Notes 30-35
30. Notes to the cash flow statement
| 2007 £m |
2006 £m |
|
|---|---|---|
| Operating profit | 142.1 | 126.9 |
| Adjustments for: | ||
| Depreciation of property, plant and equipment | 19.1 | 19.1 |
| Amortisation of intangible assets | 7.6 | 7.0 |
| Impairment of goodwill | 2.0 | 1.4 |
| Loss on disposal of subsidiaries | 0.9 | |
| Loss on disposal of property, plant and equipment | 0.3 | 0.7 |
| Loss on disposal of intangible assets | 0.4 | |
| Share-based payments | 9.1 | 6.9 |
| Other non-cash movements | 0.2 | 0.4 |
| 181.3 | 162.8 | |
| Increase in receivables | (374.9) | (282.0) |
| Decrease/(increase) in inventory: work in progress | 1.4 | 0.4 |
| Increase/(decrease) payables | 367.2 | 249.5 |
| (6.3) | (32.1) | |
| Cash flows from operating activities | 175.0 | 130.7 |
| 1 January 2007 £m |
Cash flow £m |
Other non- cash charges £m |
Exchange movements £m |
31 December 2007 £m |
|
|---|---|---|---|---|---|
| Analysis of net debt | |||||
| Cash and cash equivalents | 284.2 | 52.8 | - | 19.8 | 356.8 |
| Overdrafts | (27.2) | 0.2 | - | (0.3) | (27.3) |
| 257.0 | 53.0 | - | 19.5 | 329.5 | |
| Debt due within one year | (269.5) | 54.0 | 158.1 | (0.9) | (58.3) |
| Debt due after more than one year | (196.4) | (146.1) | (158.1) | (17.4) | (518.0) |
| Net debt before issue costs of debt | (208.9) | (39.1) | - | 1.2 | (246.8) |
| Issue costs of debt | 2.0 | 0.4 | (0.8) | - | 1.6 |
| Total | (206.9) | (38.7) | (0.8) | 1.2 | (245.2) |
The Group has revisited the classification of certain bank accounts during the period and as a result it has reclassified £21.7 million at 31 December 2006 from trade and other receivables to cash, and has reclassified £158.1 million borrowings drawn from the Group's revolving credit facility from Debt due within one year to Debt due after more than one year.
31. Operating lease arrangements
| 2007 Land and buildings £m |
2007 Other £m |
2007 Total £m |
2006 Land and buildings £m |
2006 Other £m |
2006 Total £m |
|
|---|---|---|---|---|---|---|
| Lease payments under operating leases recognised in income for the year |
38.1 | 3.5 | 41.6 | 33.1 | 4.0 | 37.1 |
At the balance sheet date, the Group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
| 2007 Land and buildings £m |
2007 Other £m |
2007 Total £m |
2006 Land and buildings £m |
2006 Other £m |
2006 Total £m |
|
|---|---|---|---|---|---|---|
| Within one year | 30.3 | 5.1 | 35.4 | 28.1 | 2.7 | 30.8 |
| In the second to fifth years inclusive | 72.3 | 8.6 | 80.9 | 67.6 | 4.1 | 71.7 |
| After five years | 62.6 | - | 62.6 | 25.7 | 0.2 | 25.9 |
| 165.2 | 13.7 | 178.9 | 121.4 | 7.0 | 128.4 |
Operating lease payments principally represent rentals payable by the Group for certain of its office properties. Leases are negotiated for an average term of 5.3 years and rentals are fixed for an average of 1.5 years.
32. Share-based payments
The Group recognised a total expense of £9.1 million (2006: £6.9 million) in respect of all share-based payments in the year. Share-based payments include share options and conditional share awards.
Share options
The Group issues share options to certain employees. The grant price for share options is equal to the average quoted market price of the Company shares on the date of grant. The vesting period is typically three years. If share options remain unexercised after a period of ten years from the date of grant, the options expire. Share options are forfeited if the employee leaves the Group before the options vest and are subject to EPS and TSR performance conditions. Further details are provided in the Remuneration Report.
| 2007 Options (millions) |
2007 Weighted average exercise price (£) |
2006 Options (millions) |
2006 Weighted average exercise price (£) |
|
|---|---|---|---|---|
| Outstanding at beginning of period | 60.5 | 1.07 | 87.7 | 1.04 |
| Granted during the period | 2.7 | 1.47 | 3.4 | 1.34 |
| Forfeited during the period | (6.1) | 1.10 | (13.1) | 1.15 |
| Exercised during the period | (14.8) | 0.98 | (17.5) | 0.92 |
| Outstanding at end of period | 42.3 | 1.04 | 60.5 | 1.07 |
| Exercisable at end of period | 31.2 | 1.07 | 29.4 | 1.10 |
The weighted average share price at the date of exercise for share options exercised during the period was £0.98 (2006: £0.92). The options outstanding at 31 December 2007 had a weighted average exercise price of £1.04 (2006: £1.07), and a weighted average remaining contractual life of 4.9 years (2006: 5.4 years). The fair value per option granted (weighted average) in the year was £0.38 (2006: £0.36).
The fair value of share options was determined using a stochastic model and the following assumptions:
| 2007 | 2006 | |
|---|---|---|
| Expected life | 5 years | 3 years |
| Weighted average share price | 149.00 | 135.75 |
| Weighted average exercise price | 147.50 | 134.00 |
| Expected volatility | 19.0% | 23.0% |
| Risk free rate | 5.7% | 4.4% |
| Expected dividend yield | 1.4% | 1.2% |
Expected volatility was determined by considering the historical volatility of the Group's share price over the previous five years, with certain periods where the share price was particularly volatile for specific reasons, being disregarded as these were not considered to be indicative of expected future volatility. The expected life used in the model has been adjusted, based on management's best estimate, for the effects of non-transferability, exercise restrictions, and behavioural considerations.
The Group recognised a total expense of £1.3 million (2006: £2.1 million) in respect of share options in the year.
Conditional share awards
The Group issues conditional share awards to certain employees. The vesting period is typically three years. The extent to which awards vest is determined partly by reference to the Company's Total Shareholder Return (TSR) performance relative to a group of similar businesses and partly by reference to the Company's EPS growth relative to RPI. Further details are provided in the Remuneration Report.
The fair value of conditional share awards was determined using a stochastic model using the assumptions given in the table above.
The Group recognised a total expense of £7.8 million (2006: £4.8 million) in respect of conditional share awards in the year.
33. Retirement benefit schemes
Defined contribution schemes
Retirement benefits for employees are principally provided by defined contribution schemes which are funded by contributions from Group companies and employees. The amount charged to the profit and loss account of £9.5 million (2006: £6.2 million) represents contributions payable in the year to these schemes at rates specified in the rules of the plans. As at 31 December 2007, contributions of £nil (2006: £nil) due in respect of the current reporting period had not been paid over to the schemes.
Defined benefit schemes
The Group operates a number of defined benefit schemes for qualifying employees of its subsidiaries. The principal schemes are located in Germany, Italy, France and Norway. The numbers below are in respect of all material Group defined benefit schemes, unless otherwise stated.
The most recent actuarial valuations of plan assets and the present value of the defined benefit obligation were carried out at 31 December 2007. The present value of the defined benefit obligation, the related service cost and the past service cost were measured using the projected unit credit method.
The principal assumptions used are set out below.
| Germany | 2007 Italy |
France | Norway | Germany | 2006 Italy |
France | Norway | |
|---|---|---|---|---|---|---|---|---|
| Discount rate | 5.5% | 4.0% | 5.2% | 4.7% | 4.5% | 4.0% | 4.0% | 4.5% |
| Expected rate of increase in pensionable salaries |
- | 2.0% | 2.0% | 5.8% | - | 2.0% | 2.0% | 5.5% |
| Expected rate of increase in pensions in payment |
1.8% | 2.0% | - | 4.5% | 1.8% | 2.0% | - | 4.5% |
| Expected long-term rate of return on plan assets |
5.5% | - | - | 4.3% | 4.5% | - | - | 4.3% |
| Inflation assumption | - | 2.2% | 2.0% | 2.0% | 2.0% | 2.2% | 2.0% | 1.6% |
The principal defined benefit schemes in Germany and Norway are funded. The assets of these schemes are held separately from those of the Group in independently administered funds, in accordance with scheme rules and statutory requirements. The unfunded defined benefit schemes are principally in Italy and France.
The table below shows the amount included in the balance sheet arising from the Group's obligations in respect of its defined benefit retirement schemes and the expected rates of return (net of administrative expenses) on the assets in the schemes.
| 2007 % |
2007 £m |
2006 % |
2006 £m |
|
|---|---|---|---|---|
| Equity instruments | 75% | 4.5 | 73% | 3.4 |
| Debt instruments | 4% | 0.2 | 4% | 0.2 |
| Other assets | 21% | 1.2 | 23% | 1.1 |
| Fair value of pension scheme assets | 100% | 5.9 | 100% | 4.7 |
| Present value of defined benefit obligations | (13.0) | (12.7) | ||
| Deficit in scheme | (7.1) | (8.0) | ||
| Related deferred tax asset | 0.8 | 1.1 | ||
| Net pension liability net of deferred tax asset | (6.3) | (6.9) |
The actual loss on scheme assets was £0.2 million (2006: £nil). The plan assets do not include any of the Group’s own financial assets, nor any property occupied by, or other assets used by, the Group.
The amounts charged to operating profit are as follows:
| 2007 £m |
2006 £m |
|
|---|---|---|
| Current service cost | (0.6) | (1.3) |
| Past service cost | 0.4 | - |
| (0.2) | (1.3) |
The amounts credited to investment income and charged to finance costs are as follows:
| 2007 £m |
2006 £m |
|
|---|---|---|
| Expected return on pension scheme assets | 0.2 | - |
| Interest on pension scheme liabilities | (0.8) | - |
| (0.6) | - |
Actuarial gains and losses have been reported in the statement of recognised income and expense.
The amounts recognised in the statement of recognised income and expense are as follows:
| 2007 £m |
2006 £m |
|
|---|---|---|
| Actual return less expected return on pension scheme assets | (0.2) | (0.4) |
| Experienced gains and losses on scheme liabilities | 0.3 | 0.4 |
| Amount recognised in the statement of recognised income and expense | 0.1 | - |
Movements in the present value of defined benefit obligations were as follows:
| 2007 £m |
2006 £m |
|
|---|---|---|
| At 1 January | 12.7 | 12.1 |
| Service cost | 0.2 | 1.3 |
| Interest cost | 0.8 | 0.3 |
| Contributions from scheme members | - | 0.1 |
| Actuarial gains and losses | (0.3) | (0.4) |
| Benefits paid | (0.1) | (0.5) |
| Other | (1.2) | 0.2 |
| Foreign exchange movement | 0.9 | (0.4) |
| At 31 December | 13.0 | 12.7 |
Movements in the fair value of scheme assets were as follows:
| 2007 £m |
2006 £m |
|
|---|---|---|
| At 1 January 2007 | 4.7 | 3.9 |
| Expected return on scheme assets | 0.2 | 0.1 |
| Actuarial gains and losses | (0.2) | (0.4) |
| Benefits paid | 0.4 | 0.3 |
| Contributions from scheme members | 0.1 | 0.5 |
| Other | 0.1 | 0.4 |
| Foreign exchange movement | 0.6 | (0.1) |
| At 31 December 2007 | 5.9 | 4.7 |
History of experienced gains and losses:
| 2007 | 2006 | |
|---|---|---|
| Difference between the expected and actual return on scheme assets: | ||
| Amount (m) | (0.2) | - |
| Percentage of scheme assets | 3.1% | 0.0% |
| Experienced gains and losses on scheme liabilities: | ||
| Amount (m) | 0.3 | - |
| Percentage of present value of scheme liabilities | 2.3% | 0.0% |
| Total amount recognised in statement of recognised income and expense: | ||
| Amount (m) | 0.1 | - |
| Percentage of present value of scheme liabilities | 0.8% | 0.0% |
The estimated amount of contributions to be paid to the scheme during 2008 is £0.6 million.
34. Events after the balance sheet date
Since the year-end, the Group has acquired four companies: Oncology Inc. in the US, White Sheep in Finland, CIMA Group in Latin America and PS&A in the UK. The total maximum consideration in respect of these acquisitions is £12.5 million. The assessment of the purchases price allocation in respect of these acquisitions is currently being performed.
35. Related party transactions
Remuneration of key management personnel
The following is the compensation of directors and key management. Further information about the remuneration of individual directors is provided in the audited part of the Directors' Remuneration Report.
| 2007 £m |
2006 £m |
|
|---|---|---|
| Short-term employee benefits | 5.9 | 5.3 |
| Post-employment benefits | 0.7 | 0.6 |
| Other long-term benefits | - | - |
| Termination benefits | - | - |
| Share-based payment | 2.7 | 1.7 |
| 9.3 | 7.6 |
Transactions with associated undertakings
In 2007, Group companies purchased media space from associated undertakings totalling £37.6 million (£006: £23.3 million).
The balance due from Group companies to associated undertakings at the end of 2007 was £8.1 million (2006: £0.1 million).
The balance due from associated undertakings to Group companies at the end of 2007 was £0.8 million (2006: £0.7 million).





