charge of GBP211,000 has been made to 31 December 2010.

The business's costs are continuing to reduce as we work towards creating a sustainable business model and the operating loss before interest, player trading, amortisation and exceptional items of GBP1,753,000 is evidence of this, with a loss movement of GBP2,123,000 from the 31 December 2009 position. The improved Premier League solidarity payment has also contributed towards this reduced loss. However, the fact that no new player sales were made during the Summer 2010 transfer window, coupled with the financing costs of the 364 day Secured Bond issue, which was completed on the 13 July 2010, have contributed to a loss for the period of GBP2,505,000 compared with a loss of GBP172,000 for the same period last year. The GBP4,484,000 profit on player disposals all but absorbed losses for the period to 31 December 2009 and as previously stated, player sales are a key part of maintaining a sustainable business for Watford.

Cash absorbed by operations was GBP2,191,000. Cash generated by player sales in the period totalled GBP1,715,000, of which GBP1,375,000 relates to transfer receipts from the sales of T Priskin, M Williamson, T Smith and J J O'Toole. The balance of GBP340,000 relates to appearance and sell-on clauses from player transfer agreements. Cash absorbed by player purchases was GBP839,000, this includes transfer, appearance and sell-on amounts of GBP430,000 payable relating to players purchased in previous years and GBP330,000 payable relating to players purchased during the Summer 2010 transfer window and agent fees and levy payable of GBP79,000. Cash absorbed by the purchase of property, plant and equipment includes GBP499,000 relating to the fit-out of the Vicarage Road Stadium offices. Net cash generated by financing activities totals GBP2,138,000 and includes cash amounts generated by the 364 day Secured Bond issue and a ticketing purchase agreement relating to ticket sales for the 2011/2012 season. Overall there was a net cash inflow of GBP230,000 against an outflow of GBP1,036,000 for the same period last year.

On the Field

Our Football Manager, Malky Mackay, has engendered a vibrant environment for learning and development amongst the Club's playing staff, the results of which are currently being enjoyed by those who attend the Club's first-team games on a regular basis.

It has been a very encouraging first half of the 2010-11 football season from the Club's football personnel; that's the management, coaching and medical staff working in support of the players, whose attitude and application has reflected the dedication with which Malky Mackay undertakes his role.

'To develop and maintain a high-performing player talent base' is one of the three pillars supporting our business plan. Given the level of first-team involvement from our home-grown talent and the continuing progress of senior professionals - many of whom signed for modest sums from lower-division Clubs - I think we can argue with justifiable optimism that our football staff are doing an admirable job in what continue to be challenging circumstances.

Off the Field

As I note above, the WFCL Offer formally made on 25 March 2011 and shareholders will shortly receive a document setting out the full terms and conditions of the Offer, together with the views of the Watford Leisure directors who are considered to be independent for the purposes of the Offer.

The issue of stadium development goes hand-in-hand with the question of new ownership and investment, with the south-west corner and pitch along with the east side of the Vicarage Road Stadium the obvious areas of priority for the Board.

Away from the Boardroom, I strongly believe that the Club continues to hold true to its aim of being 'a true Community partner'. The reach and depth of the work of the Club's Community Trust continues to strengthen links with key personnel in and around our locale.

And our partnership with our neighbours at the hugely impressive The Harefield Academy continues to flourish. The outstanding work delivered by the Club's Academy staff, both in conjunction with The Harefield Academy and at various other venues, means that we can all look forward to the Club's tradition of 'growing its own' develop still further.

To the Future

I make no apology at all for reiterating my sentiments in my previous Chairman's statement in June, where I placed on record the Board's thanks to all members of the Club's staff for their outstanding commitment and dedication each and every day.

We remain certain that the provision of open - and, where possible, informal - communication between key Club figures and supporters is fundamental to generating a feeling of togetherness and unity, the like of which this Club has used to its advantage in previous years.

Once again, on behalf of the Club, I'd like to offer gratitude to those of you who have, in whatever way, backed Watford and its aims.

Thank you in advance for your continued support.

Graham Taylor

Chairman

25 March 2011

 
 WATFORD LEISURE PLC 
 
 Consolidated income statement for the half year ended 31 December 
  2010 
 
                                Notes     Unaudited     Unaudited      Audited 
                                          half year     half year 
                                              ended         ended   year ended 
                                        31 December   31 December      30 June 
                                               2010          2009         2010 
                                            GBP'000       GBP'000      GBP'000 
 Continuing operations 
 Revenue                            2         5,437         5,163       11,258 
 
 Cost of sales                              (5,935)       (7,444)     (15,049) 
 
 
 Gross loss                                   (498)       (2,281)      (3,791) 
 
 Administrative expenses                    (1,563)       (1,860)      (4,181) 
 Other operating income             5           308           265          551 
 
 
                                            (1,753)       (3,876)      (7,421) 
 Amortisation and impairment 
  of costs of 
   players' registrations                     (393)         (597)      (1,371) 
 Profit on disposal of players' 
  registrations                                 135         4,484        5,129 
 
 
 Operating (loss) / profit                  (2,011)            11      (3,663) 
 
 Financing income                   6             2             -            7 
 Financing costs                    6         (496)         (183)        (407) 
 
 
 Loss before taxation                       (2,505)         (172)      (4,063) 
 
 Taxation                           3             -             -            - 
 
 
 Loss for the period               15       (2,505)         (172)      (4,063) 
 
 
 Attributable to : 
 Equity holders of the parent               (2,422)         (166)      (3,908) 
 Minority interests                            (83)           (6)        (155) 
 
 
 Loss for the period               15       (2,505)         (172)      (4,063) 
 
 
 Earnings per 1p share (basic 
  and diluted)                      4        (5.5p)        (0.4p)       (8.9p) 
 
 
 
 
 Consolidated balance sheet at 31 December 2010 
 
                               Notes     Unaudited     Unaudited   Audited 
                                       31 December   31 December   30 June 
                                              2010          2009      2010 
                                           GBP'000       GBP'000   GBP'000 
 
 Non-current assets 
 
 Property, plant and equipment     7        13,152        12,662    13,074 
 Intangible assets                 8         1,118           970       819 
 
                                            14,270        13,632    13,893 
 
 
 Current assets 
 
 Inventories                       9           144           176       113 
 Trade and other receivables      10         1,808         5,714     3,828 
 Cash and cash equivalents                     230            22       686 
 
                                             2,182         5,912     4,627 
 
 Total assets                               16,452        19,544    18,520 
 
 
 Current liabilities 
 Interest bearing loans 
  and other borrowings            11        12,644         6,233    10,590 
 Trade and other payables         12         3,392         2,736     4,319 
 Deferred revenue                 13         1,644         2,772     2,272 
 
                                            17,680        11,741    17,181 
 
 
 Non-current liabilities 
 Interest bearing loans 
  and other borrowings            11           753         3,563       836 
 Trade and other payables         12           511           330       488 
 Deferred revenue                 13            23            29        25 
 
                                             1,287         3,922     1,349 
 
 Total liabilities                          18,967        15,663    18,530 
 
 
 Net assets                             GBP(2,515)      GBP3,881   GBP(10) 
 
 
 Equity 
 Capital and reserves 
 Called up share capital          14           439           439       439 
 Special reserve                  15         2,194        10,409     2,194 
 Accumulated deficit              15       (4,910)       (6,961)   (2,488) 
 
 
 Equity attributable to equity 
  holders of the parent                    (2,277)         3,887       145 
 Minority interests                          (238)           (6)     (155) 
 
 
 Total equity                           GBP(2,515)      GBP3,881   GBP(10) 
 
 
 
 Consolidated cash flow statement for the half year ended 31 December 
  2010 
 
                                           Unaudited     Unaudited   Audited 
                                           half year     half year      year 
                                               ended         ended     ended 
                                         31 December   31 December   30 June 
                                                2010          2009      2010 
                                             GBP'000       GBP'000   GBP'000 
 
 Operating activities 
 Loss before tax                             (2,505)         (172)   (4,063) 
 Amortisation of intangible 
  fixed assets                                   393           597     1,371 
 Depreciation of property, plant 
  and equipment                                  264           286       655 
 Profit on disposal of players' 
  registrations                                (135)       (4,484)   (5,129) 
 Financing income                                (2)             -       (7) 
 Financing costs                                 496           183       407 
 (Increase) / decrease in inventories           (31)          (56)         7 
 Decrease in receivables                         440           519       761 
 Decrease in payables and deferred 
  income                                     (1,111)         (792)     (657) 
 
 
 Cash absorbed by operations                 (2,191)       (3,919)   (6,655) 
 
 Cash flows from investing activities 
 Purchase of intangible fixed 
  assets                                       (839)       (1,507)   (1,950) 
 Purchase of property, plant 
  and equipment                                (552)          (68)     (158) 
 Proceeds from sale of intangible 
  fixed assets                                 1,715         1,767     4,056 
 Proceeds from sale of tangible 
  fixed assets                                     -             -       111 
 
 
 Net cash generated by investing 
  activities                                     324           192     2,059 
 
 
 Financing activities 
 
 Advances of debt                              2,330         3,466     5,978 
 Repayments of debt                             (82)          (85)     (636) 
 Interest received                                 2             -         7 
 Interest paid                                 (112)         (134)     (238) 
 
 
 Net cash generated by financing 
  activities                                   2,138         3,247     5,111 
 
 
 Net increase / (decrease) in 
  cash 
 and cash equivalents                            271         (480)       515 
 Cash and cash equivalents at 
  start of period                               (41)         (556)     (556) 
 
 
 Cash and cash equivalents at 
  end of period                               GBP230    GBP(1,036)   GBP(41) 
 
 
 Cash and cash equivalents                       230            22       686 
 Bank overdraft                                    -       (1,058)     (727) 
 
 
 Cash and cash equivalents at                 GBP230    GBP(1,036)   GBP(41) 
  end of period 
 
 
 
 Consolidated statement of changes in equity for the half year ended 
  31 December 2010 
 
                       Attributable to equity holders 
                                of the parent               Minority     Total 
                     Share   Special   Retained             interest 
                   capital   reserve   earnings     Total 
                   GBP'000   GBP'000    GBP'000   GBP'000    GBP'000   GBP'000 
 
 Equity 
  shareholders 
  funds at 1 
  July 2009            439    10,409    (6,795)     4,053          -     4,053 
 Loss for the 
  period                 -         -      (166)     (166)        (6)     (172) 
 
 
 Equity 
  shareholders 
  funds at 31 
  December 2009        439    10,409    (6,961)     3,887        (6)     3,881 
 Loss for the 
  period                 -         -    (3,742)   (3,742)      (149)   (3,891) 
 Losses 
  extinguished           -   (8,215)      8,215         -          -         - 
 
 
 Equity 
  shareholders 
  funds at 30 
  June 2010            439     2,194    (2,488)       145      (155)      (10) 
 Loss for the 
  period                 -         -    (2,422)   (2,422)       (83)   (2,505) 
 
 
 Equity 
  shareholders 
  funds at 31 
  December 2010        439     2,194    (4,910)   (2,277)      (238)   (2,515) 
 
 
 

Notes to the unaudited interim financial information for the six month period ended 31 December 2010

1 Basis of Preparation

These interim financial statements for the six month period ended 31 December 2010, comprising the Consolidated Income Statement, Consolidated Balance Sheet, Consolidated Cash Flow Statement and Consolidated Statement of Changes in Equity and accompanying notes, have been prepared using the historical cost convention. They are in accordance with the recognition and measurement criteria of International Financial Reporting Standards ("IFRS") as adopted by the European Union and the AIM Rules for companies, save that the Group has elected not to adopt IAS34 'Interim Financial Reporting'. These IFRS interim financial statements do not include all the information required for full IFRS annual financial statements.

The interim results do not constitute the statutory accounts within the meaning of s435 of the Companies Act 2006. The financial information in this report for the six months to 31 December 2010 and 31 December 2009 has not been audited. The comparative figures for the year ended 30 June 2010 are extracted from the Group's audited financial statements for that period as delivered to the Registrar of Companies and filed at Companies House and prepared in accordance with the Companies Act 2006. They do not constitute the financial statements for that period.

Those financial statements received an unqualified audit report which did not contain any statement under sections 498 (2) or (3) of the Companies Act 2006 but did include an emphasis of matter paragraph in the auditor's report relating to going concern. In this context the Group has prepared cash flow forecasts for the period to 30 June 2015. These have been updated and now show that additional funding of GBP3.5 million will be required in the period to 30 June 2011. This is expected to be satisfied by the working capital facility to be provided by WFCL, subject to the Offer becoming or being declared unconditional and therefore, the Directors consider it appropriate to prepare the interim results on a going concern basis. The interim results do not include any adjustments that would result should this not be the case.

The interim results have also been prepared on a consistent basis with the accounting policies expected to be applied for the year ending 30 June 2011, and which are also consistent with the accounting policies for the year ended 30 June 2010 except for the adoption of new standards and interpretations.

 
 2    Revenue 
 
                                   Unaudited       Unaudited       Audited 
                                   half year       half year          year 
                                       ended           ended         ended 
                                 31 December     31 December       30 June 
                                        2010            2009          2010 
                                     GBP'000         GBP'000       GBP'000 
 
  Matchday                             2,001           2,043         4,351 
  Media                                2,573           2,249         4,090 
  Commercial                             863             871         1,464 
  Other                                    -               -         1,353 
 
                                    GBP5,437        GBP5,163     GBP11,258 
 
 
      Revenue streams comprise: 
 
      Matchday - season and matchday tickets, corporate hospitality 
       income and matchday catering 
      Media - television and broadcasting income, including distributions 
       from the FA Premier League broadcasting agreements, Football 
       League funding, cup competitions and local radio 
      Commercial - sponsorship income, merchandising, conference 
       and banqueting and other sundry income 
 
      Other - Elton John Concert revenue 
 
 3    Taxation 
 
      After taking into account the projected performance for the 
       next six months and unutilised tax losses, no provision for 
       taxation is required. 
 
 4    Loss per share 
 
      Loss per ordinary share has been calculated 
      as follows:                  Unaudited       Unaudited       Audited 
                                   half year       half year          year 
                                       ended           ended         ended 
                                 31 December     31 December       30 June 
                                        2010            2009          2010 
                                     GBP'000         GBP'000       GBP'000 
 
      Loss for the period         GBP(2,422)        GBP(166)    GBP(3,908) 
 
  Weighted average 
   number of shares in 
   issue                          43,885,693      43,885,693    43,885,693 
 
 
  Loss per ordinary 
   share                              (5.5p)          (0.4p)        (8.9p) 
 
 
 5    Other operating income 
                                   Unaudited       Unaudited       Audited 
                                   half year       half year 
                                       ended           ended    year ended 
                                 31 December     31 December       30 June 
                                        2010            2009          2010 
                                     GBP'000         GBP'000       GBP'000 
 
  Rent receivable                        291             265           519 
      Contribution to 
      capital expenditure                  1               -             - 
  Release of capital 
   grants                                  1               -             4 
  Other                                   15               -            28 
 
                                      GBP308          GBP265        GBP551 
 
 
 
 
 6    Financing 
                                    Unaudited     Unaudited      Audited 
                                    half year     half year 
                                        ended         ended   year ended 
                                  31 December   31 December      30 June 
                                         2010          2009         2010 
                                      GBP'000       GBP'000      GBP'000 
      Financing income: 
 
      Bank deposit interest              GBP2        GBPNil         GBP7 
 
 
      Financing costs: 
 
  Bank loan and overdraft                   5             6           12 
  Other interest                          491           177          395 
 
 
                                       GBP496        GBP183       GBP407 
 
 
 
 
 7    Property, plant and equipment - group 
                                                                         Motor 
                                          Freehold      Leasehold    vehicles, 
                             Assets        ground,       property   equipment, 
                                          premises 
                              under            and            and     fixtures 
                       construction   improvements   improvements          and       Total 
                                                                      fittings 
                            GBP'000        GBP'000        GBP'000      GBP'000     GBP'000 
      Cost : 
 
  At 1 July 
   2009                           -         12,659            879        2,700      16,238 
  Additions                       -              -              -           68          68 
 
 
  At 31 December 
   2009                           -         12,659            879        2,768      16,306 
 
  Additions                     868             11              1           12         892 
  Disposals                       -              -          (662)        (603)     (1,265) 
 
 
  At 30 June 
   2010                         868         12,670            218        2,177      15,933 
 
  Additions                       -            317              -           25         342 
  Transfer                    (289)            289              -            -           - 
 
 
  At 31 December 
   2010                         579         13,276            218        2,202      16,275 
 
 
      Depreciation: 
 
  At 1 July 
   2009                           -          1,105            527        1,726       3,358 
  Charge for 
   the half year                  -            116            123           47         286 
 
 
  At 31 December 
   2009                           -          1,221            650        1,773       3,644 
 
  Charge for 
   the half year                  -            117            114          138         369 
  Disposals                       -              -          (636)        (518)     (1,154) 
 
 
  At 30 June 
   2010                           -          1,338            128        1,393       2,859 
 
  Charge for 
   the half year                  -            143             21          100         264 
 
 
  At 31 December 
   2010                           -          1,481            149        1,493       3,123 
 
 
  Net book value 
   : 
 
  At 31 December             GBP579      GBP11,795          GBP69       GBP709   GBP13,152 
   2010 
 
 
  At 30 June                 GBP868      GBP11,332          GBP90       GBP784   GBP13,074 
   2010 
 
 
  At 31 December             GBPNil      GBP11,438         GBP229       GBP995   GBP12,662 
   2009 
 
 
  At 30 June                 GBPNil      GBP11,554         GBP352       GBP974   GBP12,880 
   2009 
 
 
 
 
 8    Intangible assets - group 
                         Pouring        Players' 
                          rights   registrations      Total 
                         GBP'000         GBP'000    GBP'000 
      Cost : 
 
  At 1 July 2009             752           9,756     10,508 
  Additions                    -             385        385 
  Disposals                    -         (3,720)    (3,720) 
 
 
  At 31 December 
   2009                      752           6,421      7,173 
 
  Additions                    -             623        623 
  Disposals                    -           (871)      (871) 
 
 
  At 30 June 2010            752           6,173      6,925 
 
  Additions                    -             692        692 
 
 
  At 31 December 
   2010                      752           6,865      7,617 
 
 
      Amortisation : 
 
  At 1 July 2009             752           7,538      8,290 
  Charge for the 
   half year                   -             597        597 
  Disposals                    -         (2,684)    (2,684) 
 
 
  At 31 December 
   2009                      752           5,451      6,203 
 
  Charge for the 
   half year                   -             544        544 
  Impairment                   -             230        230 
  Disposals                    -           (871)      (871) 
 
 
  At 30 June 2010            752           5,354      6,106 
 
  Charge for the 
   half year                   -             393        393 
 
 
  At 31 December 
   2010                      752           5,747      6,499 
 
 
 
  Net book value 
   : 
 
  At 31 December          GBPNil        GBP1,118   GBP1,118 
   2010 
 
 
  At 30 June 2010         GBPNil          GBP819     GBP819 
 
 
  At 31 December          GBPNil          GBP970     GBP970 
   2009 
 
 
  At 30 June 2009         GBPNil        GBP2,218   GBP2,218 
 
 
 
 9     Inventories 
                                 Unaudited     Unaudited         Audited 
                                        31            31 
                                  December      December         30 June 
                                      2010          2009            2010 
                                   GBP'000       GBP'000         GBP'000 
 
       Goods for resale             GBP144        GBP176          GBP113 
 
 
       The estimated replacement cost of stocks does not materially 
        differ from their balance sheet value. 
 
 10    Trade and other receivables 
                                 Unaudited     Unaudited         Audited 
                                        31            31 
                                  December      December         30 June 
                                      2010          2009            2010 
                                   GBP'000       GBP'000         GBP'000 
 
  Trade receivables                    824           949             952 
  Less: Provision for 
   impairment                         (167)         (71)           (160) 
 
 
  Trade receivables - 
   net                                 657           878             792 
  Transfer fees 
   receivable                          685         3,909           2,265 
  Other receivables                     10           111              10 
  Prepayments and accrued 
   income                              456           816             761 
 
 
                                  GBP1,808      GBP5,714        GBP3,828 
 
 
  Other receivables includes GBP10,183 which falls due after 
   more than one year. 
  Prepayments and accrued income includes GBP97,524 which 
   falls due after more than one year. 
 
 
 
 11    Interest bearing loans and other borrowings 
 
       Current liabilities 
                                 Unaudited     Unaudited            Audited 
                                        31            31 
                                  December      December            30 June 
                                      2010          2009               2010 
                                   GBP'000       GBP'000            GBP'000 
 
  Convertible Loan Notes 
   2009                                   -            -                592 
       364 Day Secured 
       Bonds 2010                    10,145            -                  - 
  Bank overdraft                         -         1,058                727 
  Directors' loans                     500             -              2,550 
  Other loans                        1,999         5,175              6,721 
 
 
                                 GBP12,644      GBP6,233          GBP10,590 
 
 
       Non-current 
       liabilities 
                                      2010          2009               2010 
                                   GBP'000       GBP'000            GBP'000 
 
       Convertible Loan 
       Notes 2009                         -          592                  - 
  Other loans                          753         2,971                836 
 
 
                                    GBP753      GBP3,563             GBP836 
 
 
 
 
 
 The maturity of total debt may be analysed as follows: 
 
                                  2010       2009         2010 
                               GBP'000    GBP'000      GBP'000 
 
 In one year or less            12,644      6,233       10,590 
 Between one and two 
  years                             84        844          167 
 Between two and five 
  years                            669      2,719          669 
 
 
                             GBP13,397   GBP9,796    GBP11,426 
 
 

Current liabilities include GBP9,906,000 which represents the fair value of the 364 day Secured Bond which was issued for a total of GBP10,142,000 on 13 July 2010. The Bond is secured by a second charge over the Vicarage Road Stadium and attracts interest at 4.5% above the Barclays Bank base rate; to 31 December 2010 an amount of GBP239,000 has been accrued. Each GBP1 of the bond has 20 detachable warrants (each to subscribe for one new Ordinary Share at a subscription price of 4 pence), these warrants are considered not to have any material value. Costs relating to the Secured Bond totalled GBP447,000 and are being released as an interest charge on a straight line basis against the 364 day period, to 31 December 2010 this release totals GBP211,000. If the WFCL Offer becomes or is declared unconditional the new terms of the bonds, as set out in the offer document posted to shareholders on 25 March 2011, become effective from 10 March 2011.

Directors' loans in current liabilities include a loan from David Fransen of GBP500,000. The loan was due for repayment on 31 January 2011, but has been deferred until 31 March 2011. The loan is unsecured and attracts interest at 3.5% above the Barclays Bank base rate. Interest of GBP10,000 has been accrued for the period 01 July 2010 to 31 December 2010.

Other loans of GBP1,999,000 includes an amount of GBP1,506,000 secured against the sale of future tickets and is fully repayable before the end of June 2011, an unsecured amount of GBP168,000 from The Football League and an unsecured amount of GBP250,000, attracting interest at 0.5% above Barclays Bank base rate, which is repayable by 31 August 2011.

Non current loans include the balance of The Football League loan at GBP84,000 which will be repayable during the period 1 January 2012 to 30 June 2012 and a secured loan from Watford FC's Community Sports & Education Trust of GBP669,000 which is repayable in June 2013.

 
 12    Trade and other payables 
 
       Current liabilities 
                                     Unaudited     Unaudited    Audited 
                                   31 December   31 December    30 June 
                                          2010          2009       2010 
                                       GBP\'000       GBP'000    GBP'000 
 
  Trade payables                         1,066           889      1,754 
  Players' registration 
   costs                                   353           351        531 
  Other taxes and social 
   security                                420           266        236 
  Accruals                               1,553         1,230      1,798 
 
 
                                      GBP3,392      GBP2,736   GBP4,319 
 
 
       Non-current liabilities 
                                          2010          2009       2010 
                                       GBP'000       GBP'000    GBP'000 
 
       Players' registration 
        costs                               31             -          - 
  Accruals                                 480           330        488 
 
 
                                        GBP511        GBP330     GBP488 
 
 
 
 
 13    Deferred revenue 
 
       Current liabilities 
                                        Unaudited      Unaudited   Audited 
                                      31 December    31 December   30 June 
                                             2010           2009      2010 
                                          GBP'000        GBP'000   GBP'000 
 
  Deferred revenue                          1,654          2,772     2,272 
 
 
       Non-current liabilities 
                                             2010           2009      2010 
                                          GBP'000        GBP'000   GBP'000 
 
  Capital grants                               21             26        22 
  Contributions to capital 
   expenditure                                  2              3         3 
 
 
                                            GBP23          GBP29     GBP25 
 
 
  Deferred revenue includes income, mainly from season 
   ticket sales, received in advance in respect of the 2010/11 
   season. These amounts are released evenly throughout 
   the year. 
 
  Capital grants comprise grants received (principally 
   from the Football Stadia Improvement Fund), towards the 
   costs of stadium re-development. 
 
 
 
                                                Contributions 
                                      Capital      to capital 
                                       grants     expenditure     Total 
                                      GBP'000         GBP'000   GBP'000 
 
  At 1 July 2010                           22               3        25 
  Credited to the profit 
   and loss account                       (1)             (1)       (2) 
 
 
       At 31 December 2010              GBP21            GBP2     GBP23 
 
 
 14    Share capital 
                                    Unaudited       Unaudited   Audited 
                                  31 December     31 December   30 June 
                                         2010            2009      2010 
                                      GBP'000         GBP'000   GBP'000 
 
  Allotted, called up and 
   fully paid : 
 
  Ordinary shares of 1p                GBP439          GBP439    GBP439 
   each 
 
 
 
 
 15    Reserves 
                                  Special     Profit and 
       Group                      reserve   loss account 
                                  GBP'000        GBP'000 
 
  At 1 July 2010                    2,194        (2,488) 
  Minority interest                     -             83 
  Loss for the half year                -        (2,505) 
 
 
  At 31 December 2010            GBP2,194     GBP(4,910) 
 
 

16 Contingent liabilities and assets

a) Players' transfer costs payable

Under the terms of certain contracts with other football clubs in respect of player transfers, additional amounts would become payable if certain specific performance conditions are met. The maximum that would be payable in respect of transfers to 31 December 2010 is GBP1,825,333. Since the half year end and to the date of approval of these financial statements GBP30,000 of this has become payable. Of the contingent amount, GBP1,222,500 relates to clauses linked to promotion to the Premiership or international appearances, the remainder relates to appearance fees.

b) Player transfer fees receivable from Portsmouth FC

Of the amount outlined at note 10 relating to transfer fees receivable, GBP500,000 is due from Portsmouth FC. These payments are expected to be made direct to the Club by the Premier League in accordance with Premier League rules C51 and C53 (since 31 December 2010, GBP500,000 has been received). However, the payments have been received conditional upon the Premier League being able to recoup them should any third parties be able successfully to challenge the so called Football Creditor rule. The directors are confident that whilst a contingent liability totalling GBP1,450,000 does exist, it appears unlikely that these monies will need to be repaid (this total amount includes all amounts received from the Premier League since 30 June 2010).

c) Signing-on-fees

The maximum possible commitments in respect of signing-on-fees due to players under contracts at the half year end, which are payable on future dates specified in their contracts and not provided for in the accounts, amounted to GBP256,000.

d) Player transfer costs receivable

At 31 December 2010 the Club has sums receivable from other clubs in respect of players under contract, dependent upon the number of first team appearances. Due to the uncertainty of receipt of these contingent assets, it is not practical to disclose the amount likely to be received.

17 Related party and directors' transactions

A director, J Winter is a director of Watford FC's Community Sports & Education Trust, a charitable company. At 31 December 2010, in addition to the loan shown in note 11, GBP25,781 was owed by the Trust to the Club. The movement since the 30 June 2010 where the Club owed the Trust GBP8,779 includes interest payable by the Club to the Trust of GBP6,745, offset by invoices paid on behalf of the Trust by the Club totalling GBP41,305.

A loan from director D Fransen of GBP2,050,000 was converted into a Secured 364 Bond on 13 July 2010. Interest on this loan has been accrued from 1 July 2010 to 13 July 2010 and totalled GBP2,921. This interest amount along with previously accrued interest of GBP84,921 remains unpaid. The GBP2,050,000 which has been transferred to the Secured Bond is attracting interest at 4.5% above base rate and the amount owed to D Fransen at 31 December 2010 is GBP48,301.

A second unsecured loan from director D Fransen of GBP500,000 made during January and February 2010 was due for repayment on 31 January 2011. Repayment of this loan has been deferred until 31 March 2011. The loan is accruing interest at 3.5% above Barclays bank base rate and the amount of interest accrued in the period 30 June 2010 to 31 December 2010 is GBP10,082, with the total amount of accrued, unpaid interest at 31 December 2010 being GBP18,148.

Amounts of accrued remuneration fees relating to directors G Taylor and S Timperley for the period February 2009 to 30 June 2010 have been paid during the period 1 July 2010 and 31 December 2010.

The previously accrued amount which has been paid to G Taylor is GBP8,854 along with remuneration relating to the period 1 July 2010 to 31 December 2010 of GBP12,500. In addition expenses of GBP4,777 have been paid. These relate to the period from February 2009 to 31 December 2010. An amount of accrued remuneration totalling GBP26,563 remains unpaid and will be paid over the period 01 January 2011 to 30 June 2011.

The previously accrued amount which has been paid to S Timperley is GBP8,854 along with remuneration relating to the period 1 July 2010 to 31 December 2010 of GBP12,500. In addition expenses of GBP2,456 have been paid, these relate to the period from February 2009 to 31 December 2010. An amount of accrued remuneration totalling GBP26,563 remains unpaid and will be paid over the period 01 January 2011 to 30 June 2011.

Further remuneration fees have been accrued during the period 01 July 2010 to 31 December 2010 for director D Fransen, totalling GBP12,500. Subsequent to 31 December 2010, these amounts in addition to the previously accrued total of GBP31,250 for the period April 2009 to 30 June 2010 have been reversed as D Fransen will not be drawing his remuneration for his services as a director for the period to date.

Remuneration of GBP79,000 for the period 01 July 2010 to 31 December 2010 has been paid to director, J Winter. In addition pension contributions of GBP7,750 have been accrued and expenses of GBP599 paid.

In order to satisfy the terms of the 364 day Secured Bonds which were issued on 13 July 2010, GBP13,000,000 of the intercompany debt between Watford Football Club (the 'Club') and Watford Leisure PLC (the 'Company') was waived, reducing the debt position to GBP1,166,855. The intercompany debt was subsequently increased by GBP7,500,000 following the subscription of Bonds by a shareholder, Fordwat Ltd ('Fordwat'). This amount was loaned to the Club enabling it to repay the Fordwat loan of GBP6,478,168 and unpaid accrued interest of GBP86,538, leaving GBP935,294 available for working capital requirements. Invoices amounting to GBP913,730 have been paid by the Club on behalf of the Company and interest receivable amounting to GBP13,162, was charged by the Company to the Club during the period 01 July 2010 to 31 December 2010. The intercompany loan position at 31 December 2010 is GBP7,766,268.

18 Availability of Interim Report

A copy of these interim results will be made available for inspection at the Company's registered office during normal business hours on any weekday. The registered office is at Vicarage Road Stadium, Watford, Hertfordshire WD18 0ER. A copy can also be downloaded from the Company's website at www.watfordleisureplc.com. Watford Leisure PLC is registered in England and Wales with registered number 03335610.

Enquiries:

Watford Leisure PLC

Tel: 01923 496 000

Graham Taylor, Chairman

Julian Winter, Chief Executive Officer

Strand Hanson Limited

Tel: 020 7409 3494

Rory Murphy

This information is provided by RNS

The company news service from the London Stock Exchange

END

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