Results Presentation Full year ended 30 September 2021 - Thursday, 18 November 2021 - DMGT
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Results Presentation Full year ended 30 September 2021 Thursday, 18 November 2021 Paul Zwillenberg, CEO Tim Collier, CFO © 2021 DMGT
Disclaimer Certain statements in this presentation are forward looking statements. Those statements This presentation does not constitute can be identified by the fact that they do not relate only to historical or current facts. or form part of any offer or invitation Those forward-looking statements and statements which contain the words “anticipate”, to sell, or any solicitation of any offer “believe”, “intend”, “estimate”, “expect” and words of similar meaning, reflect the to purchase any shares in the Group’s Directors’ beliefs and expectations. By their nature, forward-looking statements Company, nor shall it or any part of it involve a number of risks, uncertainties or assumptions that could cause actual results or or the fact of its distribution form the events to differ materially from those expressed or implied by the forward-looking basis of, or be relied on in connection statements. These risks, uncertainties or assumptions could adversely affect the outcome with, any contract or commitment or and financial effects of the plans and events described herein. DMGT believes factors investment decisions relating that could cause actual financial condition, performance or other indicated results to thereto, nor does it constitute a differ materially from those indicated in forward-looking statements in the presentation recommendation regarding the include, without limitation, the ongoing effects of the Covid-19 pandemic; the policies shares of the Company. Past and actions of governmental and regulatory authorities in the jurisdictions in which performance cannot be relied upon DMGT operates; the actual or anticipated political, legal and economic ramifications of as a guide to future performance. the UK’s withdrawal from the European Union; economic, political, social or other developments in jurisdictions and markets in which DMGT operates; the impact of competition, and other changes in trading conditions. Forward-looking statements contained in this presentation 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 apply only as of the date of this presentation. DMGT undertakes no obligation to release any update of, or revisions to, any forward-looking statements, opinions (which are subject to change without notice) or any other information or statement contained in this presentation. © 2021 DMGT 2
Agenda Introduction > Paul Zwillenberg, CEO Offer, financial performance and business update > Tim Collier, CFO Strategy review > Paul Zwillenberg, CEO © 2021 DMGT 4
Full Year 2021 overview Strategy has created substantial value £1,542m pro forma net cash¹ position following significant portfolio activity > Portfolio reshaped: RMS sale, Hobsons sale, Cazoo Group listing, New Scientist acquisition > Organic investment paying off > DMGT’s stake in Cazoo Group worth £763m² at year end Group performance satisfactory: varied dynamics across portfolio > Property Information delivered good growth; Landmark benefitted from high UK residential transaction volumes > Events and Exhibitions experienced significant underlying declines due to Covid restrictions > Consumer Media performed well; Metro severely affected by lower commuter volumes > Continued real dividend growth: +3% to 24.9p full year, future dividend policy withdrawn Notes: (1) Pro forma net cash excludes £37m of lease liabilities in respect of the adoption of IFRS 16, the lease accounting standard. © 2021 DMGT 5 (2) Value of £763m as at 30 September 2021, based on a Cazoo Group share price of US$7.77 and an exchange rate of US$1.35. Value of £975m, based on a Cazoo Group share price of US$10.01 and an exchange rate of US$1.3611, as per the announcement on 3 November 2021 of the recommended cash offer for DMGT.
DMGT is at an inflection point Less diverse portfolio > More weighted to Consumer Media Very strong balance sheet Limited acquisition opportunities > DMGT will continue to adopt a disciplined approach to acquisitions > B2B Information Services: no compelling acquisition opportunities > Consumer Media: smaller, bolt-on opportunities with lower growth characteristics © 2021 DMGT 6
RCL offer for DMGT: Overview Total combined estimated value of c.£12.63¹ per DMGT share > Offer of £2.55 per DMGT share > Special distribution conditional on offer being accepted²: • Cash element of c.£5.68 per share • Cazoo Group share element: c.0.5749 Cazoo share per DMGT share, subject to tax deduction if value per Cazoo Group share exceeds c.£7.38 > Unconditional FY 2021 final dividend of 17.3p per DMGT share Recommended offer > Recommended by Non-conflicted DMGT Directors; advised by JP Morgan Cazenove and Credit Suisse Full offer documents available > Please refer to ‘Major reorganisation and recommended cash offer for DMGT’ announcement and ‘Offer Document’ for details and definitions > Information available at www.dmgt.com/Investors/Recommended offer for DMGT Notes: (1) Total value will depend on the Cazoo Group share price and the US$ exchange rate. The £12.63 total estimated value includes £4.23 in respect of Cazoo Group shares. This is © 2021 DMGT 8 based on a price per Cazoo Group share of $10.01 and a $1.3611 exchange rate, as per the announcement on 3 November 2021. (2) Settlement of the special dividend is conditional on the offer becoming or being declared unconditional.
RCL offer for DMGT: implications and process Implications > Takeover Code restrictions apply: no profit guidance > RCL intends to cancel DMGT’s listing and re-register DMGT as a private limited company Process and timing > Acceptance required from ≥90% of ‘Offer Shares’; RCL can reduce down acceptance to ≥50% of all ‘DMGT Shares’ > ‘Unconditional Date’ for acceptance is 16 December 2021 > If declared, record date for special distribution same as ‘Unconditional Date’ > Cash element of special dividend paid 14 days post record date > FY 2021 final dividend paid 4 February 2022 > Distribution of Cazoo Group shares subject to lock-up and US securities law restrictions: expected during first half of 2022 © 2021 DMGT 9
New shape of portfolio post disposals Revenues by business, including underlying growth rates, and by destination (vs. FY20) Events and Exhibitions (56)% FY 2020: (35)% Rest of World Property +25% Information 4% 10% FY 2020: (6)% North America 26% 7% 16% 15% 21% 50% FY 2021¹ 28% 57% 7% 15% FY 2020² 70% 74% UK Consumer Media (2)% FY 2020: (13)% © 2021 DMGT 10 Notes: (1) Percentages in the slices of the large rings represent share of revenues in FY 2021, excluding RMS and Hobsons. The +X% and (X)% percentages represent underlying growth rates. (2) The inner rings show the share of revenues in FY 2020 including all businesses. The grey slices show that 21% and 7% of FY 2020 revenues were from RMS and Hobsons respectively.
New shape of portfolio post disposals Revenues by type, including underlying growth rates Subscriptions² +17% FY 2020: +3% Transactions +21% & Other FY 2020: (13)% 9% FY 2021¹ 25% FY 2020¹ 16% 31% 6% Circulation² (6)% 30% FY 2020: (7)% Events (55)% 4% 13% FY 2020: (35)% 11% 23% 19% Digital +15% Advertising FY 2020: +4% 13% Print (15)% Advertising FY 2020: (30)% Notes: (1) Percentages in the slices represent share of revenues in FY 2021, excluding RMS and Hobsons (outer ring) and in FY 2020, including RMS and Hobsons (inner ring). © 2021 DMGT 11 (2) Subscriptions include Consumer Media products and Circulation excludes subscriptions. FY 2020 inner ring reflects reclassification from circulation to subscriptions. (3) The +X% and (X)% percentages represent underlying growth rates. The FY 2021 rates exclude RMS and Hobsons completely.
Financial Summary: Adjusted numbers £ million FY 2020 FY 2021 Change % Underlying %¹ Revenue 1,211 1,142 (6%) (1%) Cash operating income ('Cash OI') 110 121 +10% (1%) Operating profit 90 106 +18% +5% Joint ventures and associates (8) (3) (59%) (59%) Net finance costs (10) (15) +48% +48% Profit before tax 72 88 +22% +7% Taxation and non-controlling interests (13) (17) +32% Profit after tax 59 71 +20% Earnings per share 26.1 p 31.3 p +20% Dividend per share 24.1 p 24.9 p +3% Adjusted tax rate 18% 20% > Satisfactory Group revenue performance > Cash OI absolute growth: strong Property Information, Consumer Media growth, increased Corporate costs > Cash OI underlying reduction due to Events: absolute results benefit from £7m of cancellation and postponement costs for FY 2021 events which were recognised in FY 2020; £14m reclassification impact > EPS growth and continued real dividend growth Note: (1) RMS and Hobsons are included in the absolute £m figures and the percentage change. The underlying growth rates exclude RMS and Hobsons completely. © 2021 DMGT 12
Pro forma: continuing operations FY 2021 adjusted results excluding Insurance Risk and EdTech disposals £ million Group Discontinued Pro forma Revenue 1,142 (257) 885 Cash operating income ('Cash OI') 121 (45) 76 Operating profit 106 (41) 66 Joint ventures and associates (3) - (3) Net finance costs (15) 2 (13) Profit before tax 88 (39) 50 Taxation and non-controlling interests (17) 8 (9) Profit after tax 71 (31) 41 Earnings per share 31.3 p (13.5) p 17.8 p Cash OI margin 11% 17% 9% Operating profit margin 9% 16% 7% © 2021 DMGT 13
Financial Summary: Statutory numbers £ million FY 2020 FY 2021 Change % Revenue 870 885 +2% Operating loss (3) (6) +103% Profit/(loss) before tax 34 (2) (107%) Profit on sale of discontinued operations 134 1,551 +1059% Profit for the year 189 1,540 +715% Earnings per share 83.1 p 676.2 p +714% > Revenue, operating profit and PBT exclude Insurance Risk, EdTech and Energy Information (discontinued operations) > Profit for the year and EPS include gain on disposal of Insurance Risk (£1,320m) and EdTech (£231m) © 2021 DMGT 14
Group revenue, cash OI, and operating profit £ million FY 2020 FY 2021 Change % Underlying % Revenue: B2B: Information Services 527 484 (8%) +25% B2B: Events & Exhibitions 79 34 (57%) (56%) Consumer Media 604 624 +3% (2%) 1 DMGT Revenue 1,211 1,142 (6%) (1%) Cash OI: B2B: Information Services 75 89 +18% +57% 2 B2B: Events & Exhibitions 4 1 (86%) (147%) Consumer Media 64 69 +7% +2% Corporate costs (34) (37) +9% +10% 1,2 DMGT Cash OI 110 121 +10% (1%) Operating profit: B2B: Information Services 65 84 +29% +89% 2 B2B: Events & Exhibitions 4 - (89%) (150%) Consumer Media 56 60 +7% +2% Corporate costs (35) (38) +9% +10% 1,2 DMGT Operating profit 90 106 +18% +5% DMGT Cash OI margin 9% 11% DMGT Operating margin 7% 9% > RMS and Hobsons: included in FY 2020, FY 2021 and ‘Change %’; excluded from ‘Underlying %’ Notes: (1) Excluding Events & Exhibitions, DMGT Group underlying growth rates were: Revenue +4%, Cash OI +22%, Adjusted operating profit +36%. © 2021 DMGT 15 (2) Events & Exhibitions’ cash OI and adjusted operating profit both reduced by an underlying £15m.
B2B Information Services¹ summary Revenue, Cash OI and profit growth £ million FY 2020 FY 2021 Change % Underlying % Revenue 527 484 (8%) +25% Cash OI 75 89 +18% +57% Operating profit 65 84 +29% +89% Cash OI margin 14% 18% Operating margin 12% 17% > Major disposals: Insurance Risk (RMS) Sep’21 and EdTech (Hobsons) Mar’21, following Energy Information (Genscape) Nov’19 > Absolute growth rates reflect disposals and weaker US dollar (FY 2021 $1.37; FY 2020 $1.28) > Underlying growth excludes RMS and Hobsons: only Property Information; strong performance > Outlook: Absence of Insurance Risk and EdTech in FY 2022: only Property Information © 2021 DMGT 16 Note: (1) Information Services includes Property Information, Insurance Risk (sold September 2021), Ed Tech (sold March 2021) and, in FY 2020, Energy Information (sold November 2019). Underlying growth rates only include Property Information.
Property Information UK residential property completions per month to September 2021 Pent-up demand and stamp duty benefit 140 First UK lockdown 120 Pre-Covid period 100 Thousands 80 Estimated base 60 level of c.620k p.a. (equivalent to 40 c.52k per month): 20 Stamp duty Stamp duty due to ‘Three Ds’¹ reduction increases 0 Jun'18 Jun'19 Jun'20 Jun'21 Oct'17 Dec'17 Aug'18 Oct'18 Dec'18 Aug'19 Oct'19 Dec'19 Aug'20 Oct'20 Dec'20 Aug'21 Feb'18 Apr'18 Feb'19 Apr'19 Feb'20 Apr'20 Feb'21 Apr'21 Sep’21 > Market in FY 2021 boosted by pent-up demand and UK stamp duty reductions (introduced in Jul’20) > Stamp duty reductions ended in two stages at end June and end of September 2021, causing spikes > Predictable base revenue stream underpinned by c.620k p.a. market transactions due to ‘3Ds’ Notes: (1) We consider the natural market floor to be c.620k transactions p.a. due to death, divorce and default. © 2021 DMGT 17 (2) Based on HMLR Price Paid Data for England and Wales and Landmark estimates for more recent months.
Property Information UK residential property transaction volumes 200% 180% 160% 140% 120% Vs. 2019¹ 100% 80% 60% 40% 20% 0% Jul'20 Aug'20 Sep'20 Oct'20 Nov'20 Dec'20 Jan'21 Feb'21 Mar'21 Apr'21 May'21 Jun'21 Jul'21 Aug'21 Sep'21 Oct'21 New listings Sold subject to contract Searches ordered Completion > Strong market for searches compared to 2019: pent-up demand and stamp duty reduction > Spikes in completions ahead of stamp duty increases at end of June and end of September 2021 > Recent softening in new listings following stamp duty reverting to pre-Covid levels Notes: (1) Chart compares volumes per month as a percentage of the same month in 2019. For example, both Jul’20 and Jul’21 are compared to Jul’19. © 2021 DMGT 18 (2) Source: Landmark’s own data to extrapolate the entire market.
Property Information Strong performance Revenue and underlying growth Cash OI and margin Operating profit and margin +25% 19% 19% (6)% 16% 13% £227m £44m £44m £187m £29m £24m FY 2020 FY 2021 FY 2020 FY 2021 FY 2020 FY 2021 > High volumes in the UK residential market: Landmark revenues +30%¹ > US: Trepp revenues +11%¹; benefitting from previous organic investment and economic cycle > Operating margin 19%: benefitted from revenue growth; Landmark 15%, Trepp 32% > Cash OI includes increased Landmark capex © 2021 DMGT 19 Note: (1) Underlying revenue growth rates: Landmark +30%, Trepp +11% and total Property Information +25%.
Property Information Business update and outlook UK Property Information: Landmark > Landmark 3.0 vision: driving the digitisation of the industry through faster and more transparent property transaction process > Investing in technology: integration of Landmark’s businesses, strengthening technology to enable development of open property transaction platform > Outlook: changes to stamp duty in June and September 2021 expected to reduce market transaction volumes following particularly active market in FY 2021 (Oct’21 revenues underlying decrease -10%)¹; increased organic investment US Property Information: Trepp > Continued expansion of product offering: CMBS², CRE² and Banking > Outlook: well positioned for revenue growth, but at a slower rate following strong FY 2021 (Oct’21 revenues underlying growth +5%)¹; investing in future growth opportunities Notes: (1) For underlying revenue growth rates in October 2021 and October 2020, please see slide 43. © 2021 DMGT 20 (2) CMBS: Commercial Mortgage-Backed Securities / CRE: Commercial Real Estate
Insurance Risk: RMS Successful value creation Revenue and underlying growth Cash OI and margin Operating profit and margin +2% 19% 18% N/A 14% 14% £248m £42m £40m £223m £34m £35m FY 2020 FY 2021 FY 2020 FY 2021 FY 2020 FY 2021 > Business sold for c.£1,425m gross proceeds on 15 September 2021 > FY 2021 includes 11.5 months of RMS > Weaker US dollar: adverse impact on reported results > Margin improvement as expected following peak investment in FY 2020 © 2021 DMGT 21
EdTech: Hobsons Successful value creation Revenue and underlying growth Cash OI and margin Operating profit and margin +7% 12% 7% £85m N/A £10m £6m 7% £34m 3% £2m £1m FY 2020 FY 2021 FY 2020 FY 2021 FY 2020 FY 2021 > Business sold for c.$410m in two separate transactions in early March 2021 > FY 2021 includes 5 months of Hobsons > Investment in modernising product platforms impacted profitability © 2021 DMGT 22
Events and Exhibitions: dmg events Challenging market conditions persist Revenue and underlying growth Cash OI and margin¹ Operating profit and margin¹ (35)% 5% 5% £79m (56)% £4m £4m £34m 2% 1% £1m £0m FY 2020 FY 2021 FY 2020 FY 2021 FY 2020 FY 2021 > No large physical events pre May’21: significantly smaller Gastech and Big 5 Dubai in Sep’21 > Revenues for events held in H2 down 51% compared to pre-Covid levels > Cash OI and operating profit: • Absolute results benefit from £7m of cancellation and postponement costs recognised in FY 2020 relating to events scheduled in FY 2021 • Underlying year-on-year reductions¹ after reclassifying £7m costs to FY 2021 Note: (1) Cash OI and operating profit both down an underlying £15m, compared to a £3-4m absolute reduction. As well as cancellation costs, underlying © 2021 DMGT 23 adjustments are also made for exchange rate movements, the timing of events and acquisitions. Please see slides 48, 49 and 58 for more details.
Events and Exhibitions: dmg events Business update and outlook Business update > Covid-19 pandemic impact: • Short-notice cancellations remain a risk • Events likely to be regional rather than intercontinental for the time being • 22 events held pre-Covid¹ are not in the current schedule > 9 new event launches planned for FY 2022: investing in geographical diversification and migration away from carbon-focused sectors Outlook > Big 5 Dubai not being held in FY 2022 (Dec’22) > All other major shows scheduled, expect absolute revenue growth: • Expected to be significantly smaller than pre-Covid • ADIPEC in Abu Dhabi in November 2021 > Some insurance benefit expected in FY 2022 (last year of cover) © 2021 DMGT 24 Note: (1) The 22 events earned a total of c.£12m of revenue the last time that they were held.
Consumer Media: dmg media Stronger second half compared to weak H2 2020 £ million FY 2020 FY 2021 Change % Underlying % Daily Mail / The Mail on Sunday 356 348 (2%) (2%) Circulation 264 255 (4%) (4%) Advertising 82 83 +1% +1% Other 10 11 +10% +10% MailOnline 144 164 +14% +16% DailyMailTV 8 6 (30%) (26%) Mail Businesses 508 518 +2% +3% Metro 47 26 (46%) (46%) 'i' 27 32 +21% (1%) New Scientist - 13 N/A +9% Newsprint & other³ 22 35 +56% (27%) 1 Total Revenue 604 624 +3% (2%) > Circulation: cover price benefit / Advertising: some print recovery, good digital growth > Good Mail performance; Metro challenged; acquisitions delivering²; low-margin other revenue³ Notes: (1) Total underlying decrease of (2)% included (13)% in H1 and +13% in H2. FY 2020 total underlying growth was (13)%: (2)% in H1 and (24)% in H2. © 2021 DMGT 25 (2) The ‘i’ was acquired in November 2019. New Scientist was acquired in March 2021. (3) Other revenues include printing for other publishers.
Consumer Media: dmg media Growth supported by acquisitions Revenue and underlying growth Cash OI and margin Operating profit and margin (13)% (2)% 11% 10% 11% 9% £604m £624m £64m £69m £56m £60m FY 2020 FY 2021 FY 2020 FY 2021 FY 2020 FY 2021 > Cash OI and profit growth including acquisitions (New Scientist and the ‘i’) > Good performance from Mail businesses: margin progression from MailOnline – contribution is accretive to Consumer Media margin > Metro was substantially loss-making © 2021 DMGT 26
Consumer Media Business update and outlook Investing organically to support revenues > Technology investment to optimise business potential and drive synergies > Content-led performance marketing > Subscriptions: The Digital Edition; Mail+; The Knowledge Critical role to play > A reliable source of information and editorial role in society: environmental, social Outlook > Uncertain advertising market across print and digital > Circulation volumes: Mail and ‘i’ declining; Metro dependent on commuter traffic > Adverse impact of higher newspaper input costs, including newsprint¹ > Exploring mitigating options, including reviewing employee numbers > 53-week year in FY 2022 > Oct’21 underlying revenue growth +2% (Mail Newspapers -3%, MailOnline +1%, Metro +42%)²; Metro remained loss-making Notes: (1) Excluding newsprint re-selling activity completely, newsprint costs as a proportion of dmg media’s total cost base were: © 2021 DMGT 27 FY 2017- FY 2019 16-17% range, FY 2020 13%, FY 2021 12%. (2) For underlying revenue growth rates in October 2021 and October 2020, please see slide 43.
Joint Ventures, associates and investments DMGT’s share of operating losses of JVs and associates £ million FY 2020 FY 2021 Change % Underlying % Total JVs and associates (8) (3) (59%) (59%) > JVs & Associates: reduced losses; good progress by Yopa in strong market > Cazoo: Held as an investment and is not included in joint ventures and associates c.132.6m shares, c.17% stake on a fully-diluted basis £763m carrying value as at 30 September 2021 ($7.77 per Cazoo share @ $1.35 FX rate) > Kortext associate: digital textbook solutions to UK universities © 2021 DMGT 28
Joint Ventures, associates and investments Carrying value and fair value > Investments: carried at fair value on balance sheet; total of £43m¹ excluding Cazoo > Associates: carried at cost with adjustments for share of profits and losses Carrying Fair £ million Stake Comment value¹ value Yopa c.45% 31 42 Based on last funding round (Aug'19) Kortext c.22% 30 30 Based on last funding round (Jun '21) Excalibur (Wowcher)² c.24% 16 28 Based on nominal value of debt Factory 14² c.20% 8 9 Based on last funding round (Mar '21) Quick Move (Cudoni) c.22% 3 4 Based on last funding round (Sep '20) Other JVs and associates 3 Total carrying value³ 91 > Fair values as assessed by dmg ventures Notes: (1) As at 30 September 2021. Please see slide 53 for details of £43m of investments. (2) Excalibur carrying value of £16m is a loan rather than investment in associates. Factory 14 carrying value includes £4m loan. (3) Total carrying value of £91m includes £2m of investments in joint ventures and £69m of investments in associates (note 25 of 2021 Annual Report), as well as £20m of loans to associates (note 29 of 2021 Annual Report). © 2021 DMGT 29
Net finance costs £ million FY 2020 FY 2021 Change % Underlying % Gross finance costs 18 17 (5%) (5%) Interest income (8) (3) (70%) (70%) Total net finance costs 10 15 +48% +48% Items excluded from adjusted results: IAS19(Revised) finance credit (4) (2) (50%) N/A > Reduced interest income due to lower variable interest rates > Gross finance costs largely dependent on fixed gross debt and fixed interest rates: stable > Outlook: Interest income: gross cash dependent on payment conditional special dividend; interest rates remain very low Gross finance costs: relatively stable © 2021 DMGT 30
Exceptional items and amortisation £ million FY 2020 FY 2021 Exceptional cash costs - continuing (15) (33) Exceptional cash costs - discontinued 11 (5) Other non-cash exceptional costs (20) - Total exceptional operating costs (24) (39) Impairment of intangible assets & goodwill (19) (20) Amortisation of intangibles from acquisitions (11) (16) Profit on sale of assets 177 1,566 Pre-tax exceptional credit 123 1,492 > Exceptional cash costs increased to £33m including £18m of professional fees (incl. restructuring advice re Offer) > Impairments include £13m for Events & Exhibitions and £7m for associates > Profit on sale of assets includes £1,320m for RMS and £231m for Hobsons (FY 2020 £134m, Energy Information) Note: Figures include discontinued operations and JVs and associates. Discontinued operations are Insurance Risk (RMS), EdTech (Hobsons) and Energy Information (Genscape). © 2021 DMGT 31
Net cash movement Exceptionally strong balance sheet: £1.5 billion pro forma net cash in addition to Cazoo investment 1,800 1,600 148 37 1,400 1,542 1,505 1,200 1,000 £m 1,535 800 Cash OI £121m 600 H2 distribution 400 25 31 16 53 55 200 106 168 - Opening Operating Depreciation Other Taxation Dividends Disposals Acquisitions, Closing pro IFRS 16 Closing Capital pro forma and forma net profit expenditure operating Pensions investments lease balance sheet net cash amortisation cash flow Interest¹ and other² cash liabilities net cash 30 Sep’21 30 Sep’21 > Disposals: £1,535m includes £1,228m net proceeds from RMS and £288m from Hobsons > Other operating cash flow (£25m): includes exceptional items > Operating cash conversion 90%³ (vs. 110% FY 2020); Cash OI 114% of adjusted operating profit Notes: (1) Taxation £22m, Pensions £18m and Interest £13m. Pensions exclude £117m into escrow in October 2020 that was excluded from pro forma net cash as at 30 September 2020. © 2021 DMGT 32 (2) Acquisitions, investments and other includes £139m of acquisitions and investments and £9m revaluation impact, primarily from US$ denominated cash balances (3) Operating cash conversion % = operating cash flow / adjusted operating profit
Summary Fundamentally reshaped portfolio post disposals Exceptionally strong balance sheet Group performance satisfactory: varied dynamics across portfolio Implications of Covid-19 for Events and Metro remain uncertain Continued long-term approach to investment © 2021 DMGT 33
Strategy review Paul Zwillenberg, CEO © 2021 DMGT
2021: A transformational year for DMGT Strategy has delivered > Substantial value created • Disposals of RMS and Hobsons at high multiples • Investment in Cazoo has delivered: £763m valuation¹ vs. £117m cost • Total Shareholder Return: 103% over 5 years²; 139% at total offer and conditional special dividend valuation of £12.63 per DMGT share² (vs. 45% for FTSE All-Share Index) > Focused portfolio: 3 sectors (vs. 10 in 2016 and 5 at start of 2021) > Financial flexibility: £1,542m pro forma net cash A disciplined portfolio manager > A smaller, less diversified portfolio: by sector, geography and portfolio role > Market-leading businesses that we will continue to invest in > Inspiring employees: creative and experienced with a focus on operational execution > No further disposals expected currently > Relative value acquisition opportunities still biased to Consumer Media Notes: (1) As at 30 September 2021. © 2021 DMGT 35 (2) TSR since 1 June 2016, Paul Zwillenberg’s appointment as CEO, to 30 September 2021. £12.63 total valuation as per slide 8.
Strategy in action: RMS case study Substantial value crystallised through disposal Value of long-term vision realised > A platform for the insurance risk industry > Historical challenges in executing: RMS(one) setbacks and impairments > New management team in 2018: enterprise software experience > Increased organic investment to accelerate delivery of roadmap > Risk Intelligence platform launched in May’19 and Risk Modeler 2.0 in Sep’20: • A unified model and analytics platform > Focus, organic investment and operational execution combined to deliver value > Moody’s was the right buyer as ideally positioned to deliver revenue synergies: • Sold for c.£1,425m gross proceeds in September 2021 © 2021 DMGT 36
Strategy in action: Hobsons and Cazoo Substantial value creation Hobsons: portfolio focus and operational execution > Restructured in 2017 to focus on businesses with most potential > New management team to deliver revenue growth and improve operational execution > Invested organically in technology and product development to drive long-term growth > Sold for c.$410m in March 2021 Cazoo: backing entrepreneurial businesses > A disruptive consumer proposition with entrepreneurial leadership > We understood the opportunity: compelling market dynamics > DMGT’s strategy enabled financial flexibility to invest through multiple funding rounds © 2021 DMGT 37
Portfolio transformed over last five years ZPG (6%) Consumer Media (23%) Euromoney 40 (29%) £0.4 2016¹ FY 10 net debt bn Property 2016 Energy Information Information (2%) (16%) sectors operating £0.7 ZPG³ companies EdTech (4%) bn Insurance Risk Events & (11%) Exhibitions (9%) £1.2bn² returned to Events & shareholders Exhibitions (
DMGT today Strategic considerations Substantial cash balance Limited acquisition opportunities DMGT is a permanent capital company Uncovered dividend Expect to remain a less diverse portfolio © 2021 DMGT 39
Summary Strategy has created substantial value Smaller portfolio containing high-quality assets Increased Consumer Media weighting Organic investment continues Satisfying Disciplined portfolio manager the need to know © 2021 DMGT 40
Questions Daily Mail and General Trust plc To ask a question, please dial: UK: +44-(0)330-336-9126 US: +1-929-477-0324 Confirmation code: 6551367 © 2021 DMGT 41
Appendix © 2021 DMGT
October 2021 underlying revenue growth rates > Underlying year-on-year growth > October 2020 underlying year-on-year growth included for context Year-on-year underlying revenue growth Oct'20 Oct'21 Landmark +12% (10%) Trepp +7% +5% Consumer Media (13%) +2% Mail Newspapers (13%) (3%) MailOnline +14% +1% Metro (70%) +42% > Events and Exhibitions: revenues
Revenue dynamics: revenues by type FY 2021 excludes RMS and Hobsons; FY 2020 includes all businesses £ million % of total FY 2020 FY 2021 Change % Underlying % Advertising - print 13% 132 113 (14%) (15%) +1% - digital 20% 152 173 +14% +15% Circulation 30% 285 263 (8%) (6%) Subscriptions 9% 373 80 (78%) +17% Events 4% 79 35 (56%) (55%) Transactions & other 25% 191 222 +16% +21% Total Revenue 100% 1,211 885 (27%) (1%) > Underlying growth rates are for continuing businesses only; exclude RMS and Hobsons Note: Share of revenues shown to nearest whole percentage. © 2021 DMGT 44
Category analysis post disposals Revenues by type: FY 2021 Property Events and Consumer £ million Total Information Exhibitions Media Advertising - print - - 113 113 - digital - - 173 173 Circulation - - 263 263 Subscriptions 55 - 26 80 Events - 34 - 35 Transactions & other 172 - 50 222 227 34 624 885 © 2021 DMGT 45
Geographical analysis post disposals Revenues by destination: FY 2021 Property Events and Consumer £ million Total Information Exhibitions Media UK 172 2 481 654 North America 53 4 83 140 Rest of World 2 29 59 91 Total Revenue 227 34 624 885 Note: This table shows the revenues based on the location of the customers receiving the goods or services. © 2021 DMGT 46
Underlying analysis Revenues FY 2020 FY 2021 £ million % Underlying M&A Exchange Other Actual Underlying M&A Other Actual B2B Property Information +25% 180 (3) (4) - 187 224 (3) - 227 Insurance Risk N/A - (248) - - 248 - (223) - 223 EdTech N/A - (85) - - 85 - (34) - 34 Energy Information N/A - (7) - - 7 - - - - B2B Information Services +25% 180 (343) (4) - 527 224 (260) - 484 B2B Events & Exhibitions (56%) 79 4 (5) 1 79 34 - - 34 Consumer Media (2%) 623 42 (3) (20) 604 611 10 (22) 624 DMGT Revenue (1%) 881 (298) (12) (19) 1,211 869 (250) (23) 1,142 Notes: (1) Underlying results are adjusted for constant exchange rates, the exclusion of disposals and business closures, the inclusion of the year-on-year organic growth from acquisitions and for the consistent timing of revenue recognition. For events, the comparisons are between events scheduled in the six-month period and the same events held, or that were scheduled to be held, the previous time. Underlying growth rates include the negative impact of events held in FY 2020 that are usually annual but which were not held in FY 2021. For Consumer Media, underlying revenues exclude low margin newsprint resale activities. For a full explanation of underlying growth rates and adjustments see slide 58. (2) Amounts are stated rounded to the nearest £1m, consequently totals may not equal the sum of the component integers. © 2021 DMGT 47
Underlying analysis Cash operating income FY 2020 FY 2021 £ million % Underlying M&A Exchange Other Actual Underlying M&A Other Actual Property Information +57% 27 - (1) - 29 43 (1) - 44 Insurance Risk N/A - (35) - - 35 - (42) - 42 EdTech N/A - (10) - - 10 - (2) - 2 Energy Information N/A - (1) - - 1 - - - - B2B Information Services +57% 27 (47) (1) - 75 43 (46) - 89 B2B Events & Exhibitions (147%) 10 1 (1) 6 4 (5) - (5) 1 Consumer Media +2% 69 5 - - 64 70 2 - 69 Corporate costs +10% (33) - - - (34) (37) - - (37) Cash operating income (1%) 73 (41) (2) 6 110 72 (44) (5) 121 Notes: (1) For an explanation of underlying growth rates and adjustments see slide 58. ‘Other’ includes an adjustment to reclassify £7m of costs recognised in FY 2020 that related to events that were scheduled for FY 2021 but which were cancelled or postponed. (2) Amounts are stated rounded to the nearest £1m, consequently totals may not equal the sum of the component integers. © 2021 DMGT 48
Underlying analysis Adjusted operating profit and PBT FY 2020 FY 2021 £ million % Underlying M&A Exchange Other Actual Underlying M&A Other Actual Property Information +89% 23 - (1) - 24 43 (1) - 44 Insurance Risk N/A - (34) - - 34 - (40) - 40 EdTech N/A - (6) - - 6 - (1) - 1 Energy Information N/A - (2) - - 2 - - - - B2B Information Services +89% 23 (42) (1) - 65 43 (41) - 84 B2B Events & Exhibitions (150%) 10 1 (1) 6 4 (5) - (5) 0 Consumer Media +2% 60 5 - - 56 61 2 - 60 Corporate costs +10% (35) - - - (35) (38) - - (38) Operating profit +5% 58 (36) (2) 6 90 61 (40) (5) 106 Joint ventures and associates (59%) (8) - - - (8) (3) - - (3) Net finance charges +48% (10) - - - (10) (15) - - (15) Adjusted profit before tax +7% 40 (36) (2) 6 72 43 (40) (5) 88 Notes: (1) For an explanation of underlying growth rates and adjustments see slide 58. ‘Other’ includes an adjustment to reclassify £7m of costs recognised in FY 2020 that related to events that were scheduled for FY 2021 but which were cancelled or postponed. (2) Amounts are stated rounded to the nearest £1m, consequently totals may not equal the sum of the component integers. © 2021 DMGT 49
Adjusting items Reconciliation from statutory PBT to adjusted PBT £ million FY 2020 FY 2021 Statutory Profit Before Tax - continuing operations 34 (2) Add: statutory PBT - discontinued operations 32 33 Add: Profit on disposal of discontinued operations¹ 134 1,551 Statutory PBT including discontinued operations 199 1,582 Reverse: Pre-tax exceptional credit (slide 31) ¹ (123) (1,492) Remove: IAS19(Revised) credit (slide 30) (4) (2) Adjusted Profit Before Tax 72 88 Note: (1) The £1,566m (FY 2021) and £177m (FY 2020) profit on disposal shown on slide 31 includes the £1,551m (FY 2021) and £134m (FY 2020) profit on disposal of discontinued operations, which is excluded from statutory PBT as well as from adjusted PBT (since statutory results exclude discontinued operations). The profit on disposal of discontinued operations is effectively added in and then reversed back out in this reconciliation. Please note that profit on disposal includes recycled cumulative translation differences. © 2021 DMGT 50
No Big 5 Dubai event in FY 2022 FY 2018 FY 2019 FY 2020 FY 2021 FY 2022 FY 2023 Major event H1 H2 H1 H2 H1 H2 H1 H2 H1 H2 H1 H2 ADIPEC A A A PA A Big 5 Dubai A A A PB PB C Gastech 18M A P A A FY18 FY19 FY20 FY21 Revenues £m £m £m £m Total for 3 largest events¹ 68 74 56 22 Other events 49 45 23 12 Total revenues 118 119 79 34 Key PA > ADIPEC: held in Nov’21; first physical exhibition since Nov’19 A Annual PB > Big 5 Dubai: held in Nov’19 and Sep’21; scheduled for Dec’22, no FY 2022 event 18M c.18 Months PC > Gastech: held in Sep’19 and Sep’21; scheduled for Sep’22 Notes: (1) FY 2020 revenues of £56m from two events (ADIPEC and Big 5 Dubai) as Gastech not held. FY 2021 revenues of £22m from two physical events (Big 5 Dubai and Gastech) © 2021 DMGT 51 and low revenue virtual version of ADIPEC. (2) Events are listed in order of size, based on revenues. ADIPEC usually generates the most revenue, followed by Big 5 Dubai, followed by Gastech.
Balance Sheet £ million 30 Sep'20 30 Sep'21 Movement Goodwill & Intangible assets 350 301 (49) JVs, associates and investments 468 877 409 Other non-current assets 252 239 (13) Other current assets (excl. cash) 260 211 (50) Net cash 185 1,505 1,320 Pension surplus 123 295 172 Other liabilities (492) (345) 147 Net assets 1,146 3,082 1,936 Equity attributable to owners of DMGT 1,145 3,084 1,938 Non-controlling interests 1 (2) (3) Shareholders' equity 1,146 3,082 1,936 Note: The 30 September 2021 and 30 September 2020 balance sheets are stated before the pro forma adjustments in respect of the £37m (Sep’21) and £100m (Sep’20) IFRS 16 lease liabilities. The balance sheet is also stated before the pro forma reclassifications to pension surplus of cash held in escrow for the benefit of the pension schemes (£121m Sep’21, included in ‘other non-current assets’ above) or subsequently paid into escrow (£117m Sep’20, included in ‘net cash’ above). © 2021 DMGT 52
Investments £ million Stake Value PA Media Group c.19% 9 BDG Media c.3% 6 Zilch Technology c.1% 5 Taboola.com Carried at fair value on the balance sheet Hambro Perks c.3% 4 > Table shows DMGT’s investments as at 30 September 2021 Farewill c.5% 4 > See note 26, ‘Financial assets at fair value through Other Cue Ball Capital c.3% 3 Comprehensive Income’ note in 2021 Annual Report Bricklane Technologies c.15% 3 Financial Network Analytics c.5% 1 Air Mail LLC c.5% 1 CompStak c.2% 1 Other associates 2 Total 43 Cazoo Group c.17% 763 Total value 806 © 2021 DMGT 53
Net cash Significant financial flexibility £m Bonds: June 2027, 6.375% coupon (200) Lease liabilities recognised per IFRS 16 (37) Other debt, collateral and derivatives (4) Cash and short-term deposits, net of overdrafts 1,745 Net cash as at 30 September 2021 1,505 Exclude lease liabilities recognised per IFRS 16 37 Pro forma net cash as at 30 September 2021 1,542 Bank facilities Undrawn Expiring March 2023 316 > Gross cash and facilities of >£2.0bn; cash excludes £121m held in escrow for the benefit of the pension schemes > Bonds not due until 2027 © 2021 DMGT 54
FX Rate The weaker US dollar (FY 2021 vs. FY 2020) US $ / GBP £ 1.45 1.40 FY 2021: $1.37 1.35 1.30 Weaker US dollar in FY 2021 FY 2020: $1.28 > c.£12m revenue impact 1.25 > c.£2m operating profit impact 1.20 © 2021 DMGT 55 Note: The FX impact is based on restating FY 2020 results of continuing businesses (excluding RMS, Hobsons and Genscape) using the FY 2021 exchange rates.
Real dividend growth continues 30 year CAGR: 7% 26 24.9p 24 22 20 18 16 14 12 10 8 6 4 5.5p 3.0p 2 0 1991 Dividend Inflation 2021 > Full year dividend 24.9p, up 3% > Dividend policy has been withdrawn with a view to communicating a revised policy with HY 2022 results > If the Offer is declared unconditional and the Special Dividend is paid, future dividends per DMGT A Share are expected to be materially lower than they have been historically. © 2021 DMGT 56
Sep'91 Jun'92 Mar'93 Dec'93 Sep'94 Jun'95 Mar'96 Dec'96 Sep'97 Jun'98 Mar'99 Dec'99 Sep'00 Jun'01 Share price performance Mar'02 Dec'02 Sep'03 Jun'04 Mar'05 Dec'05 The 30 year view – excluding dividend reinvestment Sep'06 Jun'07 Mar'08 Dec'08 Sep'09 Jun'10 Mar'11 Dec'11 Sep'12 Jun'13 Mar'14 Dec'14 Sep'15 Jun'16 Mar'17 Dec'17 Sep'18 Jun'19 FTSE 'All Share' © 2021 DMGT Mar'20 DMGT 'A' Shares Dec'20 Sep'21 Oct’21 57
Notes Adjusted results Underlying growth rates Unless otherwise stated, all profit and profit margin figures Underlying growth rates are on a like-for-like basis. refer to adjusted results and not statutory results. The Board Underlying revenues, cash operating income (cash OI) and and management team use adjusted results, rather than operating profits are adjusted for constant exchange rates, statutory results, to give greater insight to the financial the exclusion of disposals and business closures, the performance of the Group and the way that it is managed. inclusion of the year-on-year organic growth from Similarly, adjusted results are used in setting management acquisitions and for the consistent timing of revenue remuneration. Adjusted results are stated before recognition. For Consumer Media, underlying revenues exceptional items, other gains and losses, impairment of exclude low margin newsprint resale activities. For events, goodwill and intangible assets, amortisation of intangible the comparisons are between events scheduled to be held assets arising on business combinations, pension finance in the year and the same events held, or that were credits and fair value adjustments. scheduled to be held, the previous time. Consequently, underlying growth rates include all costs for events that were originally scheduled in FY 2021 and that were Percentages cancelled or postponed. Similarly, the prior year Percentages are calculated on actual numbers to one comparatives include all revenues and costs for the decimal place. previously scheduled occurrence of the same event, whether it occurred or not. Underlying growth rates The effect of roundings include the negative impact of events held in FY 2020 that Amounts are stated rounded to the nearest million pounds, are usually annual but which were not held in FY 2021. Due consequently totals may not equal the sum of the to cancellations or postponements, the operating profit and component integers. cash OI in both years include costs recognised in advance of the scheduled occurrence of an event; but for the calculation of underlying growth rates, the costs are recognised when the event was scheduled to be held. © 2021 DMGT 58
Thank you Daily Mail and General Trust plc Results Presentation Full Year ended 30 September 2021 © 2021 DMGT
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