Reed Elsevier 2011 Interim Results

AMSTERDAM--()--Regulatory News:

28 July 2011

First half underlying growth in all businesses

  • Underlying revenue growth +1%, or +3% excluding biennial exhibition cycling
    • Improving performance from large subscription and data businesses
    • Cyclical businesses recovering
  • Adjusted operating margin +1.3% pts at 26.6%
  • Return to growth in adjusted earnings per share: +5%

Full year outlook reaffirmed

 

REED ELSEVIER

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Revenue 2,904   2,992   -3% 3,340   3,441   -3% -1% +1%
Adjusted operating profit 774 758 +2% 890 872 +2% +3% +2%
Adjusted operating margin 26.6% 25.3% 26.6% 25.3%
Adjusted profit before tax 662 624 +6% 761 718 +6% +6%
Adjusted operating cash flow 692 743 -7% 796 854 -7% -8%
Adjusted net profit 506 482 +5% 582 554 +5% +5%
Reported net profit         377   316   +19%       434   363   +19%       +17%        
Net borrowings         3,404   3,848           3,779   4,694                    
 

PARENT COMPANIES

              Reed Elsevier PLC       Reed Elsevier NV      
Six months ended 30 June Six months ended 30 June  
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Adjusted earnings per share 22.3p   21.3p   +5% €0.40   €0.38   +5% +5%
Reported earnings per share 15.8p 13.2p +20% €0.30 €0.25 +20%
Ordinary dividend per share             5.65p   5.4p   +5%       €0.110   €0.109   +1%        

Adjusted figures are supplemental performance measures used by management. Reconciliations between the reported and adjusted figures are set out in note 4 to the combined financial information on page 25 and note 2 to the respective parent company financial information on pages 31 and 36.

Commenting on the results, Anthony Habgood, Chairman of Reed Elsevier, said:

“The first half has seen underlying revenue growth in each of our businesses (excluding the net cycling out of biennial exhibitions), good growth in operating margin, and a welcome return to growth in adjusted earnings per share (+5%) and in dividends. Reported earnings per share were strongly ahead (+20%) and no restructuring charges were taken as exceptional during the period. The sharp focus on value creation and operational execution should sustain a continued improvement in performance.”

Reed Elsevier’s Chief Executive Officer, Erik Engstrom, commented:

“The first half has seen the growth trajectory improve with our large subscription and data revenues strengthening and most of our cyclical businesses recovering.

Good growth in global scientific and medical research activity has supported spend on research information and tools. The risk business with its pipeline of new product innovation is expanding its data and analytics across insurance carriers’ workflow. In our legal businesses new sales continue to grow and our product and content enhancements are resonating well with customers. Our exhibitions are demonstrating the value of their offering with strong growth in the annual shows and a further acceleration of the new launch programme. Reed Business Information has returned to underlying revenue growth and delivered its highest margin in recent history, as it continued to focus the portfolio on high growth data services and online marketing, and increased the efficiency in its operations.

With positive momentum across our businesses, we continue to expect a gradual improvement in performance.”

  • Elsevier (44% of adjusted operating profit)
    • Revenue growth +2% (+2% underlying), adjusted operating profit +5% (+4% underlying), at constant currency
    • Growing research activity supporting science and medical research related spend
    • Health Sciences: good growth in electronic solutions offset by continuing weakness in European pharma promotion, print books and US career school enrolments
    • Budget environment mixed; varies considerably by geography and customer
  • LexisNexis Risk Solutions (23% of adjusted operating profit)
    • Revenue growth +3% (+4% underlying), adjusted operating profit +5% (+6% underlying), at constant currency
    • Strong growth in insurance data and analytics (+7%) supported by new product pipeline
    • Growth across all of business services, government and screening solutions; varies by market
    • Insurance software licence business -25% (£7m/€8m); carriers postponing enterprise systems purchases
  • LexisNexis Legal & Professional (12% of adjusted operating profit)
    • Revenue growth -1% (+1% underlying), adjusted operating profit -4% (-2% underlying), at constant currency
    • Return to underlying revenue growth; adjusted operating margin flat
    • Legal markets stabilised but recovery in activity levels muted; new sales growing, content and product enhancements resonating
    • Strong growth outside US in online services largely offset by print declines
  • Reed Exhibitions (15% of adjusted operating profit)
    • Revenue growth -3% (-4% underlying), adjusted operating profit -7% (-8% underlying), at constant currency
    • Underlying revenues +10% excluding impact of biennial show cycling
    • Strong growth in annual events across all geographies
    • Expanded launch programme with over 40 new launches expected for the full year
  • Reed Business Information (7% of adjusted operating profit)
    • Revenue -8% (+2% underlying), adjusted operating profit +32% (+12% underlying), at constant currency
    • Return to underlying revenue growth; adjusted operating margin up 4.7% pts to 15.4%
    • Strong growth in data services and online marketing solutions
    • Leading brands returned to growth in the first half; continuing difficult print advertising markets in other business magazines
  • Strong financial position with good cash generation
    • Conversion of adjusted operating profit into cash at 89%
    • Free cash flow of £440m (after restructuring spend) before dividends
    • Net debt at 30 June 2011 £3.4bn ($5.5bn; €3.8bn)
    • Net debt/LTM ebitda: 1.9x (2.4x pensions and lease adjusted)

Parent company earnings per share and dividends

  • Adjusted earnings per share +5% to 22.3p for Reed Elsevier PLC and +5% to €0.40 for Reed Elsevier NV; +5% at constant currencies.
  • Reported earnings per share +20% to 15.8p for Reed Elsevier PLC and +20% to €0.30 for Reed Elsevier NV; no exceptional restructuring charges and lower acquisition related integration costs.
  • Reed Elsevier PLC interim dividend up +5% at 5.65p; equalised Reed Elsevier NV dividend +1% to €0.110. (Difference in growth rates in the equalised dividends reflects changes in the euro:sterling exchange rate since prior year dividend announcement date.)

Outlook

With positive momentum across our businesses and our focus on creating value, we continue to expect a gradual improvement in performance.

  • Elsevier: Strong demand for research information and electronic tools continues. The budget environment, however, remains mixed. Overall, modest revenue growth is expected for the year.
  • LexisNexis Risk Solutions: The business is positioned well for the future with good growth in data and analytics and new product initiatives continuing across all the businesses. The software licence business is not expected to improve in the second half.
  • LexisNexis Legal & Professional: Growth in legal market activity levels remains muted. New sales, however, are growing well. Revenue recovery is expected to continue to be gradual, with adjusted operating margin broadly flat in 2011.
  • Reed Exhibitions: Continued good growth in annual shows and significant launch activity is expected; however 2011 sees the net cycling out of biennial shows.
  • Reed Business Information: Data services and online marketing solutions are continuing to grow well. Leading brands are expected to remain stable but many print advertising markets are still weak.

ENQUIRIES:

     

Sybella Stanley (Investors)

     

Patrick Kerr (Media)

+44 (0)20 7166 5630

+44 (0)20 7166 5646

FORWARD LOOKING STATEMENTS

This Interim Results statement contains forward-looking statements within the meaning of Section 27A of the US Securities Act of 1933, as amended, and Section 21E of the US Securities Exchange Act of 1934, as amended. These statements are subject to a number of risks and uncertainties that could cause actual results or outcomes to differ materially from those currently being anticipated. The terms “estimate”, “project”, “plan”, “intend”, “expect”, “should be”, “will be”, “believe” and similar expressions identify forward-looking statements. Factors which may cause future outcomes to differ from those foreseen in forward-looking statements include, but are not limited to: general economic and business conditions; competitive factors in the industries in which Reed Elsevier operates; demand for Reed Elsevier's products and services; exchange rate fluctuations; legislative, fiscal and regulatory developments; political risks; changes in law and legal interpretations affecting Reed Elsevier's intellectual property rights and internet communications; the availability of third party content and data; terrorism, acts of war and pandemics; the impact of technological change; and other risks referenced from time to time in the filings of Reed Elsevier PLC and Reed Elsevier NV with the US Securities and Exchange Commission.

OPERATING AND FINANCIAL REVIEW

OPERATING REVIEW

 

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Revenue        
Elsevier 961 955 +1% 1,105 1,098 +1% +2% +2%
LexisNexis Risk Solutions 452 464 -3% 520 534 -3% +3% +4%
LexisNexis Legal & Professional 779 816 -5% 896 938 -5% -1% +1%
Reed Exhibitions 368 383 -4% 423 441 -4% -3% -4%
Reed Business Information         344   374   -8%     396   430   -8%     -8%     +2%
Total         2,904   2,992   -3%     3,340   3,441   -3%     -1%     +1%
Adjusted operating profit
Elsevier 343 319 +8% 394 367 +8% +5% +4%
LexisNexis Risk Solutions 178 180 -1% 205 207 -1% +5% +6%
LexisNexis Legal & Professional 94 100 -6% 108 115 -6% -4% -2%
Reed Exhibitions 113 123 -8% 130 142 -8% -7% -8%
Reed Business Information 53 40 +33% 61 46 +33% +32% +12%
Unallocated items         (7)   (4)         (8)   (5)                
Total         774   758   +2%     890   872   +2%     +3%     +2%

Adjusted figures are supplemental measures used by management. Reconciliations between the reported and adjusted figures are set out in note 4 to the combined financial information on page 25. The reported operating profit figures are set out in note 2 on page 22.

Unless otherwise indicated, all percentage movements in the following commentary refer to performance at constant exchange rates. Underlying growth rates are calculated at constant currencies, and exclude the results of all acquisitions and disposals made both in the year and prior year. Constant currency growth rates are based on 2010 full year average and hedge exchange rates.

Elsevier

 

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Revenue        
Science & Technology 529 503 +5% 608 578 +5% +4% +4%
Health Sciences         432   452   -4%     497   520   -4%     -1%     0%
          961   955   +1%     1,105   1,098   +1%     +2%     +2%
Adjusted operating profit 343 319 +8% 394 367 +8% +5% +4%
Adjusted operating margin         35.6%   33.4%   +2.2pts     35.6%   33.4%   +2.2pts            

Good growth in global scientific and medical research activity has supported spend on research information and tools. Weakness has continued in European pharma promotion and health print book sales.

Revenues and adjusted operating profits increased by 2% and 5% respectively at constant currencies, or 2% and 4% before minor acquisitions and disposals.

Science & Technology saw underlying revenue growth of 4%. Global research activity has continued to grow in line with long term trends. The scientific research landscape is also being shaped by the increasing inter-disciplinary nature of research and growing cross-border collaboration between institutions. The funding environment continues to be mixed with significant customer and geographic variations. Within this context, Elsevier has focused on helping academic customers achieve better research outcomes through insightful information and productivity tools. The number of customers taking broad content collections continued to increase. Strong growth was seen in sales of electronic solutions including Scopus and our more recently introduced performance and planning tools in the SciVal suite, which help institutions to manage their research spend.

Health Sciences underlying revenues were flat. Medical research revenue growth strengthened as the trends mirrored those in Science & Technology research. Demand remains strong for integrated online solutions and other electronic products in clinical reference, clinical decision support, and nursing and health professional education, reflecting the focus on improved healthcare outcomes and increased efficiency as well as format migration. Print books declined however, reflecting constrained customer budgets, format shift and lower enrolments in US career schools ahead of the introduction of ‘gainful employment’ legislation affecting student funding. Clarity on this legislation following government announcements in May is expected to enable career schools to plan more confidently and the education market to gradually recover. Pharma promotion and other advertising markets stabilised in the US, but there was continued weakness in European markets.

Underlying cost growth was 1% reflecting savings in direct costs and tight cost control offsetting business growth and spending on new product and market initiatives. The adjusted operating margin improved by 2.2 percentage points reflecting a 0.8 percentage point underlying improvement, a 0.3 percentage point benefit from minor disposals and a 1.1 percentage points net benefit of the multi-year subscription currency hedging programme and other currency translation effects. The reported operating margin, after amortisation of acquired intangible assets, was 31.8%, up 2.4 percentage points.

Strong demand for research information and electronic tools is expected to continue. The budget environment, however, remains mixed. Overall, modest revenue growth is expected for the year.

LexisNexis Risk Solutions

 

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Revenue         452   464   -3%     520   534   -3%     +3%     +4%
Adjusted operating profit 178   180   -1% 205   207   -1% +5% +6%
Adjusted operating margin         39.4%   38.8%   +0.6pts     39.4%   38.8%   +0.6pts            

Insurance data and analytics grew strongly supported by an active new product pipeline. Screening solutions and business services grew well, while government solutions saw modest growth reflecting US federal budget constraints. Sales of insurance software licences declined.

LexisNexis Risk Solutions and LexisNexis Legal & Professional, previously combined as one LexisNexis business, have operated as two distinct businesses from 1 January 2011. Comparative figures and growth rates are presented on a pro forma basis.

Revenues and adjusted operating profits were up 3% and 5% respectively at constant currencies, or up 4% and 6% before minor disposals.

Insurance data and analytics grew 7% as US carriers continued to look to improve underwriting economics and process efficiency. In addition to the intensive use of data and analytics at the point of underwriting, growth was supported by the increasing penetration of new products across other areas of the insurance carrier workflow from marketing to claims. The insurance software licence business declined 25% (£7m/€8m) as carriers postponed purchasing decisions for enterprise systems.

Screening services grew 6% with improved sales effectiveness and increasing penetration of the mid-sized company market in a more subdued hiring environment. Business and other data services saw growth of 5% with a continued recovery in the financial services and corporate markets and new product introduction. Government solutions growth of 2% was constrained by US federal budget pressures, although there is increasing interest in products that identify fraud, waste and abuse in state and local welfare programs.

In June, LexisNexis Risk Solutions announced an initiative to open source elements of its industry leading HPCC ‘big data’ technology. Making the HPCC platform open source will expand the usage applications for the technology, enabling LexisNexis to leverage innovation within the open source community to accelerate the development and capabilities of the platform.

Underlying cost growth was 2% reflecting the business growth and continued investment in new product initiatives offset by further cost savings particularly in technology integration. The adjusted operating profit margin grew 0.6 percentage points to 39.4%. The reported operating margin, after amortisation of acquired intangible assets and acquisition integration costs, was 21.5%, up 3.2 percentage points.

The business is positioned well for the future with good growth in data and analytics and new product initiatives across all the businesses. The software licence business is not expected to improve in the second half.

LexisNexis Legal & Professional

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Revenue         779   816   -5%     896   938   -5%     -1%     +1%
Adjusted operating profit 94   100   -6% 108   115   -6% -4% -2%
Adjusted operating margin         12.1%   12.2%   -0.1pts     12.1%   12.2%   -0.1pts            

LexisNexis Legal & Professional returned to underlying revenue growth in the first half. Legal markets have stabilised but recovery in activity levels is muted. In the US, new sales grew and content and product enhancements resonated well with customers. Outside the US, strong growth in online services was largely offset by continued declines in print product. Adjusted operating margin was flat reflecting the focus on operational efficiency.

LexisNexis Risk Solutions and LexisNexis Legal & Professional, previously combined as one LexisNexis business, have operated as two distinct businesses from 1 January 2011. Comparative figures and growth rates are presented on a pro forma basis.

Revenues and adjusted operating profits were lower by 1% and 4% respectively at constant currencies, or up 1% and 2% lower respectively before acquisitions and disposals.

In the US, sales to law firms were up 1%. The legal market remained stable with both employment and activity levels muted. Nevertheless, new sales were higher, reflecting increased sales penetration, product enhancements and additional jurisdictional content. Litigation solutions also grew well and good growth was seen in work for the US Patent Office. Sales to corporate, government and academic markets were flat, with moderated declines in corporate news & business (-7%). Good progress continued in the development of the next generation of legal products and operational infrastructure. Lexis Advance for Associates, a segment-specific tool and content set targeted at research intensive lawyers, currently in development, was previewed with many customers. The combination of the improved user interface on lexis.com, other enhancements including Lexis for Microsoft Office, and the prospect of further Lexis Advance releases are all resonating well with customers. Searches on lexis.com showed good growth in the first half.

Outside the US, sales were up 2%. Online revenues were up 8% with strong demand for technology enabled content and new workflow tools across all geographies. This was largely offset by print product declines driven by format migration and continuing cost focus by law firms. The first half saw some favourable publication phasing.

Underlying cost growth was 1% with increased spending on new product initiatives and sales & marketing mitigated by continuing cost actions. The adjusted operating profit margin was 0.1 percentage points lower at 12.1%. The seasonality of the business, with the typically more significant publishing schedule in the second half of the year, gives a lower margin in the first half of the year than in the second half. The reported operating margin, after amortisation of acquired intangibles and acquisition integration costs, was down 0.5 percentage points at 6.9%.

Growth in legal market activity levels remains muted. New sales, however, are growing well. Revenue recovery is expected to continue to be gradual, with adjusted operating margin broadly flat in 2011.

Reed Exhibitions

 

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Revenue         368   383   -4%     423   441   -4%     -3%     -4%
Adjusted operating profit 113   123   -8% 130   142   -8% -7% -8%
Adjusted operating margin         30.7%   32.1%   -1.4pts     30.7%   32.1%   -1.4pts            

Strong growth was seen in annual events in developed markets and particularly in emerging markets. Reported growth is impacted by the net cycling out of biennial shows. New show launch programme accelerated.

Revenues and adjusted operating profits were 3% and 7% lower respectively at constant currencies, or 4% and 8% before small acquisitions and disposals.

Underlying revenues, excluding the effects of biennial show cycling, increased by 10% with strong performance at annual shows across the portfolio and significant new launch activity. In the largest market, Europe, underlying revenues excluding cycling were up 7% with Mipim and MipTV in France performing well. The US saw strong growth, with underlying revenues excluding cycling up 14%, with JCK, National Hardware and ISC West particularly successful. Japan saw good growth in the first half with strong performance from the renewable energy and spring IT events. The Japanese business received many plaudits in government and business circles for not cancelling any shows despite the effects of the March earthquake. The shows in China, Brazil, Russia and the Middle East delivered very strong growth. Particular successes were World Future Energy Summit in the Middle East, the Brasilplast plastics show and FEIMAFE machine tools and quality control show in Brazil, and the Sino Corrugated Shanghai packaging show in China. Satisfaction levels amongst exhibitors and visitors were high across the portfolio.

Reed Exhibitions plan to launch more than 40 new events in 2011 with 18 held in the first half. 25 of the 35 shows launched in 2010 are expected to be held again, representing a high level of successful execution of new events.

Underlying costs were down 2% reflecting the lower revenue from biennials cycling out partly offset by the significantly increased launch programme, as well as higher spend on building out our technology capabilities. The adjusted operating margin was 1.4 percentage points lower than first half 2010 at 30.7%. The adjusted operating margin in the first half is higher than for the year as a whole due to the seasonality of revenue. The reported operating margin, after amortisation of acquired intangibles and acquisition integration costs, was down 2.1 percentage points to 25.8%.

Continued good growth in annual shows and significant new launch activity is expected; however, 2011 sees the net cycling out of biennial shows.

Reed Business Information

 

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Revenue         344   374   -8%     396   430   -8%     -8%     +2%
Adjusted operating profit 53   40   +33% 61   46   +33% +32% +12%
Adjusted operating margin         15.4%   10.7%   +4.7pts     15.4%   10.7%   +4.7pts            

Reed Business Information returned to underlying revenue growth in the first half as the business focused on data services and online marketing solutions. Declines in print advertising moderated. The significant increase in adjusted operating margin reflected portfolio reshaping and increased efficiency.

Revenues were down 8% and adjusted operating profits up 32% at constant currencies. Before acquisitions and disposals, underlying revenues and adjusted operating profits were up 2% and 12% respectively, reflecting the impact of the actions taken to focus on higher growth areas and reshape the cost base.

The major data services business grew 10% underlying with strong growth in ICIS, Bankers Almanac and XpertHR, tempered by continued weakness in the US construction markets served by RCD. The ICIS business was expanded with the increase in January of its interest in CBI China, the market leading petrochemical and energy information service in China of which RBI now has majority ownership. In June, the acquisition of Ascend Worldwide, one of the principal providers of data, analytics and services to the global aviation industry, was completed. Ascend will be integrated with RBI’s aerospace information and data services business, Flightglobal.

The major online marketing solutions businesses were up 7% driven by strong growth in Totaljobs online recruitment services and the Hotfrog web search business. The leading brands portfolio returned to overall growth of 2% in a more stable environment, while other business magazines and communities saw moderating print advertising declines in many markets which more than offset online growth. Further disposals were made in the first half including the UK road transport and computing print magazines and the QSS subscription fulfilment business.

Underlying costs were flat reflecting the cost actions taken to streamline the business while the business returned to growth. Total costs declined 13% at constant rates reflecting the divestment of low-returning assets last year and in the first half. Accordingly, the adjusted operating margin increased by 4.7 percentage points to 15.4%, the highest level achieved in recent years. The reported operating margin, after amortisation of acquired intangibles, was up 6.2 percentage points to 9.9%.

Data services and online marketing solutions are continuing to grow well. Leading brands are expected to remain stable but many print advertising markets are still weak.

FINANCIAL REVIEW

REED ELSEVIER COMBINED BUSINESSES

Reported figures

 

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Reported figures        
Revenue 2,904 2,992 -3% 3,340 3,441 -3% -1% +1%
Operating profit 579 543 +7% 666 624 +7% +6%
Profit before tax 476 412 +16% 547 474 +16% +14%
Net profit 377 316 +19% 434 363 +19% +17%
Net borrowings         3,404   3,848         3,779   4,694                

(The reported figures include amortisation of acquired intangible assets, acquisition related costs, disposals and other non operating items, related tax effects, movements in deferred tax assets and liabilities that are not expected to crystallise in the near term and, in respect of 2010, exceptional restructuring costs. There were no exceptional restructuring charges in 2011. Adjusted figures that exclude these items are used by Reed Elsevier as additional performance measures and are discussed later below.)

Revenue was £2,904m/€3,340m (2010: £2,992m/€3,441m), down 3% expressed in both sterling and euros. At constant exchange rates, revenue was down 1% compared with the prior first half. Underlying revenues, ie before acquisitions and disposals, were up 1%, or up 3% excluding the net cycling out of biennial exhibitions. This compares with underlying revenues up 1% in the prior first half, or down 1% excluding the biennial exhibition effects. The underlying revenue performance reflects the improved market environment, new product introduction, expanded sales & marketing, and other actions taken to improve the business. Revenue performance across the business is described in the Operating Review.

Reported operating profit, after amortisation of acquired intangible assets, acquisition related costs and, in respect of 2010, exceptional restructuring costs, was £579m/€666m (2010: £543m/€624m). The increase reflects the improved trading performance described in the Operating Review and no exceptional restructuring costs.

The amortisation charge in respect of acquired intangible assets, including the share of amortisation in joint ventures, amounted to £170m/€195m (2010: £172m/€198m).

Exceptional restructuring costs were nil (2010: £13m/€15m, in respect of the restructuring of RBI). Acquisition related costs amounted to £18m/€21m (2010: £24m/€28m) principally relating to technology integration within LexisNexis Risk Solutions. Disposals and other non operating gains were £9m/€10m (2010: £3m/€4m).

Net finance costs were £112m/€129m (2010: £134m/€154m), reflecting the benefit of free cash flow and redemption of term debt in 2010, the expiry of interest rate swaps, and currency translation effects.

The reported profit before tax, including amortisation of acquired intangible assets, acquisition related costs, disposals and other non operating items, was £476m/€547m (2010: £412m/€474m).

The reported tax charge was £97m/€111m (2010: £94m/€108m). The reported net profit attributable to the parent companies’ shareholders was £377m/€434m (2010: £316m/€363m).

Adjusted figures

 

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Adjusted figures        
Operating profit 774 758 +2% 890 872 +2% +3% +2%
Operating margin 26.6% 25.3% +1.3pts 26.6% 25.3% +1.3pts
Profit before tax 662 624 +6% 761 718 +6% +6%
Net profit 506 482 +5% 582 554 +5% +5%
Operating cash flow 692 743 -7% 796 854 -7% -8%
Operating cash flow conversion         89%   98%         89%   98%                

(Reed Elsevier uses adjusted figures as additional performance measures. Reconciliations between the reported and adjusted figures are set out in note 4 to the combined financial information. Comparison at constant exchange rates uses 2010 full year average and hedge exchange rates. Underlying growth rates are the first half on first half changes at constant currencies, excluding the results of all acquisitions and disposals made both in the year and prior year.)

Adjusted operating profit was £774m/€890m (2010: £758m/€872m), up 2% expressed in both sterling and euros. At constant exchange rates, adjusted operating profits were up 3%. Underlying adjusted operating profits, ie excluding acquisitions and disposals, were 2% higher. Profit performance across the business is described in the Operating Review.

Total costs reduced by 2% at constant exchange rates reflecting the sale and closure of low-returning assets and continued tight cost control as the business returned to growth. Underlying cost growth was 1% and included additional spending on new product development and expanded sales & marketing as markets recover.

The overall adjusted operating margin at 26.6% was 1.3 percentage points higher than in the prior first half, of which 0.7 percentage points reflected the effect of disposals and 0.4 percentage points the beneficial impact on reported growth of the multi-year subscription currency hedging programme and other currency translation effects.

The net pension expense, before the net pension financing credit, was £49m/€56m (2010: £47m/€54m). The net pension financing credit was £17m/€20m (2010: £13m/€15m) reflecting the higher market value of scheme assets at the beginning of the year compared with a year before. The share based and related remuneration charge was £18m/€21m (2010: £8m/€9m).

Adjusted profit before tax was £662m/€761m (2010: £624m/€718m), up 6% against the prior first half when expressed in both sterling and euros, and at constant exchange rates, reflecting the increase in adjusted operating profits and the lower net interest expense.

The effective tax rate on adjusted profit before tax was 23.3% (2010: 22.5%; full year 22.7%) reflecting the geographic mix of the net increase in pre-tax profits. The effective tax rate on adjusted profit before tax excludes movements in deferred taxation assets and liabilities that are not expected to crystallise in the near term, and includes the benefit of tax amortisation where available on acquired goodwill and intangible assets. This more closely aligns with cash tax costs over the longer term. Adjusted operating profits and taxation are grossed up for the equity share of taxes in joint ventures.

The application of tax law and practice is subject to some uncertainty and provisions are held in respect of this. Issues are raised during the course of regular tax audits and discussions including on the deductibility of interest on cross-border financing are ongoing. Although the outcome of open items cannot be predicted, no material impact on results is expected from such issues.

The adjusted net profit attributable to shareholders of £506m/€582m (2010: £482m/€554m) was up 5% when expressed in both sterling and euros, and at constant exchange rates.

Cash flows

Adjusted operating cash flow was £692m/€796m (2010: £743m/€854m), down 7% when expressed in both sterling and euros, or down 8% at constant currencies.

The rate of conversion of adjusted operating profits into cash flow in the first half was 89% (2010: 98%). The lower level of cash flow conversion compared with the prior first half reflects higher capital expenditure and some timing differences. The first half cash flow is somewhat variable reflecting the seasonality of operating cash flows particularly in relation to subscription receipts and exhibition deposits, and the timing of capital spend. The adjusted operating cash flow for the last 12 months to 30 June 2011 was £1,468m/€1,719m (2010: £1,584m/€1,796m) representing a cash flow conversion rate of 93% (2010: 102%).

Capital expenditure included within adjusted operating cash flow was £154m/€177m (2010: £134m/€154m), including £116m/€133m (2010: £101m/€116m) in respect of capitalised development costs included within internally generated intangible assets. The increase from the prior first half reflects the increased investment in new products and related infrastructure, particularly in the LexisNexis Legal & Professional business.

Free cash flow – after interest and taxation – was £486m/€559m (2010: £606m/€697m) before acquisition related spend and cash flows relating to prior year exceptional restructuring programmes. The decrease compared with the prior first half reflects the lower adjusted operating cash flow and, more significantly, a more usual level of taxes paid at £104m/€120m (2010: £4m/€4m) before taking account of tax relief in respect of acquisition related and exceptional restructuring spend. The first half of 2010 benefited from tax repayments from prior years.

Payments made in respect of acquisition related costs amounted to £15m/€17m (2010: £23m/€26m), principally in respect of the ChoicePoint integration. Payments in respect of the prior year exceptional restructuring programmes were £33m/€38m (2010: £45m/€52m), principally relating to severance and vacant property costs. Net tax paid in the first half was reduced by £2m/€2m (2010: net tax repayments increased by £31m/€35m) in respect of acquisition related and exceptional restructuring spend.

Free cash flow before dividends was £440m/€506m (2010: £569m/€654m). Ordinary dividends paid to shareholders in the first half, being the 2010 final dividends, amounted to £363m/€417m (2010: £356m/€409m). Free cash flow after dividends was £77m/€89m (2010: £213m/€245m).

Spend on acquisitions and investments was £139m/€160m, including debt acquired and deferred consideration on past acquisitions. An amount of £69m/€79m was capitalised in the year as acquired intangible assets and £92m/€106m as goodwill. Net cash proceeds from disposals amounted to £19m/€22m. Tax paid in respect of disposals was nil (2010: £103m/€118m tax repayment).

Net proceeds from the exercise of share options were £7m/€8m (2010: £3m/€3m). No share repurchases were made by the parent companies in the year (2010: nil) and no shares of the parent companies were purchased by the employee benefit trust (2010: nil).

Debt

Net borrowings at 30 June 2011 were £3,404m/€3,779m, a decrease of £51m/€264m since 31 December 2010, reflecting currency translation effects on the largely US dollar denominated net debt. Excluding currency translation effects, net debt increased by £37m/€42m reflecting the seasonally low first half free cash flow and acquisition spend. Expressed in US dollars, net borrowings at 30 June 2011 were $5,469m, an increase of $82m since 31 December 2010.

Gross borrowings after fair value adjustments at 30 June 2011 amounted to £4,324m/€4,800m (31 December 2010: £4,302m/€5,034m). The fair value of related derivative assets was £136m/€151m (31 December 2010: £105m/€123m). Cash balances totalled £784m/€870m (31 December 2010: £742m/€868m).

As at 30 June 2011, after taking into account interest rate and currency derivatives, a total of 66% of Reed Elsevier’s gross borrowings were at fixed rates with a weighted average remaining life of 6.0 years and interest rate of 6.2%.

Net pension obligations, ie pension obligations less pension assets, at 30 June 2011 were £155m/€172m (31 December 2010: £170m/€199m) including a net deficit of £9m/€10m (31 December 2010: deficit of £24m/€28m) in respect of funded schemes. The reduction in the overall net deficit reflects an increase in the market value of scheme assets in the first half.

The ratio of net debt to ebitda (earnings before interest, tax, depreciation and amortisation) as at 30 June 2011 was 1.9x (31 December 2010: 1.9x), and 2.4x (31 December 2010: 2.5x) on a pensions and lease adjusted basis. Reed Elsevier targets ratios of net debt to ebitda and free cash flow to net debt (on a pensions and lease adjusted basis) over the longer term consistent with a solid investment grade credit rating.

Liquidity

In May 2011, the first of two one year extension options was exercised on the $2.0bn committed bank facility taking the maturity to June 2014. This back up facility provides security of funding for $2.0bn of short term debt to June 2014. After taking account of committed bank facilities and available cash resources, no borrowings mature until 2014. The strong free cash flow of the business, the available resources and back up facilities, and Reed Elsevier’s ability to access debt capital markets are expected to provide sufficient liquidity to repay or refinance borrowings as they mature.

PARENT COMPANIES

 

      Reed Elsevier PLC     Reed Elsevier NV    

Change at

constant

currencies

Six months ended 30 June Six months ended 30 June
        2011

pence

  2010

pence

  Change

%

   

2011

 

2010

  Change

%

   
Reported earnings per share 15.8p   13.2p   +20% €0.30   €0.25   +20%
Adjusted earnings per share 22.3p 21.3p +5% €0.40 €0.38 +5% +5%
Ordinary dividend per share       5.65p   5.4p   +5%     €0.110   €0.109   +1%      

For the parent companies, Reed Elsevier PLC and Reed Elsevier NV, adjusted earnings per share were both up 5% at 22.3p (2010: 21.3p) and €0.40 (2010: €0.38) respectively. At constant rates of exchange, the adjusted earnings per share of both companies also increased by 5%.

The reported earnings per share for Reed Elsevier PLC shareholders was 15.8p (2010: 13.2p) and for Reed Elsevier NV shareholders was €0.30 (2010: €0.25). The increase reflects the improved trading performance, no exceptional restructuring costs and lower net interest expense.

The equalised interim dividends proposed by the respective boards are 5.65p per share for Reed Elsevier PLC and €0.110 per share for Reed Elsevier NV, up 5% and 1% respectively against the prior year interim dividends. The difference in growth rates in the equalised dividends reflects the strengthening of the euro against sterling since the prior year interim dividend declaration date.

Dividend cover, based on adjusted earnings per share for the last 12 months to 30 June 2011 and the aggregate 2011 interim and 2010 final dividends, is 2.2 times (2010: 2.1x) for Reed Elsevier PLC and 1.9 times (2010: 1.9x) for Reed Elsevier NV. The dividend policy of the parent companies is, subject to currency considerations, to grow dividends broadly in line with adjusted earnings per share whilst maintaining dividend cover (being the number of times the annual dividend is covered by the adjusted earnings per share) of at least two times over the longer term.

PRINCIPAL RISKS AND UNCERTAINTIES

The principal risks and uncertainties which could affect the combined businesses for the remainder of the financial year remain unchanged from those set out on pages 50 to 52 of the Reed Elsevier Annual Reports and Financial Statements 2010. Risks include: the effect of weaker economic conditions; changes in the acceptability of our products, services and prices by our customers; competitive factors in the industries in which we operate; the impact of new technologies and regulations on our products and services; the failure, interruption or breach of our electronic delivery platforms; the circumvention of our proprietary rights over intellectual property; the disruption or loss of data sources; changes in regulations in relation to paid subscriptions; the failure of third parties to whom we have outsourced activities; changes in the values of pension scheme assets and liabilities; changes to tax laws and the interpretation of tax laws; the failure to generate anticipated benefits from acquisitions and restructuring activities; movements in exchange rates; breaches of generally accepted ethical business standards; our impact on the environment; and legislative, fiscal, regulatory, and political developments.

COMBINED FINANCIAL INFORMATION

 

Condensed combined income statement

For the six months ended 30 June 2011

 
        £    
Year ended

31 December

Six months ended

30 June

Six months ended

30 June

2010

£m

 

2010

€m

         

2011

£m

 

2010

£m

   

2011

€m

 

2010

€m

6,055   7,084 Revenue 2,904   2,992 3,340   3,441

(2,209

)

 

(2,584

)

   

Cost of sales

   

(1,028

)

 

(1,093

)

   

(1,182

)

 

(1,257

)

3,846 4,500 Gross profit 1,876 1,899 2,158 2,184
(1,091 ) (1,276 ) Selling and distribution costs (517 ) (543 ) (595 ) (625 )
(1,687 )   (1,974 )     Administration and other expenses     (798 )   (826 )     (918 )   (950 )
1,068 1,250 Operating profit before joint ventures 561 530 645 609
22     25       Share of results of joint ventures     18     13       21     15  
1,090     1,275       Operating profit     579     543       666     624  
8 9 Finance income 9 2 10 2
(284 )   (332 )     Finance costs     (121 )   (136 )     (139 )   (156 )
(276 )   (323 )     Net finance costs     (112 )   (134 )     (129 )   (154 )
(46 )   (54 )     Disposals and other non operating items     9     3       10     4  
768 898 Profit before tax 476 412 547 474
(120 )   (140 )     Taxation     (97 )   (94 )     (111 )   (108 )
648     758       Net profit for the period     379     318       436     366  
 
Attributable to:
642 751 Parent companies’ shareholders 377 316 434 363
6     7       Non-controlling interests     2     2       2     3  
648     758       Net profit for the period     379     318       436     366  

Adjusted profit figures are presented in notes 2 and 4 as additional performance measures.

 

Condensed combined statement of comprehensive income

For the six months ended 30 June 2011

 
        £    
Year ended

31 December

Six months ended

30 June

Six months ended

30 June

2010

£m

  2010

€m

         

2011

£m

 

2010

£m

   

2011

€m

 

2010

€m

648   758 Net profit for the period 379   318 436   366
 
94 196 Exchange differences on translation of foreign operations (34 ) 143 (158 ) 328
(63 ) (74 ) Actuarial losses on defined benefit pension schemes (7 ) (284 ) (8 ) (327 )
(58 ) (68 ) Fair value movements on cash flow and net investment hedges 21 (80 ) 24 (92 )
46 54 Transfer to net profit from hedge reserve (net of tax) 19 24 22 28
29     34       Tax recognised directly in equity     (1 )   103       (1 )   119  
48     142       Other comprehensive (expense)/income for the period     (2 )   (94 )     (121 )   56  
696     900       Total comprehensive income for the period     377     224       315     422  
 
Attributable to:
690 893 Parent companies’ shareholders 375 222 313 419
6     7       Non-controlling interests     2     2       2     3  
696     900       Total comprehensive income for the period     377     224       315     422  
 

Condensed combined statement of cash flows

For the six months ended 30 June 2011

 
        £    
Year ended

31 December

Six months ended

30 June

Six months ended

30 June

2010

£m

  2010

€m

          2011

£m

  2010

£m

    2011

€m

  2010

€m

  Cash flows from operating activities    
1,649 1,929 Cash generated from operations 780 790 897 909
(295 ) (345 ) Interest paid (108 ) (136 ) (124 ) (156 )
8 9 Interest received 6 3 7 3
(9 )   (10 )     Tax (paid)/repaid     (102 )   130       (118 )   149  
1,353     1,583       Net cash from operating activities     576     787       662     905  
 
Cash flows from investing activities
(50 ) (58 ) Acquisitions (115 ) (18 ) (132 ) (21 )
(83 ) (97 ) Purchases of property, plant and equipment (38 ) (33 ) (44 ) (38 )
(228 ) (267 ) Expenditure on internally developed intangible assets (116 ) (101 ) (133 ) (116 )
(5 ) (6 ) Purchase of investments (6 ) (3 ) (7 ) (3 )
7 8 Proceeds from disposals of property, plant and equipment 2 3 2 3
6 7 Net proceeds/(costs) of other disposals 19 (8 ) 22 (9 )
24     28       Dividends received from joint ventures     16     16       19     18  
(329 )   (385 )     Net cash used in investing activities     (238 )   (144 )     (273 )   (166 )
 
Cash flows from financing activities
(483 ) (565 ) Dividends paid to shareholders of the parent companies (363 ) (356 ) (417 ) (409 )
(8 ) (9 ) Distributions to non-controlling interests (3 ) (5 ) (4 ) (6 )
(143 ) (168 ) Increase/(decrease) in short term bank loans, overdrafts and

commercial paper

88 (104 ) 101 (120 )
(394 ) (461 ) Repayment of other loans (69 ) (163 ) (79 ) (187 )
(7 ) (8 ) Repayment of finance leases (1 ) (3 ) (1 ) (3 )
11     13       Proceeds on issue of ordinary shares     7     3       8     3  
(1,024 )   (1,198 )     Net cash used in financing activities     (341 )   (628 )     (392 )   (722 )
                               
          (Decrease)/increase in cash and cash equivalents     (3 )   15       (3 )   17  
 
Movement in cash and cash equivalents
734 822 At start of period 742 734 868 822
(Decrease)/increase in cash and cash equivalents (3 ) 15 (3 ) 17
8     46       Exchange translation differences     45     (32 )     5     36  
742     868       At end of period     784     717       870     875  

Adjusted operating cash flow figures are presented in note 4 as additional performance measures.

 

Condensed combined statement of financial position

As at 30 June 2011

 
        £    
Year ended

31 December

As at 30 June As at 30 June
2010

£m

  2010

€m

          2011

£m

  2010

£m

    2011

€m

  2010

€m

  Non-current assets    
4,441 5,196 Goodwill 4,450 4,579 4,940 5,586
3,457 4,045 Intangible assets 3,350 3,679 3,718 4,488
136 159 Investments in joint ventures 134 130 149 159
48 56 Other investments 54 44 60 54
291 341 Property, plant and equipment 286 291 317 355
55 64 Net pension assets 35 39
151     177       Deferred tax assets     146     254       162     310  
8,579     10,038             8,455     8,977       9,385     10,952  
Current assets
228 267 Inventories and pre-publication costs 221 268 245 327
1,475 1,725 Trade and other receivables 1,200 1,190 1,332 1,452
134 157 Derivative financial instruments 169 97 188 118
742     868       Cash and cash equivalents     784     717       870     875  
2,579     3,017             2,374     2,272       2,635     2,772  
          Assets held for sale         3           4  
11,158     13,055       Total assets     10,829     11,252       12,020     13,728  
 
Current liabilities
2,584 3,023 Trade and other payables 2,308 2,251 2,562 2,746
80 94 Derivative financial instruments 46 133 51 162
516 604 Borrowings 969 428 1,076 522
646 755 Taxation 664 720 737 879
71     83       Provisions     50     99       55     121  
3,897     4,559             4,037     3,631       4,481     4,430  
Non-current liabilities
3,786 4,430 Borrowings 3,355 4,197 3,724 5,120
1,192 1,395 Deferred tax liabilities 1,157 1,292 1,284 1,576
225 263 Net pension obligations 190 453 211 553
88     103       Provisions     79     58       88     71  
5,291     6,191             4,781     6,000       5,307     7,320  
9,188     10,750       Total liabilities     8,818     9,631       9,788     11,750  
1,970     2,305       Net assets     2,011     1,621       2,232     1,978  
 
Capital and reserves
224 262 Combined share capitals 226 222 251 271
2,754 3,222 Combined share premiums 2,845 2,675 3,158 3,264
(677 ) (792 ) Combined shares held in treasury (685 ) (666 ) (760 ) (813 )
29 229 Translation reserve (55 ) 106 132 315
(387 )   (648 )     Other combined reserves     (351 )   (741 )     (583 )   (1,090 )
1,943 2,273 Combined shareholders’ equity 1,980 1,596 2,198 1,947
27     32       Non-controlling interests     31     25       34     31  
1,970     2,305       Total equity     2,011     1,621       2,232     1,978  

Approved by the boards of Reed Elsevier PLC and Reed Elsevier NV, 27 July 2011.

 

Condensed combined statement of changes in equity

For the six months ended 30 June 2011

 
        £
Combined shareholders’ equity  

Combined

share

capitals

 

Combined

share

premiums

 

Combined

shares held

in treasury

 

Translation

reserve

 

Other

combined

reserves

  Total

Non-

controlling

interests

Total

equity

      £m   £m   £m   £m   £m   £m     £m   £m
Balance at 1 January 2011 224 2,754 (677 ) 29 (387 ) 1,943 27 1,970

Total comprehensive income for the period

(34 ) 409 375 2 377
Dividends paid (363 ) (363 ) (3 ) (366 )

Issue of ordinary shares, net of expenses

7 7 7

Increase in share based remuneration reserve

18 18 18
Settlement of share awards 8 (8 )
Acquisitions 6 6

Exchange differences on translation of capital and reserves

    2     84     (16 )   (50 )   (20 )         (1 )   (1 )
Balance at 30 June 2011     226     2,845     (685 )   (55 )   (351 )   1,980       31     2,011  
 
Balance at 1 January 2010 225 2,807 (698 ) (100 ) (502 ) 1,732 27 1,759

Total comprehensive income for the period

143 79 222 2 224
Dividends paid (356 ) (356 ) (5 ) (361 )

Issue of ordinary shares, net of expenses

3 3 3
Decrease in share based

remuneration reserve

(5 ) (5 ) (5 )
Settlement of share awards 8 (8 )

Exchange differences on translation of capital and reserves

    (3 )   (135 )   24     63     51           1     1  
Balance at 30 June 2010     222     2,675     (666 )   106     (741 )   1,596       25     1,621  
 
Balance at 1 January 2010 225 2,807 (698 ) (100 ) (502 ) 1,732 27 1,759

Total comprehensive income for the year

94 596 690 6 696
Dividends paid (483 ) (483 ) (8 ) (491 )

Issue of ordinary shares, net of expenses

11 11 11
Decrease in share based

remuneration reserve

(7 ) (7 ) (7 )
Settlement of share awards 9 (9 )

Exchange differences on translation of capital and reserves

    (1 )   (64 )   12     35     18           2     2  
Balance at 31 December 2010     224     2,754     (677 )   29     (387 )   1,943       27     1,970  
 

Condensed combined statement of changes in equity

For the six months ended 30 June 2011

 
       
Combined shareholders’ equity  

Combined

share

capitals

 

Combined

share

premiums

 

Combined

shares held

in treasury

 

Translation

reserve

 

Other

combined

reserves

  Total

Non-

controlling

interests

Total

equity

      €m   €m   €m   €m   €m   €m     €m   €m
Balance at 1 January 2011 262 3,222 (792 ) 229 (648 ) 2,273 32 2,305

Total comprehensive income for the period

(158 ) 471 313 2 315
Dividends paid (417 ) (417 ) (4 ) (421 )

Issue of ordinary shares, net of expenses

8 8 8
Increase in share based remuneration reserve 21 21 21
Settlement of share awards 9 (9 )
Acquisitions 7 7

Exchange differences on translation of capital and reserves

    (11 )   (72 )   23     61     (1 )         (3 )   (3 )
Balance at 30 June 2011     251     3,158     (760 )   132     (583 )   2,198       34     2,232  
 
Balance at 1 January 2010 252 3,144 (782 ) 79 (753 ) 1,940 30 1,970

Total comprehensive income for the period

328 91 419 3 422
Dividends paid (409 ) (409 ) (6 ) (415 )

Issue of ordinary shares, net of expenses

3 3 3
Decrease in share based remuneration reserve (6 ) (6 ) (6 )
Settlement of share awards 9 (9 )

Exchange differences on translation of capital and reserves

    19     117     (40 )   (92 )   (4 )         4     4  
Balance at 30 June 2010     271     3,264     (813 )   315     (1,090 )   1,947       31     1,978  
 
Balance at 1 January 2010 252 3,144 (782 ) 79 (753 ) 1,940 30 1,970
Total comprehensive income for
the year
196 697 893 7 900
Dividends paid (565 ) (565 ) (9 ) (574 )

Issue of ordinary shares, net of expenses

13 13 13
Decrease in share based remuneration reserve (8 ) (8 ) (8 )
Settlement of share awards 11 (11 )

Exchange differences on translation of capital and reserves

    10     65     (21 )   (46 )   (8 )         4     4  
Balance at 31 December 2010     262     3,222     (792 )   229     (648 )   2,273       32     2,305  
 

NOTES TO THE COMBINED FINANCIAL INFORMATION

1 Basis of preparation

The Reed Elsevier condensed combined financial information (“the combined financial information”) represents the combined interests of the Reed Elsevier PLC and Reed Elsevier NV shareholders and encompasses the businesses of Reed Elsevier Group plc and Elsevier Reed Finance BV and their respective subsidiaries, associates and joint ventures, together with the two parent companies, Reed Elsevier PLC and Reed Elsevier NV (“Reed Elsevier” or “the combined businesses”).

The combined financial information has been prepared in accordance with IAS34 – Interim Financial Reporting and the Reed Elsevier accounting policies. The Reed Elsevier accounting policies are in accordance with International Financial Reporting Standards (“IFRS”) as adopted by the European Union and as issued by the International Accounting Standards Board, and are set out in the Reed Elsevier Annual Reports and Financial Statements 2010 on pages 90 to 96. Financial information is presented in both sterling and euros.

The directors of Reed Elsevier PLC and Reed Elsevier NV, having made appropriate enquiries, consider that adequate resources exist for the combined businesses to continue in operational existence for the foreseeable future and that, therefore, it is appropriate to adopt the going concern basis in preparing the combined financial information for the six months ended 30 June 2011.

The combined financial information for the six months ended 30 June 2011 and the comparative amounts to 30 June 2010 are unaudited but have been reviewed by the auditors. The combined financial information for the year ended 31 December 2010 has been abridged from the Reed Elsevier Annual Reports and Financial Statements 2010, which received an unqualified audit report.

2 Segment analysis

Reed Elsevier’s reported segments are based on the internal reporting structure and financial information provided to the Chief Executive Officer and Boards. In January 2011 LexisNexis was reorganised to operate as two separate divisions, LexisNexis Risk Solutions and LexisNexis Legal & Professional, and in accordance with the requirements of IFRS8 are presented as separate business segments. Comparatives have been restated accordingly on a pro forma basis.

Adjusted operating profit is one of the key segmental profit measures used by Reed Elsevier in assessing performance. Adjusted operating profit is defined as operating profit before the amortisation of acquired intangible assets, exceptional restructuring (none in 2011) and acquisition related costs, and is grossed up to exclude the equity share of taxes in joint ventures. Adjusted figures are reconciled to the reported figures in note 4.

 

Revenue

 

Year ended

31 December

        £    
Six months ended 30 June   Six months ended 30 June
2010

£m

  2010

€m

          2011

£m

  2010

£m

  2011

€m

  2010

€m

  Business segment    
2,026 2,370 Elsevier 961 955 1,105 1,098
927 1,085 LexisNexis Risk Solutions 452 464 520 534
1,691 1,978 LexisNexis Legal & Professional 779 816 896 938
693 811 Reed Exhibitions 368 383 423 441
718   840     Reed Business Information     344   374     396   430
6,055   7,084     Total     2,904   2,992     3,340   3,441
Geographical origin
3,213 3,759 North America 1,511 1,596 1,738 1,836
907 1,061 United Kingdom 453 432 521 497
620 726 The Netherlands 304 316 350 363
825 965 Rest of Europe 368 409 423 470
490   573     Rest of world     268   239     308   275
6,055   7,084     Total     2,904   2,992     3,340   3,441
Geographical market
3,303 3,864 North America 1,572 1,635 1,808 1,880
490 573 United Kingdom 233 238 268 274
204 239 The Netherlands 96 108 111 124
1,131 1,323 Rest of Europe 521 554 599 637
927   1,085     Rest of world     482   457     554   526
6,055   7,084     Total     2,904   2,992     3,340   3,441
 

Adjusted operating profit

 

Year ended

31 December

        £    
Six months ended 30 June Six months ended 30 June
2010

£m

  2010

€m

          2011

£m

  2010

£m

    2011

€m

  2010

€m

  Business segment    
724 847 Elsevier 343 319 394 367
354 414 LexisNexis Risk Solutions 178 180 205 207
238 279 LexisNexis Legal & Professional 94 100 108 115
158 185 Reed Exhibitions 113 123 130 142
89     104       Reed Business Information     53     40       61     46  
1,563 1,829 Subtotal 781 762 898 877
(34 ) (40 ) Corporate costs (24 ) (17 ) (28 ) (20 )
26     30       Unallocated net pension financing credit     17     13       20     15  
1,555     1,819       Total     774     758       890     872  
 

Operating profit

Year ended

31 December

        £    
Six months ended 30 June Six months ended 30 June
2010

£m

  2010

€m

          2011

£m

  2010

£m

    2011

€m

  2010

€m

  Business segment    
647 757 Elsevier 306 281 352 323
165 193 LexisNexis Risk Solutions 97 85 112 98
159 186 LexisNexis Legal & Professional 54 60 62 69
127 149 Reed Exhibitions 95 107 109 123
          Reed Business Information     34     14       39     16  
1,098 1,285 Subtotal 586 547 674 629
(34 ) (40 ) Corporate costs (24 ) (17 ) (28 ) (20 )
26     30       Unallocated net pension financing credit     17     13       20     15  
1,090     1,275       Total     579     543       666     624  

The unallocated net pension financing credit of £17m/€20m (2010: £13m/€15m) comprises the expected return on pension scheme assets of £117m/€135m (2010: £109m/€125m) less interest on pension scheme liabilities of £100m/€115m (2010: £96m/€110m).

Share of post-tax results of joint ventures of £18m/€21m (2010: £13m/€15m) included in operating profit comprises £2m/€3m (2010: £2m/€2m) relating to LexisNexis Legal & Professional, £15m/€17m (2010: £11m/€13m) relating to Reed Exhibitions and £1m/€1m (2010: nil) relating to Reed Business Information.

 

Segment assets

 

           
Year ended

31 December

£
As at 30 June As at 30 June
2010

£m

  2010

€m

          2011

£m

  2010

£m

    2011

€m

  2010

€m

  Business segment    
2,871 3,359 Elsevier 2,575 2,681 2,858 3,271
3,472 4,063 LexisNexis Risk Solutions 3,306 3,697 3,670 4,510
2,449 2,865 LexisNexis Legal & Professional 2,379 2,494 2,641 3,043
681 797 Reed Exhibitions 716 675 795 824
456   533     Reed Business Information     567   488     629   595
9,929 11,617 Subtotal 9,543 10,035 10,593 12,243
151 177 Taxation 146 254 162 310
742 868 Cash 784 717 870 875
55 64 Net pension assets 35 39
Assets held for sale 3 4
281   329     Other assets     321   243     356   296
11,158   13,055     Total     10,829   11,252     12,020   13,728
Geographical origin
7,556 8,840 North America 7,293 8,023 8,095 9,788
933 1,092 United Kingdom 992 831 1,101 1,014
854 999 The Netherlands 601 732 667 893
1,356 1,587 Rest of Europe 1,417 1,252 1,573 1,528
459   537     Rest of world     526   414     584   505
11,158   13,055     Total     10,829   11,252     12,020   13,728

3 Combined statement of cash flows

 

Reconciliation of operating profit before joint ventures to cash generated from operations

 

Year ended

31 December

        £    
Six months ended 30 June Six months ended 30 June
2010

£m

  2010

€m

          2011

£m

  2010

£m

    2011

€m

  2010

€m

1,068   1,250 Operating profit before joint ventures 561   530 645   609
 
345 404 Amortisation of acquired intangible assets 168 170 193 196
158 185 Amortisation of internally developed intangible assets 59 70 68 81
79 92 Depreciation of property, plant and equipment 36 41 41 47
(7 )   (8 )     Share based remuneration     18     (5 )     21     (6 )
575     673       Total non cash items     281     276       323     318  
6     6       Movement in working capital     (62 )   (16 )     (71 )   (18 )
1,649     1,929       Cash generated from operations     780     790       897     909  
 

Reconciliation of net borrowings

Year ended

31 December

                £
Six months ended 30 June
2010

£m

          Cash &

cash

equivalents

£m

  Borrowings

£m

 

Related

derivative

financial

instruments

£m

    2011

£m

  2010

£m

(3,931 ) At start of period 742 (4,302 ) 105 (3,455 )   (3,931 )
 
(Decrease)/increase in cash and cash equivalents (3 ) (3 ) 15
544       (Increase)/decrease in borrowings         (18 )         (18 )   270  
544       Changes resulting from cash flows     (3 )   (18 )         (21 )   285  
Borrowings in acquired businesses (18 ) (18 )
(2 ) Inception of finance leases (3 ) (3 )
11 Fair value adjustments (28 ) 33 5 4
(77 )     Exchange translation differences     45     45     (2 )     88     (206 )
(3,455 )     At end of period     784     (4,324 )   136       (3,404 )   (3,848 )
     
Year ended

31 December

Six months ended 30 June
2010

€m

          Cash &

cash

equivalents

€m

  Borrowings

€m

 

Related

derivative

financial

instruments

€m

    2011

€m

  2010

€m

(4,402 ) At start of period 868 (5,034 ) 123 (4,043 ) (4,402 )
 
(Decrease)/increase in cash and cash equivalents (3 ) (3 ) 17
637       (Increase)/decrease in borrowings         (21 )         (21 )   310  
637       Changes resulting from cash flows     (3 )   (21 )         (24 )   327  
Borrowings in acquired businesses (21 ) (21 )
(2 ) Inception of finance leases (3 ) (3 )
13 Fair value adjustments (32 ) 38 6 4
(289 )     Exchange translation differences     5     311     (10 )     306     (623 )
(4,043 )     At end of period     870     (4,800 )   151       (3,779 )   (4,694 )

Net borrowings comprise cash and cash equivalents, loan capital, finance leases, promissory notes, bank and other loans, and those derivative financial instruments that are used to hedge the fair value of fixed rate borrowings.

 

Borrowings by year of repayment

 

            £      
As at 31 December As at 30 June As at 30 June
2010

£m

 

2010

€m

 

 

2011

£m

2010

£m

2011

€m

2010

€m

               
516   604     Within 1 year     969   428     1,076  

522

389 455 Within 1 to 2 years 719 722 798 881
644 754 Within 2 to 3 years 743 727 825 887
825 965 Within 3 to 4 years 120 823 133 1,004
188 220 Within 4 to 5 years 63 129 70 157
1,740   2,036     After 5 years     1,710   1,796     1,898   2,191
3,786   4,430     After 1 year     3,355   4,197     3,724   5,120
4,302   5,034     Total     4,324   4,625     4,800   5,642

Short term bank loans, overdrafts and commercial paper were backed up at 30 June 2011 by a $2,000m (£1,245m/€1,382m) committed bank facility, which was undrawn. This back up facility provides security of funding for $2,000m of short term debt to June 2014.

4 Adjusted figures

Reed Elsevier uses adjusted figures as additional performance measures. Adjusted figures are stated before the amortisation of acquired intangible assets, exceptional restructuring (none in 2011) and acquisition related costs, disposal gains and losses and other non operating items, related tax effects and movements in deferred taxation assets and liabilities that are not expected to crystallise in the near term and include the benefit of tax amortisation where available on acquired goodwill and intangible assets. Adjusted operating profit is also grossed up to exclude the equity share of taxes in joint ventures. Exceptional restructuring costs in 2010 relate to the restructuring of the Reed Business Information business. Acquisition related costs relate to acquisition integration and professional and other transaction related fees and adjustments to deferred and contingent consideration. Adjusted operating cash flow is measured after dividends from joint ventures and net capital expenditure but before payments in relation to exceptional restructuring and acquisition related costs. Adjusted figures are derived as follows:

           
Year ended

31 December

£
Six months ended 30 June Six months ended 30 June
2010

£m

  2010

€m

          2011

£m

  2010

£m

    2011

€m

  2010

€m

1,090   1,275 Operating profit 579   543 666   624
Adjustments:
349 408 Amortisation of acquired intangible assets 170 172 195 198
57 67 Exceptional restructuring costs 13 15
50 58 Acquisition related costs 18 24 21 28
9     11       Reclassification of tax in joint ventures     7     6       8     7  
1,555     1,819       Adjusted operating profit     774     758       890     872  
 
768 898 Profit before tax 476 412 547 474
Adjustments:
349 408 Amortisation of acquired intangible assets 170 172 195 198
57 67 Exceptional restructuring costs 13 15
50 58 Acquisition related costs 18 24 21 28
9 11 Reclassification of tax in joint ventures 7 6 8 7
46     54       Disposals and other non operating items     (9 )   (3 )     (10 )   (4 )
1,279     1,496       Adjusted profit before tax     662     624       761     718  
 
642 751 Net profit attributable to parent companies’ shareholders 377 316 434 363
Adjustments (post tax):
337 394 Amortisation of acquired intangible assets 177 193 204 222
37 44 Exceptional restructuring costs 9 10
30 35 Acquisition related costs 12 16 14 18
37 43 Disposals and other non operating items (11 ) (3 ) (13 ) (3 )
(100 )   (117 )     Deferred tax credits on acquired intangible assets not expected to crystallise in the near term     (49 )   (49 )     (57 )   (56 )
983     1,150       Adjusted net profit attributable to parent companies’ shareholders     506     482       582     554  
 
1,649 1,929 Cash generated from operations 780 790 897 909
24 28 Dividends received from joint ventures 16 16 19 18
(83 ) (97 ) Purchases of property, plant and equipment (38 ) (33 ) (44 ) (38 )
7 8 Proceeds from disposals of property, plant and equipment 2 3 2 3
(228 ) (267 ) Expenditure on internally developed intangible assets (116 ) (101 ) (133 ) (116 )
99 116 Payments relating to exceptional restructuring costs 33 45 38 52
51     60       Payments relating to acquisition related costs     15     23       17     26  
1,519     1,777       Adjusted operating cash flow     692     743       796     854  
 

5 Pension schemes

The amount recognised in the statement of financial position in respect of defined benefit pension schemes at the start and end of the period and the movements during the period were as follows:

           
Year ended

31 December

£
Six months ended 30 June Six months ended 30 June
2010

£m

  2010

€m

          2011

£m

  2010

£m

    2011

€m

  2010

€m

(235 )   (263 ) At start of period (170 )   (235 ) (199 )   (263 )

(48

)

(56

)

Service cost (including curtailment credits of £5m/€6m

(2010: £3m/€3m))

(28 ) (30 ) (32 ) (35 )
(191 ) (224 ) Interest on pension scheme liabilities (100 ) (96 ) (115 ) (110 )
217 254 Expected return on scheme assets 117 109 135 125
(63 ) (74 ) Actuarial losses (7 ) (284 ) (8 ) (327 )
154 180 Contributions by employer 31 87 36 100
(4 )   (16 )     Exchange translation differences     2     (4 )     11     (43 )
(170 )   (199 )     At end of period     (155 )   (453 )     (172 )   (553 )

The net pension deficit comprises:

               
As at

31 December

£
As at 30 June As at 30 June
2010

£m

  2010

€m

          2011

£m

  2010

£m

    2011

€m

  2010

€m

3,507   4,103 Fair value of scheme assets 3,585 3,126 3,979 3,814
(3,531 )   (4,131 )     Defined benefit obligations of funded schemes     (3,594 )   (3,431 )     (3,989 )   (4,186 )
(24 ) (28 ) Net deficit of funded schemes (9 ) (305 ) (10 ) (372 )
(146 )   (171 )     Defined benefit obligations of unfunded schemes     (146 )   (148 )     (162 )   (181 )
(170 )   (199 )     Net deficit     (155 )   (453 )     (172 )   (553 )
 

6 Provisions

The amount recognised in the statement of financial position in respect of provisions at the start and end of the period and the movements during the period were as follows:

         
Year ended

31 December

£
Six months ended 30 June Six months ended 30 June
2010

£m

  2010

€m

        2011

£m

  2010

£m

    2011

€m

  2010

€m

195   219 At start of period 159   195 186   219
67 78 Charged 9 9 10 10
(104 ) (122 ) Utilised (37 ) (53 ) (43 ) (61 )
1     11       Exchange translation differences   (2 )   6       (10 )   24  
159     186       At end of period   129     157       143     192  
 

The amount as at 30 June 2011 comprises property provisions of £100m/€111m (2010: £85m/€104m), relating to sub-lease shortfalls and guarantees given in respect of certain property leases, and restructuring provisions of £29m/€32m (2010: £72m/€88m), principally relating to Reed Business Information.

7 Related party transactions

There have been no significant related party transactions that have had a material impact on the performance or financial position of Reed Elsevier in the six months ended 30 June 2011.

8 Exchange translation rates

In preparing the combined financial information the following exchange rates have been applied:

           
Year ended

31 December 2010

Income statement Statement of financial position

Income

statement

 

Statement

of financial

position

         

30 June

2011

 

30 June

2010

   

30 June

2011

 

30 June

2010

1.17   1.17 Euro to sterling 1.15   1.15 1.11   1.22
1.55 1.56 US dollars to sterling 1.62 1.53 1.61 1.50
1.32   1.33     US dollars to euro     1.41   1.33     1.45   1.23
 

REED ELSEVIER PLC SUMMARY FINANCIAL INFORMATION

 

Condensed consolidated income statement

For the six months ended 30 June 2011

 
Year ended

31 December

        £
Six months ended 30 June
2010

£m

          2011

£m

  2010

£m

(2 ) Administrative expenses  
(13 ) Effect of tax credit equalisation on distributed earnings (9 ) (9 )
342       Share of results of joint ventures     198     166  
327 Operating profit 189 157
1       Finance income     1     1  
328 Profit before tax 190 158
(1 )     Taxation          
327       Net profit attributable to ordinary shareholders     190     158  
 
 

Condensed consolidated statement of comprehensive income

For the six months ended 30 June 2011

 

Year ended

31 December

  £
Six months ended 30 June
2010

£m

    2011

£m

2010

£m

327 Net profit attributable to ordinary shareholders 190 158
25   Share of joint ventures’ other comprehensive (expense)/income for the period (1) (50)
352   Total comprehensive income for the period 189 108
 
 

Earnings per ordinary share

For the six months ended 30 June 2011

 

Year ended

31 December

  £
Six months ended 30 June
2010

pence

    2011

pence

2010

pence

27.3p Basic earnings per share 15.8p 13.2p
27.1p   Diluted earnings per share 15.6p 13.1p

Adjusted profit and earnings per share figures are presented in note 2 as additional performance measures.

 

Condensed consolidated statement of cash flows

For the six months ended 30 June 2011

 
Year ended

31 December

  £
Six months ended 30 June
2010

£m

2011

£m

2010

£m

   
Cash flows from operating activities
(2 ) Cash used by operations
1 Interest received 1 1
(3 )   Tax paid (1 ) (3 )
(4 )   Net cash used in operating activities   (2 )
 
Cash flows from investing activities
589 Dividends received from joint ventures 589
(596 )   Increase in investment in joint ventures   (597 )
(7 )   Net cash used in investing activities   (8 )
 
Cash flows from financing activities
(245 ) Equity dividends paid (180 ) (180 )
9 Proceeds on issue of ordinary shares 6 3
247     Decrease in net funding balances due from joint ventures 174   187  
11     Net cash from financing activities   10  
         
    Movement in cash and cash equivalents    
 

Condensed consolidated statement of financial position

As at 30 June 2011

 
As at

31 December

  £
As at 30 June
2010

£m

    2011

£m

2010

£m

Non-current assets
1,037     Investments in joint ventures 1,055   852  
1,037     Total assets 1,055   852  
Current liabilities
9     Taxation 8   8  
9     Total liabilities 8   8  
1,028     Net assets 1,047   844  
Capital and reserves
180 Called up share capital 180 180
1,168 Share premium account 1,174 1,162
(312 ) Shares held in treasury (including in joint ventures) (308 ) (313 )
4 Capital redemption reserve 4 4
142 Translation reserve 124 168
(154 )   Other reserves (127 ) (357 )
1,028     Total equity 1,047   844  

Approved by the Board of Directors, 27 July 2011.

 

Condensed consolidated statement of changes in equity

For the six months ended 30 June 2011

 
                £
     

Share

capital

£m

 

Share

premium

£m

 

Shares held

in treasury

£m

 

Capital

redemption

reserve

£m

 

Translation

reserve

£m

 

Other reserves

£m

 

Total

equity

£m

Balance at 1 January 2011 180 1,168 (312 ) 4 142 (154 ) 1,028
Total comprehensive income for the period (18 ) 207 189
Equity dividends paid (180 ) (180 )
Issue of ordinary shares, net of expenses 6 6
Share of joint ventures’ settlement of share awards 4 (4 )
Share of joint ventures’ increase in share based remuneration reserve

10 10
Equalisation adjustments                   (6 )   (6 )
Balance at 30 June 2011     180   1,174   (308 )   4   124     (127 )   1,047  
 
Balance at 1 January 2010 180 1,159 (317 ) 4 92 (202 ) 916
Total comprehensive income for the period 76 32 108
Equity dividends paid (180 ) (180 )
Issue of ordinary shares, net of expenses 3 3
Share of joint ventures’ settlement of share awards 4 (4 )
Share of joint ventures’ decrease in share based remuneration reserve                   (3 )   (3 )
Balance at 30 June 2010     180   1,162   (313 )   4   168     (357 )   844  
 
Balance at 1 January 2010 180 1,159 (317 ) 4 92 (202 ) 916
Total comprehensive income for the year 50 302 352
Equity dividends paid (245 ) (245 )
Issue of ordinary shares, net of expenses 9 9
Share of joint ventures’ settlement of share awards 5 (5 )
Share of joint ventures’ decrease in share based remuneration reserve                   (4 )   (4 )
Balance at 31 December 2010     180   1,168   (312 )   4   142     (154 )   1,028  
 

Notes to the summary financial information

1 Basis of preparation

The Reed Elsevier PLC share of the Reed Elsevier combined results has been calculated on the basis of the 52.9% economic interest of the Reed Elsevier PLC shareholders in the Reed Elsevier combined businesses, after taking account of the results arising in Reed Elsevier PLC and its subsidiary undertakings.

The summary financial information has been prepared in accordance with IAS34 – Interim Financial Reporting and on the basis of the group accounting policies of Reed Elsevier PLC. The Reed Elsevier PLC group accounting policies are in accordance with International Financial Reporting Standards (“IFRS”) as adopted by the European Union and as issued by the International Accounting Standards Board, and are set out on page 152 of the Reed Elsevier Annual Reports and Financial Statements 2010.

Reed Elsevier PLC’s 52.9% economic interest in the net assets of the combined businesses is shown in the statement of financial position as investments in joint ventures, net of the assets and liabilities reported as part of Reed Elsevier PLC and its subsidiary undertakings.

The directors of Reed Elsevier PLC, having made appropriate enquiries, consider that adequate resources exist for the group to continue in operational existence for the foreseeable future and that, therefore, it is appropriate to adopt the going concern basis in preparing the summary financial information for the six months ended 30 June 2011.

The summary financial information does not constitute statutory accounts as defined in Section 434 of the Companies Act 2006. The interim figures for the six months ended 30 June 2011 and the comparative amounts to 30 June 2010 have been reviewed by the auditors but are unaudited. The summary financial information for the year ended 31 December 2010 has been abridged from the Reed Elsevier Annual Reports and Financial Statements 2010, which have been filed with the UK Registrar of Companies and received an unqualified audit report.

2 Adjusted figures

Adjusted profit and earnings per share figures are used as additional performance measures. Adjusted earnings per share is based upon the Reed Elsevier PLC shareholders’ 52.9% economic interest in the adjusted net profit attributable of the Reed Elsevier combined businesses, which is reconciled to the reported figures in note 4 to the combined financial information. The adjusted figures are derived as follows:

 
                  £
Year ended 31 December Six months ended 30 June
Profit attributable to ordinary shareholders   Basic earnings

per share

Profit attributable to ordinary shareholders     Basic earnings

per share

2010

£m

  2010

pence

          2011

£m

  2010

£m

    2011

pence

  2010

pence

327 27.3p Reported figures 190 158 15.8p 13.2p
13   1.1p     Effect of tax credit equalisation on distributed earnings     9   9     0.8p   0.7p
340 28.4p Net profit attributable to ordinary shareholders based on
52.9% economic interest in the Reed Elsevier
combined businesses
199 167 16.6p 13.9p
180   15.0p     Share of adjustments in joint ventures     69   88     5.7p   7.4p
520   43.4p     Adjusted figures     268   255     22.3p   21.3p
 

3 Dividends

During the six months ended 30 June 2011, the 2010 final dividend of 15.0p per ordinary share was paid at a cost of £180m (2010: 2009 final dividend 15.0p per ordinary share; £180m). On 27 July 2011 an interim dividend of 5.65p per ordinary share (2010: 2010 interim dividend 5.4p per ordinary share) was declared by the directors of Reed Elsevier PLC. The 2011 interim dividend will be paid on the ordinary shares on 26 August 2011, with ex-dividend and record dates of 3 August 2011 and 5 August 2011 respectively. The cost of this dividend of £68m (2010 interim: £65m) will be recognised when paid.

Dividends paid to Reed Elsevier PLC and Reed Elsevier NV shareholders are, other than in special circumstances, equalised at the gross level inclusive of the UK tax credit received by certain Reed Elsevier PLC shareholders. The equalisation adjustment equalises the benefit of the tax credit between the two sets of shareholders in accordance with the equalisation agreement.

4 Share capital and treasury shares

 
Year ended

31 December

        Six months ended 30 June
2010         2011   2010
Shares in issue net of treasury shares millions           Shares in issue

millions

  Treasury shares

millions

  Shares in issue net of treasury shares

millions

  Shares in issue net of treasury shares millions
Number of ordinary shares      
1,197.7 At start of period 1,249.3 (48.9) 1,200.4 1,197.7
2.0 Issue of ordinary shares 1.1 1.1 0.6
0.7     Net release of shares by employee benefit trust       0.6   0.6   0.6
1,200.4     At end of period     1,250.4   (48.3)   1,202.1   1,198.9
1,199.1     Average number of ordinary shares during the period             1,201.5   1,198.6
 

5 Contingent liabilities and related party transactions

There are contingent liabilities in respect of borrowings of joint ventures guaranteed jointly and severally by Reed Elsevier PLC and Reed Elsevier NV amounting to £3,922m at 30 June 2011 (31 December 2010: £3,924m).

There have been no significant related party transactions that have had a material impact on the performance or financial position of Reed Elsevier PLC in the six months ended 30 June 2011.

REED ELSEVIER NV SUMMARY FINANCIAL INFORMATION

 

Condensed consolidated income statement

For the six months ended 30 June 2011

 
Year ended

31 December

 
Six months ended 30 June
2010

€m

2011

€m

2010

€m

   
(2) Administrative expenses (1) (1)
367   Share of results of joint ventures 211 179
365 Operating profit 210 178
14   Finance income 9 6
379 Profit before tax 219 184
(3)   Taxation (2) (2)
376   Net profit attributable to ordinary shareholders 217 182
 
 

Condensed consolidated statement of comprehensive income

For the six months ended 30 June 2011

 
Year ended

31 December

 
Six months ended 30 June
2010

€m

2011

€m

2010

€m

   
376 Net profit attributable to ordinary shareholders 217 182
71   Share of joint ventures’ other comprehensive (expense)/income for the period (60 ) 28
447   Total comprehensive income for the period 157   210
 

Earnings per ordinary share

For the six months ended 30 June 2011

 

Year ended

31 December

     
Six months ended 30 June
2010

€m

      2011

  2010

€0.51 Basic earnings per share €0.30 €0.25
€0.51   Diluted earnings per share   €0.29   €0.25
 

Adjusted profit and earnings per share figures are presented in note 2 as additional performance measures.

 

Condensed consolidated statement of cash flows

For the six months ended 30 June 2011

 
Year ended

31 December

 
Six months ended 30 June
2010

€m

    2011

€m

2010

€m

Cash flows from operating activities
(1 ) Cash used by operations (2 )
14 Interest received 10 7
(4 )   Tax paid (2 ) (2 )
9     Net cash from operating activities 6   5  
 
Cash flows from investing activities
1,093 Dividends received from joint ventures 1,093
(719 )   Increase in investment in joint ventures   (718 )
374     Net cash from investing activities   375  
 
Cash flows from financing activities
(281 ) Equity dividends paid (212 ) (205 )
2 Proceeds on issue of ordinary shares 2
(104 )   Decrease/(increase) in net funding balances due from joint ventures 203   (176 )
(383 )   Net cash used in financing activities (7 ) (381 )
         
    Movement in cash and cash equivalents (1 ) (1 )
 

Condensed consolidated statement of financial position

As at 30 June 2011

 
As at

31 December

 
As at 30 June
2010

€m

    2011

€m

2010

€m

Non-current assets
1,198 Investments in joint ventures 1,161 1,038
Current assets
2 Amounts due from joint ventures 1 1
3     Cash and cash equivalents 2   2  
5       3   3  
1,203     Total assets 1,164   1,041  
Current liabilities
11 Payables 10 11
55     Taxation 55   56  
66     Total liabilities 65   67  
1,137     Net assets 1,099   974  
Capital and reserves
54 Share capital issued 54 53
2,169 Paid-in surplus 2,171 2,168
(433 ) Shares held in treasury (including in joint ventures) (423 ) (416 )
(51 ) Translation reserve (135 ) (2 )
(602 )   Other reserves (568 ) (829 )
1,137     Total equity 1,099   974  

Approved by the Combined Board of Directors, 27 July 2011.

 

Condensed consolidated statement of changes in equity

For the six months ended 30 June 2011

 
           
Share

capital

Paid-in

surplus

Shares held

in treasury

Translation

reserve

Other

reserves

Total

equity

    €m   €m   €m   €m   €m   €m
Balance at 1 January 2011 54 2,169 (433 ) (51 ) (602 ) 1,137
Total comprehensive income for the period (79 ) 236 157
Equity dividends paid (212 ) (212 )
Issue of ordinary shares, net of expenses 2 2
Share of joint ventures’ settlement of share awards 5 (5 )
Share of joint ventures’ increase in share based
remuneration reserve
11 11
Equalisation adjustments 4 4
Exchange translation differences       5     (5 )        
Balance at 30 June 2011   54   2,171   (423 )   (135 )   (568 )   1,099  
 
Balance at 1 January 2010 53 2,168 (434 ) (153 ) (664 ) 970
Total comprehensive income for the period 164 46 210
Equity dividends paid (205 ) (205 )
Share of joint ventures’ settlement of share awards 5 (5 )
Share of joint ventures’ decrease in share based
remuneration reserve
(3 ) (3 )
Equalisation adjustments 2 2
Exchange translation differences       13     (13 )        
Balance at 30 June 2010   53   2,168   (416 )   (2 )   (829 )   974  
 
Balance at 1 January 2010 53 2,168 (434 ) (153 ) (664 ) 970
Total comprehensive income for the year 98 349 447
Equity dividends paid (281 ) (281 )
Issue of ordinary shares, net of expenses 1 1 2
Share of joint ventures’ settlement of share awards 5 (5 )
Share of joint ventures’ decrease in share based
remuneration reserve
(4 ) (4 )
Equalisation adjustments 3 3
Exchange translation differences       (4 )   4          
Balance at 31 December 2010   54   2,169   (433 )   (51 )   (602 )   1,137  
 

Notes to the summary financial information

1 Basis of preparation

The Reed Elsevier NV share of the Reed Elsevier combined results has been calculated on the basis of the 50% economic interest of the Reed Elsevier NV shareholders in the Reed Elsevier combined businesses, after taking account of the results arising in Reed Elsevier NV and its subsidiary undertakings.

The summary financial information has been prepared in accordance with IAS34 – Interim Financial Reporting and on the basis of the group accounting policies of Reed Elsevier NV. The Reed Elsevier NV group accounting policies are in accordance with International Financial Reporting Standards (“IFRS”) as adopted by the European Union and as issued by the International Accounting Standards Board, and are set out on pages 172 and 173 of the Reed Elsevier Annual Reports and Financial Statements 2010.

Reed Elsevier NV’s 50% economic interest in the net assets of the combined businesses is shown in the statement of financial position as investments in joint ventures, net of the assets and liabilities reported as part of Reed Elsevier NV and its subsidiary undertakings.

The Combined Board of Reed Elsevier NV, having made appropriate enquiries, consider that adequate resources exist for the group to continue in operational existence for the foreseeable future and that, therefore, it is appropriate to adopt the going concern basis in preparing the summary financial information for the six months ended 30 June 2011.

The interim figures for the six months ended 30 June 2011 and the comparative amounts to 30 June 2010 have been reviewed by the auditors but are unaudited. The summary financial information for the year ended 31 December 2010 has been abridged from the Reed Elsevier Annual Reports and Financial Statements 2010, which received an unqualified audit report.

2 Adjusted figures

Adjusted profit and earnings per share figures are used as additional performance measures. Adjusted earnings per share is based upon the Reed Elsevier NV shareholders’ 50% economic interest in the adjusted net profit attributable of the Reed Elsevier combined businesses, which is reconciled to the reported figures in note 4 to the combined financial information. The adjusted figures are derived as follows:

                               
                 
Year ended 31 December Six months ended 30 June

Profit

attributable

to ordinary

shareholders

 

Basic

earnings

per share

Profit attributable to

ordinary shareholders

   

Basic earnings

per share

2010

€m

  2010

          2011

€m

  2010

€m

    2011

  2010

376 €0.51 Reported figures 217 182 €0.30 €0.25
199   €0.27     Share of adjustments in joint ventures     74   95     €0.10   €0.13
575   €0.78     Adjusted figures     291   277     €0.40   €0.38
 

3 Dividends

During the six months ended 30 June 2011, the 2010 final dividend of €0.303 per ordinary share was paid at a cost of €212m (2010: 2009 final dividend €0.293 per ordinary share; €205m). On 27 July 2011 an interim dividend of €0.110 per ordinary share (2010: 2010 interim dividend €0.109 per ordinary share) was declared by the directors of Reed Elsevier NV. The 2011 interim dividend will be paid on the ordinary shares on 26 August 2011, with ex-dividend and record dates of 3 August 2011 and 5 August 2011 respectively. The cost of this dividend of €77m (2010 interim: €76m) will be recognised when paid.

Dividends paid to Reed Elsevier PLC and Reed Elsevier NV shareholders are, other than in special circumstances, equalised at the gross level inclusive of the UK tax credit received by certain Reed Elsevier PLC shareholders.

4 Share capital and treasury shares

 
Year ended

31 December

        Six months ended 30 June
2010         2011   2010
Shares in issue net of treasury shares

millions

          Shares in issue

millions

  Treasury shares

millions

  Shares in issue net of treasury shares

millions

  Shares in issue net of treasury shares millions
Number of ordinary shares      
691.5 At start of period 723.9 (31.7 ) 692.2 691.5
0.2 Issue of ordinary shares 0.2 0.2
0.5     Net release of shares by employee benefit trust       0.4     0.4   0.4
692.2     At end of period     724.1   (31.3 )   692.8   691.9
734.5     Average number of equivalent ordinary shares during the period             735.1   734.4
 

The average number of equivalent ordinary shares takes into account the R shares in the company held by a subsidiary of Reed Elsevier PLC, which represent a 5.8% indirect interest in the company’s share capital.

5 Contingent liabilities and related party transactions

There are contingent liabilities in respect of borrowings of joint ventures guaranteed jointly and severally by Reed Elsevier NV and Reed Elsevier PLC amounting to €4,343m at 30 June 2011 (31 December 2010: €4,591m).

There have been no significant related party transactions that have had a material impact on the performance or financial position of Reed Elsevier NV in the six months ended 30 June 2011.

ADDITIONAL INFORMATION FOR US INVESTORS

Summary financial information in US dollars

This summary financial information in US dollars is a simple translation of the Reed Elsevier combined financial information into US dollars at the rates of exchange set out in note 8 to the combined financial information. The financial information provided below is prepared in accordance with accounting principles as used in the preparation of the Reed Elsevier combined financial information. It does not represent a restatement under US Generally Accepted Accounting Principles (“US GAAP”), which would be different in some significant respects.

 

Combined income statement

             
Year ended

31 December

        $
Six months ended 30 June
2010

US$m

          2011

US$m

  2010

US$m

9,385 Revenue 4,704   4,578
1,690 Operating profit 938 831
1,190 Profit before tax 771 630
995     Net profit attributable to parent companies’ shareholders     611   483
2,410 Adjusted operating profit 1,254 1,160
1,524     Adjusted net profit attributable to parent companies’ shareholders 820 737
US$ Basic earnings per American Depositary Share (ADS) US$ US$
$1.69 Reed Elsevier PLC (Each ADS comprises four ordinary shares) $1.02 $0.81
$1.35 Reed Elsevier NV (Each ADS comprises two ordinary shares) $0.85 $0.67
Adjusted earnings per American Depositary Share (ADS)
$2.69 Reed Elsevier PLC (Each ADS comprises four ordinary shares) $1.45 $1.30
$2.07     Reed Elsevier NV (Each ADS comprises two ordinary shares)     $1.13   $1.01
 

Adjusted earnings per American Depository Share is based on Reed Elsevier PLC shareholders’ 52.9% and Reed Elsevier NV shareholders’ 50% respective shares of the adjusted net profit attributable of the Reed Elsevier combined businesses. Adjusted figures are presented as additional performance measures and are reconciled to the reported figures at their sterling and euro amounts in note 4 to the combined financial information and in note 2 to the summary financial information of the respective parent companies.

Combined statement of cash flows

 
Year ended

31 December

          $
Six months ended 30 June
2010

US$m

          2011

US$m

  2010

US$m

2,097 Net cash from operating activities 933 1,204
(510 ) Net cash used in investing activities (386 ) (220 )
(1,587 )     Net cash used in financing activities     (552 )   (961 )
      (Decrease)/increase in cash and cash equivalents     (5 )   23  
2,354       Adjusted operating cash flow     1,121     1,137  
 

Combined statement of financial position

 
As at

31 December

          $
As at 30 June
2010

US$m

          2011

US$m

  2010

US$m

13,383 Non-current assets 13,613 13,466
4,023 Current assets 3,822 3,408
    Assets held for sale       4
17,406     Total assets     17,435   16,878
6,079 Current liabilities 6,500 5,446
8,254     Non-current liabilities     7,697   9,000
14,333     Total liabilities     14,197   14,446
3,073     Net assets     3,238   2,432
 

DIRECTORS’ RESPONSIBILITY STATEMENT

The directors confirm that to the best of their knowledge the condensed combined financial information and respective condensed consolidated parent company financial information, which have been prepared in accordance with IAS34 – Interim Financial Reporting as adopted by the European Union, give a true and fair view of the assets, liabilities, financial position and profit of the combined businesses and respective parent company groups, and that the interim management report herein includes a fair review of the information required by the United Kingdom Disclosure and Transparency Rules 4.2.7R and 4.2.8R and by section 5:25d(8)/(9) of the Dutch Financial Markets Supervision Act (Wet op het Financieel Toezicht).

At the date of this statement, the directors of Reed Elsevier PLC and Reed Elsevier NV are those listed in the Reed Elsevier Annual Reports and Financial Statements 2010 with the exception of Lord Sharman, who retired from the Reed Elsevier PLC Board and Reed Elsevier NV Supervisory Board in April 2011 and Adrian Hennah who was appointed to the Reed Elsevier PLC Board and Reed Elsevier NV Supervisory Board in April 2011.

By order of the Board of Reed Elsevier PLC

27 July 2011

        By order of the Combined Board of Reed Elsevier NV

27 July 2011

 

A J Habgood

Chairman

    M H Armour

Chief Financial Officer

A J Habgood

Chairman of the Supervisory Board and the Combined Board

    M H Armour

Chief Financial Officer

 

INDEPENDENT REVIEW REPORT

TO REED ELSEVIER PLC AND REED ELSEVIER NV

Introduction

We have been engaged by the boards of Reed Elsevier PLC and Reed Elsevier NV to review the combined financial information of Reed Elsevier PLC, Reed Elsevier NV, Reed Elsevier Group plc and Elsevier Reed Finance BV and their respective subsidiaries, associates and joint ventures (together “the Combined Businesses”) for the six months ended 30 June 2011 which comprises the condensed combined income statement, condensed combined statement of comprehensive income, condensed combined statement of cash flows, condensed combined statement of financial position, condensed combined statement of changes in equity and related notes 1 to 8.

We have also reviewed the financial information of Reed Elsevier PLC and Reed Elsevier NV for the six months ended 30 June 2011 which comprise, respectively, the condensed consolidated income statement, condensed consolidated statement of comprehensive income, condensed consolidated statement of cash flows, condensed consolidated statement of financial position, condensed consolidated statement of changes in equity and the related notes 1 to 5. We have read the other information contained in the Reed Elsevier Interim Results and considered whether it contains any apparent misstatements or material inconsistencies with the financial information.

This report is made solely to Reed Elsevier PLC and Reed Elsevier NV in accordance with International Standard on Review Engagements 2410: “Review of Interim Financial Information Performed by the Independent Auditor of the Entity”. Our work has been undertaken so that we might state to Reed Elsevier PLC and Reed Elsevier NV those matters we are required to state to them in an independent review report and for no other purpose. To the fullest extent permitted by applicable law, we do not accept or assume responsibility to anyone other than Reed Elsevier PLC and Reed Elsevier NV for our review work, for this report, or for the conclusions we have formed.

Directors' responsibilities

The Reed Elsevier Interim Results, including the financial information contained therein, is the responsibility of, and has been approved by, the directors of Reed Elsevier PLC and Reed Elsevier NV. The directors of Reed Elsevier PLC and Reed Elsevier NV are responsible for preparing the Reed Elsevier Interim Results in accordance with the Disclosure and Transparency Rules of the United Kingdom’s Financial Services Authority and Dutch law. The annual financial statements of Reed Elsevier PLC and Reed Elsevier NV are prepared in accordance with International Financial Reporting Standards as adopted by the European Union. The accompanying financial information has been prepared in accordance with International Accounting Standard 34: “Interim Financial Reporting” as adopted by the European Union.

Our responsibility

Our responsibility is to express to Reed Elsevier PLC and Reed Elsevier NV a conclusion on the accompanying financial information based on our review.

Scope of Review

We conducted our review in accordance with International Standard on Review Engagements 2410: "Review of Interim Financial Information Performed by the Independent Auditor of the Entity". A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing, and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the accompanying financial information is not prepared, in all material respects, in accordance with International Accounting Standard 34: “Interim Financial Reporting” as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom’s Financial Services Authority and Dutch law.

         
 
Deloitte LLP Deloitte Accountants BV
Chartered Accountants and Statutory Auditors A. Sandler
London Amsterdam
United Kingdom The Netherlands
27 July 2011 27 July 2011
 

INVESTOR INFORMATION

FINANCIAL CALENDAR

2011        
28 July   PLC

NV

  Interim results announcement for the six months to 30 June 2011
3 August   PLC

NV

  Ex-dividend date – 2011 interim dividend, Reed Elsevier PLC and Reed Elsevier NV ordinary
shares and ADRs
5 August   PLC

NV

  Record date – 2011 interim dividend, Reed Elsevier PLC and Reed Elsevier NV ordinary shares
and ADRs
26 August   PLC

NV

  Payment date – 2011 interim dividend, Reed Elsevier PLC and Reed Elsevier NV ordinary shares
2 September   PLC

NV

  Payment date – 2011 interim dividend, Reed Elsevier PLC and Reed Elsevier NV ADRs
17 November   PLC

NV

  Interim management statement issued in relation to the 2011 financial year
2012        
16 February   PLC

NV

  Results announcement for the year to 31 December 2011
24 April   PLC

NV

  Interim management statement issued in relation to the 2012 financial year
26 July   PLC

NV

  Interim results announcement for the six months to 30 June 2012
   

Listings

Reed Elsevier PLC         Reed Elsevier NV
 
London Stock Exchange Euronext Amsterdam
Ordinary shares (REL) – ISIN No. GB00B2B0DG97 Ordinary shares (REN) – ISIN No. NL0006144495
 
New York Stock Exchange New York Stock Exchange
American Depositary Shares (RUK) – CUSIP No. 758205207 American Depositary Shares (ENL) – CUSIP No. 758204200
Each ADR represents four ordinary shares Each ADR represents two ordinary shares
 

INVESTOR INFORMATION

 

Contacts

 
Reed Elsevier PLC

1-3 Strand

London WC2N 5JR

United Kingdom

Tel: +44 (0)20 7930 7077

Fax: +44 (0)20 7166 5799

    Reed Elsevier NV

Radarweg 29

1043 NX Amsterdam

The Netherlands

Tel: +31 (0)20 485 2222

Fax: +31 (0)20 485 2032

   
 
Auditors

Deloitte LLP

2 New Street Square

London EC4A 3BZ

United Kingdom

Deloitte Accountants B.V.

Orlyplein 50

1043 DP Amsterdam

The Netherlands

 
Registrar

Equiniti Limited

Aspect House

Spencer Road

Lancing

West Sussex

BN99 6DA

United Kingdom

www.shareview.co.uk

Tel: 0871 384 2960 (calls charged at 8p per minute from a BT landline, other telephony providers’ costs may vary)

Tel: +44 121 415 7047 (non-UK callers)

Listing/paying agent

Royal Bank of Scotland N.V.

Gustav Mahlerlaan 10

1082 PP Amsterdam

The Netherlands

Reed Elsevier PLC and Reed Elsevier NV

ADR Depositary

BNY Mellon Shareowner Services

480 Washington Blvd 27th Floor

Jersey City, NJ 07310

USA

www.adrbny.com

email: https://vault.bnymellon.com

Tel: +1 888 269 2377

+1 201 680 6825 (outside the US)

 

For further investor information visit:

www.reedelsevier.com

This announcement is available on the Reed Elsevier website. Copies are available to the public from
the registered offices of the respective companies shown above.

 

Issued on behalf of Reed Elsevier PLC and Reed Elsevier NV

Contacts

ENQUIRIES:
Reed Elsevier
Sybella Stanley (Investors)
+44 (0)20 7166 5630
or
Patrick Kerr (Media)
+44 (0)20 7166 5646

Contacts

ENQUIRIES:
Reed Elsevier
Sybella Stanley (Investors)
+44 (0)20 7166 5630
or
Patrick Kerr (Media)
+44 (0)20 7166 5646