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6-K 1 tm256564d1_6k.htm FORM 6-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13A-16 OR 15D-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of February, 2025
Commission File Number: 001-35627

 

MANCHESTER UNITED PLC

(Translation of registrant’s name into English)

 

Old Trafford

Manchester M16 0RA

United Kingdom

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F ⌧ Form 40-F ¨

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1). ¨

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7). ¨

 

 

 

 


 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Date: February 19, 2025

 

  MANCHESTER UNITED PLC
   
  By: /s/ Roger Bell
  Name: Roger Bell
  Title:   Chief Financial Officer

 

 


 

EXHIBIT INDEX

 

Exhibit 
Number
  Description
     
99.1   Press Release of Manchester United plc, dated February 19, 2025

 

 

 

EX-99.1 2 tm256564d1_ex99-1.htm EXHIBIT 99.1

 

Exhibit 99.1

 

   

 

CORPORATE RELEASE 19 February 2025

 

Manchester United Plc Reports

Second Quarter Fiscal 2025 Results

 

Key Points

 

· The Men’s first team reached the round of 16 of both the UEFA Europa League and the FA Cup while the Women’s team reached the Quarter-Finals of the Women’s FA Cup

 

· The Club welcomes Ayden Heaven and Patrick Dorgu to the men’s first team and Kayla Rendell to the women’s team; the Club extended contracts with Amad Diallo, Harry Maguire, Grace Clinton, Jayde Riviere and Jess Simpson and loaned out a total of 8 players across both teams, including Marcus Rashford, Tyrell Malacia and Antony

 

· Total revenues declined 12% in the quarter primarily driven by lower Broadcasting revenues which declined 42.1% to £61.6 million related to participation in the UEFA Europa League versus record Broadcast revenues and participation in the UEFA Champions League last year

 

· Club achieved Commercial revenue growth of 18.5% during the quarter to £85.1 million, driven by the front-of-shirt partnership with Snapdragon and a full quarter of e-commerce platform conversion

 

· Strong ticket demand, hospitality and record Memberships drove Matchday revenue for the quarter to £52.0 million, 9.2% higher than last year

 

· The Company recorded an operating profit of £3.1 million in the quarter, versus £27.5 million in 2Q24; second quarter adjusted EBITDA was £70.5 million, down 22.9% from £91.4 million in 2Q24

 

· The Old Trafford Regeneration Task Force has completed its initial feasibility work and several options remain under consideration

 

· For Fiscal 2025, the company reiterates its prior guidance of total revenues of £650 million to £670 million and now expects adjusted EBITDA guidance to be at the high end of its previously issued range of £145 million to £160 million

 

MANCHESTER, England – 19 February 2025 – Manchester United (NYSE: MANU; the “Company,” the “Group” and the “Club”) today announced financial results for the 2025 fiscal second quarter ended 31 December 2024.

 

Management Commentary

 

Omar Berrada, Chief Executive Officer, commented, “We recognise the challenges in improving our men’s team’s league position and we are all working hard, collectively, to achieve that. At the same time, we are pleased to have progressed to the knock-out phase of the UEFA Europa League and the 5th Round of the FA Cup. Meanwhile, our women’s team is currently placed second in the Women’s Super League, and has reached the Quarter Finals of the FA Cup.”

 

“Our redevelopment of the Carrington Training Complex remains on track. We continue to work towards a decision on the future of Old Trafford as part of a wider regeneration programme, which has now attracted UK Government support. This follows the work of the Old Trafford Regeneration Task Force in demonstrating the significant economic potential of a revitalised area around a future stadium project.”

 

1 


 

Outlook

 

For fiscal 2025, the Company reiterates its previous revenue guidance of £650 million to £670 million and now expects adjusted EBITDA guidance to be at the high end of its previously issued range of £145 million to £160 million. The club remains committed to, and in compliance with, both the Premier League’s Profit and Sustainability Rules and UEFA’s Financial Fair Play Regulations.

 

Phasing of Premier League games   Quarter 1     Quarter 2     Quarter 3     Quarter 4     Total  
2024/25 season     6       13       10       9       38  
2023/24 season     7       13       9       9       38  
2022/23 season     6       10       10       12       38  

 

Key Financials (unaudited)

 

£ million (except (loss)/earnings per share)   Three months ended
31 December
          Six months ended
31 December
       
    2024     2023     Change     2024     2023     Change  
Commercial revenue     85.1       71.8       18.5 %     170.4       162.2       5.1 %
Broadcasting revenue     61.6       106.4       (42.1 )%     92.9       145.7       (36.2 )%
Matchday revenue     52.0       47.6       9.2 %     78.5       75.0       4.7 %
Total revenue     198.7       225.8       (12.0 )%     341.8       382.9       (10.7 )%
Adjusted EBITDA(1)     70.5       91.4       (22.9 )%     94.2       114.7       (17.9 )%
Operating profit/(loss)     3.1       27.5       (88.7 )%     (3.8 )     29.4       (112.9 )%
(Loss)/profit for the period (i.e. (loss)/income)     (27.7 )     20.4       (235.8 )%     (26.3 )     (5.3 )     (396.2 )%
Basic (loss)/earnings per share (pence)     (16.35 )     12.49       (230.9 )%     (15.58 )     (3.30 )     (372.1 )%
Adjusted (loss)/profit for the period (i.e. adjusted net (loss)/income)(1)     (6.2 )     19.3       (132.1 )%     (6.5 )     10.7       (160.7 )%
Adjusted basic (loss)/income per share (pence)(1)     (3.65 )     11.83       (130.9 )%     (3.86 )     6.56       (158.8 )%
Non-current borrowings in USD (contractual currency)(2)   $ 650.0     $ 650.0       0.0 %   $ 650.0     $ 650.0       0.0 %

 

(1) Adjusted EBITDA, adjusted (loss)/profit for the period and adjusted basic (loss)/earnings per share are non-IFRS measures. See “Non-IFRS Measures: Definitions and Use” on page 6 and the accompanying Supplemental Notes for the definitions and reconciliations for these non-IFRS measures and the reasons we believe these measures provide useful information to investors regarding the Group’s financial condition and results of operations.

 

(2) In addition to non-current borrowings, the Group maintains a revolving credit facility which varies based on seasonal flow of funds. The outstanding balance of the revolving credit facility as of 31 December 2024 was £210.0 million and total current borrowings including accrued interest payable was £215.7 million.

 

2 


 

Revenue Analysis

 

Commercial

 

Commercial revenue for the quarter was £85.1 million, an increase of £13.3 million, or 18.5%, over the prior year quarter.

 

· Sponsorship revenue was £43.0 million, an increase of £3.8 million, or 9.7%, over the prior year quarter, primarily due to the new Qualcomm front of shirt sponsorship agreement, partially offset by other changes in our commercial agreements.

 

· Retail, Merchandising, Apparel & Product Licensing revenue was £42.1 million, an increase of £9.5 million, or 29.1%, over the prior year quarter, due to the launch of our new e-commerce model in partnership with SCAYLE.

 

Broadcasting

 

Broadcasting revenue for the quarter was £61.6 million, a decrease of £44.8 million, or 42.1%, over the prior year quarter, primarily due to the men’s first team participating in the UEFA Europa League compared to the UEFA Champions League in the prior year.

 

Matchday

 

Matchday revenue for the quarter was £52.0 million, an increase of £4.4 million, or 9.2%, over the prior year quarter, primarily due to strong demand for matchday hospitality packages. The 3 months ended 31 December 2024 saw the same number of home matches played as the 3 months ended 31 December 2023.

 

Other Financial Information

 

Operating expenses

 

Total operating expenses for the quarter were £196.4 million, a decrease of £2.3 million, or 1.2%, over the prior year quarter.

 

Employee benefit expenses

 

Employee benefit expenses for the quarter were £82.5 million, a decrease of £12.6 million, or 13.2%, over the prior year quarter, primarily due to the men’s first team participating in the UEFA Europa League in the current year, compared to the UEFA Champions League in the prior year, resulting in a reduction in salaries.

 

Other operating expenses

 

Other operating expenses for the quarter were £45.7 million, an increase of £6.4 million, or 16.3%, over the prior year quarter. This is primarily due to increased costs associated with our new e-commerce model, partially offset by a reduction in fixed costs as a result of the Company’s focus on improving operating efficiency.

 

Depreciation and amortization

 

Depreciation for the quarter was £4.3 million, compared to £4.2 million in the prior year quarter. Amortization for the quarter was £49.4 million, a decrease of £1.1 million, or 2.2%, over the prior year quarter. The unamortized balance of registrations at 31 December 2024 was £517.6 million.

 

3 


 

Exceptional items

 

Exceptional items for the quarter were a cost of £14.5 million. This relates to costs associated with the departure of former men’s first team manager Erik ten Hag and various members of football staff.

 

Profit on disposal of intangible assets

 

Profit on disposal of intangible assets for the quarter was £0.8 million, compared to a profit of £0.4 million for the prior year quarter.

 

Net finance costs

 

Net finance costs for the quarter were £37.6 million, compared to net finance costs of £0.3 million in the prior year quarter, primarily due to an unfavorable swing in foreign exchange rates resulting in unrealized foreign exchange losses on unhedged USD borrowings in the current year quarter, compared to a favorable swing in the prior year quarter.

 

Income tax

 

The income tax credit for the quarter was £6.8 million, compared to an income tax expense of £6.8 million in the prior year quarter.

 

Cash flows

 

Overall cash and cash equivalents (including the effects of exchange rate movements) decreased by £54.0 million in the quarter to 31 December 2024, compared to a decrease of £18.0 million in the prior year quarter.

 

Net cash outflow from operating activities for the quarter was £63.2 million, compared to £46.6 million in the prior year quarter.

 

Net capital expenditure on property, plant and equipment for the quarter was £6.9 million, an increase of £4.1 million over the prior year quarter.

 

Net capital expenditure on intangible assets for the quarter was £49.9 million, an increase of £14.2 million over the prior year quarter.

 

Net cash inflow from financing activities for the quarter was £59.9 million, compared to £59.7 million in the prior year quarter. This is due to £80.0 million received from INEOS Limited in exchange for the issue of Class A and Class B shares, partially offset by a £20.0 million repayment of our revolving facilities. The prior year quarter saw a £60.0 million drawdown on our revolving facilities.

 

Balance sheet

 

Our USD non-current borrowings as of 31 December 2024 were $650 million, which was unchanged from 31 December 2023. As a result of the year-on-year change in the USD/GBP exchange rate from 1.2746 at 31 December 2023 to 1.2540 at 31 December 2024, our non-current borrowings when converted to GBP were £515.7 million, compared to £506.5 million at the prior year quarter.

 

4 


 

In addition to non-current borrowings, the Group maintains a revolving credit facility which varies based on seasonal flow of funds. Current borrowings at 31 December 2024 were £215.7 million compared to £266.8 million at 31 December 2023. As of 31 December 2024, cash and cash equivalents were £95.5 million compared to £62.8 million at the prior year quarter.

 

About Manchester United

 

Manchester United is one of the most popular and successful sports teams in the world, playing one of the most popular spectator sports on Earth. Through our 147-year football heritage we have won 69 trophies, enabling us to develop what we believe is one of the world’s leading sports and entertainment brands with a global community of 1.1 billion fans and followers. Our large, passionate, and highly engaged fan base provides Manchester United with a worldwide platform to generate significant revenue from multiple sources, including sponsorship, merchandising, product licensing, broadcasting and matchday initiatives which in turn, directly fund our ability to continuously reinvest in the club.

 

Cautionary Statements

 

This press release contains forward-looking statements. You should not place undue reliance on such statements because they are subject to numerous risks and uncertainties relating to the Company’s operations and business environment, all of which are difficult to predict and many are beyond the Company’s control. These statements often include words such as “may,” “might,” “will,” “could,” “would,” “should,” “expect,” “plan,” “anticipate,” “intend,” “seek,” “believe,” “estimate,” “predict,” “potential,” “continue,” “contemplate,” “possible” or similar expressions. The forward-looking statements contained in this press release are based on our current expectations and estimates of future events and trends, which affect or may affect our businesses and operations. You should understand that these statements are not guarantees of performance or results. They involve known and unknown risks, uncertainties and assumptions. Although the Company believes that these forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect its actual financial results or results of operations and could cause actual results to differ materially from those in these forward-looking statements. These factors are more fully discussed in the “Risk Factors” section and elsewhere in the Company’s Registration Statement on Form F-1, as amended (File No. 333-182535) and the Company’s Annual Report on Form 20-F (File No. 001-35627) as supplemented by the risk factors contained in the Company’s other filings with the Securities and Exchange Commission.

 

5 


 

Non-IFRS Measures: Definitions and Use

 

1. Adjusted EBITDA

 

Adjusted EBITDA is defined as profit/(loss) for the period before depreciation, amortization, profit/(loss) on disposal of intangible assets, exceptional items, net finance (costs)/income, and tax.

 

Adjusted EBITDA is useful as a measure of comparative operating performance from period to period and among companies as it is reflective of changes in pricing decisions, cost controls and other factors that affect operating performance, and it removes the effect of our asset base (primarily depreciation and amortization), material volatile items (primarily profit/(loss) on disposal of intangible assets and exceptional items), capital structure (primarily finance (costs)/income), and items outside the control of our management (primarily taxes). Adjusted EBITDA has limitations as an analytical tool, and you should not consider it in isolation, or as a substitute for an analysis of our results as reported under IFRS as issued by the IASB. A reconciliation of profit/(loss) for the period to adjusted EBITDA is presented in supplemental note 2.

 

2. Adjusted loss for the period (i.e. adjusted net loss)

 

Adjusted loss for the period is calculated, where appropriate, by adjusting for foreign exchange losses/gains on unhedged US dollar denominated borrowings (including foreign exchange gains/losses immediately reclassified from the hedging reserve following change in contract currency denomination of future revenues), and fair value movements on embedded foreign exchange derivatives, subtracting/adding the actual tax credit/expense for the period, and adding the adjusted tax credit for the period (based on an normalized tax rate of 25%; 2023: 21%). The normalized tax rate of 25% is the current UK corporation tax rate (2023: US federal corporate income tax rate of 21%).

 

In assessing the comparative performance of the business, in order to get a clearer view of the underlying financial performance of the business, it is useful to strip out the distorting effects of the items referred to above and then to apply a ‘normalized’ tax rate (for both the current and prior periods) of the UK corporation tax rate of 25% (2023: US federal corporate income tax rate of 21% ) applicable during the financial year. A reconciliation of profit/(loss) for the period to adjusted loss/profit for the period is presented in supplemental note 3.

 

3. Adjusted basic and diluted earnings/(loss) per share

 

Adjusted basic and diluted earnings/(loss) per share are calculated by dividing the adjusted earnings/(loss) for the period by the weighted average number of ordinary shares in issue during the period. Adjusted diluted earnings/(loss) per share is calculated by adjusting the weighted average number of ordinary shares in issue during the period to assume conversion of all dilutive potential ordinary shares. There is one category of dilutive potential ordinary shares: share awards pursuant to the 2012 Equity Incentive Plan (the “Equity Plan”). Share awards pursuant to the Equity Plan are assumed to have been converted into ordinary shares at the beginning of the financial year. Adjusted basic and diluted earnings/(loss) per share are presented in supplemental note 3.

 

6 


 

Key Performance Indicators

 

    Three months ended     Six months ended  
    31 December     31 December  
    2024     2023     2024     2023  
Revenue                                
Commercial % of total revenue     42.8 %     31.8 %     49.8 %     42.4 %
Broadcasting % of total revenue     31.0 %     47.1 %     27.2 %     38.0 %
Matchday % of total revenue     26.2 %     21.1 %     23.0 %     19.6 %

 

    2024/25
Season
    2023/24
Season
    2024/25
Season
    2023/24
Season
 
Home Matches Played                                
PL     7       6       10       10  
UEFA competitions     2       3       3       3  
Domestic Cups     1       1       2       2  
Away Matches Played                                
PL     6       7       9       10  
UEFA competitions     3       2       3       3  
Domestic Cups     1       -       1       -  
Other                                
Employee benefit expenses % of revenue     41.5 %     42.1 %     47.6 %     48.4 %

 

Contacts

 

Investors:

Corinna Freedman

Head of Investor Relations

Corinna.Freedman@manutd.co.uk

 

Media:

 

Toby Craig

Chief Communications Officer

Toby.Craig@manutd.co.uk

 

7 


 

CONSOLIDATED STATEMENT OF PROFIT OR LOSS

(unaudited; in £ thousands, except per share and shares outstanding data)

 

   

Three months ended

31 December

   

Six months ended

31 December

 
    2024     2023     2024     2023  
Revenue from contracts with customers     198,700       225,756       341,765       382,852  
Operating expenses     (196,493 )     (198,661 )     (382,078 )     (383,423 )
Profit on disposal of intangible assets     839       399       36,391       29,880  
Operating profit/(loss)     3,046       27,494       (3,922 )     29,309  
Finance costs     (42,480 )     (16,593 )     (31,471 )     (37,842 )
Finance income (1)     4,917       16,318       2,504       2,948  
Net finance costs     (37,563 )     (275 )     (28,967 )     (34,894 )
(Loss)/profit before income tax     (34,517 )     27,219       (32,889 )     (5,585 )
Income tax credit/(expense)     6,772       (6,845 )     6,473       202  
(Loss)/profit for the period     (27,745 )     20,374       (26,416 )     (5,383 )
                                 
Basic (loss)/earnings per share:                                
Basic (loss)/earnings per share (pence)     (16.35 )     12.49       (15.58 )     (3.30 )
Weighted average number of ordinary shares used as the denominator in calculating basic (loss)/earnings per share (thousands)     169,746       163,159       169,532       163,159  
Diluted (loss)/earnings per share:                                
Diluted (loss)/earnings per share (pence) (2)     (16.35 )     12.44       (15.58 )     (3.30 )
Weighted average number of ordinary shares and potential ordinary shares used as the denominator in calculating diluted (loss)/earnings per share (thousands) (2)     169,746       163,723       169,532       163,159  

 

(1) Each element of finance costs and income is split based on its position in both the three months ended 31 December and the six months ended 31 December. In both the current year and the prior year, exchange rate fluctuations have resulted in costs and income for the three months ended 31 December that are greater than the total net position across the six months ended 31 December.

 

(2) For the three months ended 31 December 2024 and the six months ended 31 December 2024 and 31 December 2023, potential ordinary shares are anti-dilutive, as their inclusion in the diluted loss per share calculation would reduce the loss per share, and hence have been excluded.

 

8 


 

CONSOLIDATED BALANCE SHEET

(unaudited; in £ thousands)

 

    As of  
   

31 December

2024

    30 June
2024
    31 December
2023
 
ASSETS                  
Non-current assets                        
Property, plant and equipment     267,060       256,118       255,246  
Right-of-use assets     7,650       8,195       8,199  
Investment properties     19,573       19,713       19,853  
Intangible assets     946,014       837,564       922,527  
Deferred tax asset     25,779       17,607       -  
Trade receivables     46,583       27,930       24,498  
Derivative financial instruments     364       380       200  
      1,313,023       1,167,507       1,230,523  
Current assets                        
Inventories     13,423       3,543       4,024  
Prepayments     27,568       18,759       26,945  
Contract assets – accrued revenue     59,847       39,778       61,819  
Trade receivables     88,776       36,999       81,388  
Other receivables     2,022       2,735       2,065  
Derivative financial instruments     247       1,917       2,439  
Cash and cash equivalents     95,542       73,549       62,809  
      287,425       177,280       241,489  
Total assets     1,600,448       1,344,787       1,472,012  

 

9 


 

CONSOLIDATED BALANCE SHEET (continued)

(unaudited; in £ thousands)

 

    As of  
    31 December 2024     30 June
2024
    31 December
2023
 
EQUITY AND LIABILITIES                        
Equity                        
Share capital     56       55       53  
Share premium     307,345       227,361       68,822  
Treasury shares     (21,305 )     (21,305 )     (21,305 )
Merger reserve     249,030       249,030       249,030  
Hedging reserve     (3,542 )     (1,000 )     (25 )
Retained deficit     (334,870 )     (309,251 )     (200,558 )
      196,714       144,890       96,017  
Non-current liabilities                        
Deferred tax liabilities     -       -       924  
Contract liabilities - deferred revenue     4,146       5,347       8,059  
Trade and other payables     179,438       175,894       189,891  
Borrowings     515,719       511,047       506,509  
Lease liabilities     8,018       7,707       7,704  
Derivative financial instruments     3,179       4,911       1,482  
      710,500       704,906       714,569  
Current liabilities                        
Contract liabilities - deferred revenue     165,724       198,628       149,643  
Trade and other payables     297,598       249,030       231,701  
Income tax liabilities     966       427       775  
Borrowings     215,746       35,574       266,792  
Lease liabilities     672       934       861  
Derivative financial instruments     4,558       2,603       591  
Provisions     7,970       7,795       11,063  
      693,234       494,991       661,426  
Total equity and liabilities     1,600,448       1,344,787       1,472,012  

 

10 


 

CONSOLIDATED STATEMENT OF CASH FLOWS

(unaudited; in £ thousands)

 

    Three months ended
31 December
    Six months ended
31 December
 
    2024     2023     2024     2023  
Cash flows from operating activities                                
Cash used in operations (see supplemental note 4)     (55,807 )     (38,012 )     (32,599 )     (12,141 )
Interest paid     (7,401 )     (8,182 )     (18,771 )     (18,756 )
Interest received     696       223       1,756       572  
Tax (paid)/refunded     (718 )     (561 )     (299 )     5,256  
Net cash outflow from operating activities     (63,230 )     (46,532 )     (49,913 )     (25,069 )
Cash flows from investing activities                                
Payments for property, plant and equipment     (6,936 )     (2,811 )     (17,235 )     (11,840 )
Payments for intangible assets     (49,917 )     (35,729 )     (203,657 )     (167,942 )
Proceeds from sale of intangible assets     5,770       7,913       39,338       33,582  
Net cash outflow from investing activities     (51,083 )     (30,627 )     (181,554 )     (146,200 )
Cash flows from financing activities                                
Proceeds from issue of shares     79,985       -       79,985       -  
Proceeds from borrowings     -       60,000       200,000       160,000  
Repayment of borrowings     (20,000 )     -       (20,000 )     -  
Principal elements of lease payments     (63 )     (300 )     (191 )     (500 )
Net cash inflow from financing activities     59,922       59,700       259,794       159,500  
Effects of exchange rate changes on cash and cash equivalents     375       (561 )     (6,334 )     (1,441 )
Net (decrease)/increase in cash and cash equivalents     (54,016 )     (18,020 )     21,993       (13,210 )
Cash and cash equivalents at beginning of period     149,558       80,829       73,549       76,019  
Cash and cash equivalents at end of period     95,542       62,809       95,542       62,809  

 

11 


 

SUPPLEMENTAL NOTES

 

1 General information

 

Manchester United plc (the “Company”) and its subsidiaries (together the “Group”) is a men’s and women’s professional football club together with related and ancillary activities. The Company incorporated under the Companies Law (as amended) of the Cayman Islands.

 

2 Reconciliation of (loss)/profit for the period to adjusted EBITDA

 

    Three months ended
31 December
    Six months ended
31 December
 
    2024
£’000
    2023
£’000
    2024
£’000
    2023
£’000
 
(Loss)/profit for the period     (27,745 )     20,374       (26,416 )     (5,383 )
Adjustments:                                
Income tax (credit)/expense     (6,772 )     6,845       (6,473 )     (202 )
Net finance costs     37,563       275       28,967       34,894  
(Profit)/loss on disposal of intangible assets     (839 )     (399 )     (36,391 )     (29,880 )
Exceptional items     14,537       9,595       23,175       9,595  
Amortization     49,423       50,495       102,693       97,340  
Depreciation     4,293       4,153       8,549       8,255  
Adjusted EBITDA     70,460       91,338       94,104       114,619  

 

12 


 

3 Reconciliation of (loss)/profit for the period to adjusted (loss)/profit for the period and adjusted basic and diluted (loss)/earnings per share

 

    Three months ended
31 December
    Six months ended
31 December
 
    2024
£’000
    2023
£’000
    2024
£’000
    2023
£’000
 
(Loss)/profit for the period     (27,745 )     20,374       (26,416 )     (5,383 )
Exceptional items     14,537       9,595       23,175       9,595  
Foreign exchange losses/(gains) on unhedged US dollar denominated borrowings     15,936       (13,332 )     (748 )     421  
Fair value (gain)/loss on embedded foreign exchange derivatives     (4,221 )     946       1,731       9,109  
Income tax (credit)/expense     (6,772 )     6,845       (6,473 )     (202 )
Adjusted (loss)/profit before income tax     (8,265 )     24,428       (8,731 )     13,540  
Adjusted income tax (expense)/credit (using a normalized tax rate of 25% (2023: 21%))     2,066       (5,130 )     2,183       (2,843 )
Adjusted (loss)/profit for the period (i.e. adjusted net (loss)/income)     (6,199 )     19,298       (6,548 )     10,697  
                                 
Adjusted basic (loss)/earnings per share:                                
Adjusted basic (loss)/earnings per share (pence)     (3.65 )     11.83       (3.86 )     6.56  
Weighted average number of ordinary shares used as the denominator in calculating adjusted basic (loss)/earnings per share (thousands)     169,746       163,159       169,532       163,159  
Adjusted diluted (loss)/earnings per share:                                
Adjusted diluted (loss)/earnings per share (pence)(1)     (3.65 )     11.79       (3.86 )     6.53  
Weighted average number of ordinary shares and potential ordinary shares used as the denominator in calculating adjusted diluted (loss)/earnings per share (thousands) (1)     169,746       163,723       169,532       163,723  

 

(1) For the three months ended 31 December 2024 and the six months ended 31 December 2024 and 31 December 2023, potential ordinary shares are anti-dilutive, as their inclusion in the diluted loss per share calculation would reduce the loss per share, and hence have been excluded.

 

13 


 

4 Cash used in operations

 

    Three months ended
31 December
    Six months ended
31 December
 
    2024
£’000
    2023
£’000
    2024
£’000
    2023
£’000
 
(Loss)/profit for the period     (27,745 )     20,374       (26,416 )     (5,383 )
Income tax (credit)/expense     (6,772 )     6,845       (6,473 )     (202 )
(Loss)/profit before income tax     (34,517 )     27,219       (32,889 )     (5,585 )
Adjustments for:                                
Depreciation     4,293       4,153       8,549       8,255  
Amortization     49,423       50,495       102,693       97,340  
Profit on disposal of intangible assets     839       (399 )     (36,391 )     (29,880 )
Net finance costs     37,563       275       28,967       34,894  
Non-cash employee benefit expense – equity-settled share-based payments     421       736       797       1,476  
Foreign exchange losses/(gains) on operating activities     562       619       (152 )     477  
Reclassified from hedging reserve     184       250       2,943       (2 )
Changes in working capital:                                
Inventories     (982 )     1,022       (9,880 )     (859 )
Prepayments     8,685       9,286       (9,413 )     (10,833 )
Contract assets – accrued revenue     (14,088 )     (14,476 )     (20,069 )     (18,487 )
Trade receivables     (35,013 )     (39,110 )     (49,243 )     (44,355 )
Other receivables     140       9,612       713       7,863  
Contract liabilities – deferred revenue     (62,241 )     (64,780 )     (34,105 )     (18,581 )
Trade and other payables     (9,386 )     (23,602 )     14,920       (31,839 )
Provisions     (12 )     688       (39 )     (2,025 )
Cash used in operations     (55,807 )     (38,012 )     (32,599 )     (12,141 )

 

14